V+ SCHEDULES SCHEDULE NO. PARTICULARS A SITE OF THE

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National Highways Authority ofInifia Concession Agreement

Volume 11

SCHEDULES

SCHEDULE NO. PARTICULARS

A SITE OF THE PROJECT A 1-12 B SCOPE OF THE PROJECT B 1-15

~, C PROJECT FACILITIES C 1-7 D SPECIFICATION & STANDARDS D 1-22 E APPLICABLE PERMITS E 1-2

V F BANK GUARANTEE FOR PERFORMANCE SECURITY F 1-5

G SCHEDULE OF USER FEE G 1-4 V H PROJECT COMPLETION SCHEDULE H 1-2 i`r I DRAWINGS 11

J TESTS J 1 K COMPLETION CERTIFICATE K, K 1 L OPERATION & MAINTENANCE

REQUIREMENTS L 1-22 M MONTHLY FEE STATEMENT COLLECTION

`~ STATEMENT M 1 tiJ N SELECTION CRITERIA FOR INDEPENDENT

CONSULTANT N 1-3 O TERMS OF REFERENCE OF INDEPENDENT

°"1 CONSULTANT O 1-39 V P TRAFFIC SAMPLING P 1-2

Q ESCROW AGREEMENT Q 1-22 V R STATE SUPPORT AGREEMENT R 1-13

S SAFETY REQUIREMENTS S 1-22 T CRITERIA FOR LIST OF CHARTERED T 1-2

ACCOUNTANTS S"f U SUBSTITUTION AGREEMENT U 1-18

V VESTING CERTIFICATE V 1 W PASSENGER CAR UNIT FACTORS W 1 X REPORTING AND RECORD REQUIREMENTS X 1-8

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4-laning of Raipur tb'Ala~section of NH 6 on BOT basis Page IV

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4r W National High

%W Annexure I

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Annexure II

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Annexure III v

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~-' Annexure IV

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u Annexure V

Annexure VI

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L Annexure VII

Annexure VIII `.'

� t Volume III

ways Authority qj India Concession Agreement

ANNEXURES

NHAI letter No. NHAI/BOT/11019/3/2003

Dt. 19.02.2004 (Tender Notice) Addendum No. 1 11-6

Gazette Notification of GOI entrusting Raipur

- Aurang Section of NH 6 to NHAI II 1-11

NHAI Letter No. NHAIBOT/11019/3/2003/146

Dt. 07.03.2005 (LOA) 111 1-2

Letter No . DSCL/2K5/MR/1533 dt. 17.03.2005

of Apollo Enterprises Limited IV 1

Memorandum of understanding V 1-5

Letter dated 10.05.2005 of Raipur Expressways VI 1-4

Limited

Letter No. DSCLI2K52MR/1577 dt. 12 .05.2005

of Apollo - Enterprises Limited VII 1-69

Details of minimum machinery & key personnel VIII 1-2

Drawings

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1 -52

4-laning of Raipur to Aurang section of NH 6 on BOT basis

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Schedule - A

General The Site

SITE O1= THE PROJECT

The State of Chhattisgarh, in which the Project Highway falls came in to existence as a new state on I't November 2000, covers one-fourth part of M.P . with an area of 135, 195 sq . km . It is bounded by as many as six states viz . Maharastra, Andhra Pradesh . Orissa, Uttar Pradesh, Madhya Pradesh and Jharkhand . It is located between 17° 14' to 24° 8' North longitude and 80° 15' to 84° 24' East latitude . The tropic of cancer passes through Surguja & Korba districts . The state has a transportation network consisting of railways, highways and airways ; all these forrrithe life line for the economic and social activities of the state. Out of all these; highways is a dominant mode in the state for the movement of both passenger and freight traffic .

The National Highway No . 6 originates from West Bengal and traverse through the States of West Bangal, Orissa,Chhattisgarh, Maharastra and Gujrat . The NH-6 connects Kolkata (NH-2) to Dhule (NH-3) and further to Surat (NH-8) is to be widened to 4-lane dual carriageway as per traffic requirements .

The section of NH-6 under consideration carries mixed freight traffic and medium passenger volume.

The existing road of project highway has a width of 7 .0 m with 2-2 .5 m of earthen shoulder . The condition of road is good and poor with cracks and patch work in few kilometers .

DISCLAIMER

The survey data presented below in this Schedule is for an initial understanding and guidance of the Concessionaire . NHAI will not be responsible for any inaccuracy in the information provided and shall not be liable for or be bound by the data used by the Concessionaire in evaluating the project viability . The Concessionaire will carry out his own Independent surveys for assessing actual position of the Project corridor .

The Concessionaire acknowledges that prior to the execution of this Agreement, the Concessionaire has satisfied himself (based on his own Independent assessment) of the survey data, specifications and standfwds; sit and all information provided by the NHAI . The Concessionaire ,a&now ,l6~~s and

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accepts the difficulties, risks and hazards likely to arise during the course of performance of his obligations hereunder.

2 DESCRIPTION OF PROJECT HIGHWAY

2.1 a)Referencing System :- Along the existing road, KM stones are fixed in entire length of the project highway . This is referred to as "Old Chainage . During topography survey with Total Station, observations made are referred to "Design Chainage" . The following table gives relationship between the "Old Chainage and the design Chainage" as per field surveys of existing km . stones using the total station for the project highway.

I Old Design Old f Design Old Design Chainage Chainage Chainage I Chainage Chainage Chainage (i .e . Km (i .e . Km (i .e . Km Stone) Stone) Stone)

239/(Start 238.275 254 252.815 269 267.780 of Project

240

241

239.290

240.000

255

256

253 .815

254.810

270

271

268.780

269 . 795

^ - - - 242 241 .275 257 . 255 76-0 :I 272 270 .800

243 Realignment 258 256.800

_ ---- 273

`

-- -- 271 .785

244 Realignme nt 259 257.800 274

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272.785

245 243.980 260

6

258.800 275 273.785

246 245.000 1 2 259.800 276 27 4.7 95

247 245.975 262 260.785 277 275.770

248 246 .96 5 6 263 261 .785 278 276.795

249 247.885 264 262.790 279 277.800

250 248.825 265 ` 263.785 280A 278.800

251 249.825 266 264 .780 280B 279 .800

252 250.825 267 265 .780 281A 280 .800` 253 251 .820 268 266 .780 281/(End 281 .740

- of Project)

b)START AND END OF THE PROJECT HIGHWAY : The Project Highway starts from Old Chainage @ km 239/000 sign Chainage Km 238275) at Aura,, 411age and ends at Raipur city at Ol ainag~it~§ km .

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A-2

281/000 (Design Chainage 281 .740). This segment is a part of DPR for 4-/6-laning from Km 169/000 to 281/000 . This stretch of NH-6 is basically a 2-lane undivided carriageway with 2.5 m earthen shoulders on both sides . As per designed chainage, the actual length of project highway is 43.465 Kms (281 .740-238.275 = 43.465 kms) .

2.2 CLIMATE

The climate features of the area covered by the project road are :

Fsummer

FIVlonsoon

Retreating Monsoon season

Winter

March-May, with maximum temperature upto 42°C . June-August, with annual rainfall of about 1 12 50 mm . _ September - November, with dry weather and moderate temperature December -February, temperatures rarely falls to 10 °C .

2 .3 ROAD INVENTORY

The entire project highway falls in the plain terrain region . The present road has mild curves with radius varies from 200 m to 3000 m and low avg . longitudinal gradients of 0.36 % (1 in 277) . The existing road of project highway has a width of 7 .0 m with 2.5 m of earthen shoulder The height of embankment varies from 0 to 3 .0 m.

2.4 LAND DETAILS

The details of available Right-of-Way (ROW) is given in Table A-1 .

Table A-1 : Details of Existing Right-of-Way S . No. Old Chainage

as per Km stone Existing ROW From Existing

From To C/L 1 239/0 252/0 24 .4 m

2 252/0 i 252/800 24 .4 m

3 252/800 1 256/800 45 .72 m

4 256/800 j 269/800 24 .40 m

~- 5 -- 269/800 281/000 60 .00 m

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A-3

Acquisition of land is proposed to be done by Government to make right of way 45-60 m so as to have future provision for expansion .

2.5 TRAFFIC

Classified Volume Count : The observed traffic during traffic volume count is presented in Table A-2 . The bidder, however, is required to verify the traffic details .

_ Mode of Traffic _ Location (Kilometer) - - At Km 268/800 O( Id)

Two wheeler __ 8226 Auto Rickshaw Car beep 1 light vehicle

1 193 4350 _

Buses mini __ 202 Buses full 194

~ Lcv - 389 2 Axle Truck 2755 _ Multi Axle Truck _158 - Tractor without trailer 153

Tractor with traile r C cle ~ 6960 _ _ _ _ Cycle Rickshaw 522 Bullock cart

_ 5

Other slow 42 Total vehicles -

_ __ 25172

Total volume in PC-U - _ _

_ 25393 Source : Primary Survey, CEG, May 2002

Origin Destination Survey : The O-D survey was carried out for one day as per guide lines given in IRC : 102-1988 at km 257/600 Near Weight Bridge simultaneously along with classified volume count . Roadside Interview Method was adopted for conducting the survey . The O-D Analysis indicates that majority of Car / Bus and Freight vehicle owners expressed the need of Bypass at Aarang . Since major traffic is of through in nature so the service roads for the Project Highway are required to bifurcate the local traffic from the fast moving through traffic at the design speed of 100 kmph .

Pedestrian Traffic : Cross pedestrian traffic . is predominant in the urban stretches and especially near intersections . In rural stretches, incidence of cattle crossing the road is a common occurrence at many locations affecting the safety of traffic movement .

Table A-2 : Traffic volume on Project t Hi9hwa

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2 .6 PAVEMENT COMPOSITION AND CONDITION

As per the pavement composition data collected from site and verified by digging of test pits, its total thickness varies between 270 mm to 610mm. The pavement mainly comprises of a Granular Sub Base (GSB) course laid over Sub grade, which is over laid by Water Bound Macadam (WBM) and Bituminous layers . The WBM course thickness varies between 100 mm and 350 mm while that of the bituminous layers between 60 mm and 250 mm . Details are given in Table A-3 and bidder is however required to ascertain the details before bid submission .

Table A-3 : Details of Existing Crust Thickness of main carriageway

Old Chaina e

Existing Crust Thickness (mm.) -- -- S. No . g

(i .e . Km stone

Bituminous W.B .M. G.S .B . Total

1 239 60 150 200 410 2 240 100 150 100 _ 350_ 3 241 100 350 100 j 550 4 242 100 250 100 j 4-50 5 243 150 300 100

- -- 550

6 244 70 180 j 150 400 7 245 70 150 1 150 370 8 246 85 _- - 150,-- ~- 200 ~- 435 - 9 247 250 180 180 610 10 248 2~0 180 180 1 610 11 249

_

250 170 . 180 600 5 12 250 250 150 150 50

13 251 190 140 175 505 14 252 120 120 200 440 15 253 130 270 180 580 16 254 15 0 220 ~ -140 510 17 255 150 220 140 510 18 256 180 100 1 150 430 19 257 50 180 1 180 410 20 258 50 180 180 410 21

- 259

-

150

_

280- -. 70 .- . -

~-500

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P.- 5

-22 259-95 150 1 280 70 500

23~ 261 j 100 160 ~~ 180 440 ---

--~ 24 - 262 100 160 . - 180 440 .-

25

-

262 .5

-. 100 - 160

. -- 180

-

440

26 263-01 160 , 50 t 310

27 263.5 160 - 150 310

28 29

264

264 .5 r -160

100 -

170

1 -

150 j 100

- 310-_-- 370

30 31

265 265.5

100 100

} 170

1 170

100 370 - - 270 --

32 266 100 170 110 380

33 34

266.51

267

100 100

170 -

100 350

370 450

35 267-5 100 - 350 450

36 268 125 - 450 575

37 268.5 100 240 80 420

38 268.9 100 240 80 420

39 269.45 100 240 80 420

40 270 100 230 80 410

41 270.35 100 240 80 420

42 271 150 t 200 100 450

43 271 .4 120 -- -

200 -

100 420

44 271 .85 150 f 200 100 450

45 272.5 150 350 100 600

46 272.85 150 300 100 550

47 273 .5 150 350 100 600

48 274 150 250 100 500

49 274 .5 150 250 100 500

50 275 100 200 100 00

51 275.5 100 200 100 400

52 276 100 200 100 400

53 276.5 120 300 100 520

54 277 120 300 100 520

55 277.5 0 - - 300 . - 11900 ~'

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56 278 1 150 200 -~

I 100 450 -

57 -----

278.5 150 -

-

200 ~

j 100 450

58 279 j 150 200 100 450

59 279.5 -

150 200 100 450

60

61

280 280.5

150 150

250 250

{

150

150

550

550

62 63

280 B

280 B-400

150

150

250 - 250

50 100

450 - 500

64 281 A - - - - 65 281A 400 150 - - - 66 281 B 150 250 100 500 {

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In general, the condition of the pavement varies from poor to fair . The pavement surface shows, insignificant rutting and there are few potholes . Alligator cracks, are also present over stretch. The earthen shoulders in high embankment have partially eroded. The present pavement stretch has inadequate strength for few stretches . Generally the subgrade soil is in good condition.

u 2.7 DRAINAGE The roadside drainage along the Project Highway needs improvement, v predominantly in urban stretches . In urban areas open lined / closed drains,

`; have choked . Occasionally overflows occurring during excessive rains and insufficient waterway of cross drainage structures .

~, 2 .8 ROAD GEOMETRY The Project Highway predominantly has a straight alignment and traverses through plain terrain for most of its length . There are 128 curves . Out of which there are 12 deficient curves (radius < 360 m) which needs improvement . The

~- details of deficient curves is given in Table A-4.

Table A-4 : DETAILS OF DEFICIENT CURVES

Old Chainage Radius Length Deficiency (i .e . Km (m) (m) stone 241/112 350 190

_ Sub Standard

243/845 190 _

105 _

Sub Standard 244/260 190 160 Sub-Sta ndard r-- wA 244/580 130 195 - Sub Standard /44

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244/850 _ 180 246/233 200

145 90

Sub Standard Sub Standard

256/528 260 I 135 ! Sub Standard 262/100 1 215 -267/50 340 - 268/200 295 j

T 155 - 155- - 65

Sub Standard I -- Sub Standard- - Sub Standard - . ..-- -

268/900 355 120 Sub Standard 269/00 180- - - 75- -~-- ., - Sub Standard

2 .9 ABUTTING LANDUSE

The Project Highway is characterized by a mix of habituated area and agricultural lands . There are total 13 numbers of villages / town existing on the project stretch as given in Table A-5. The broad land use pattern along the project highway is given in Table A-6 .

Table A-5 : Details of Villages

S.NO. Village Name Location (Old) Side

1 Baihar 238.500-239.500 Both Side

2 Rasni 240-241 Both Side

- 3 Lakholi 245.3 L.H .S ~

4 Gujra 246-247 L.H .S j

5 Navagoan 253 .5 L.H .S -.

6 Mandir Hasand 258-259 Both Side

7 Cheri-khedi 261-262 Both Side

8 Zora 264 R .H .S

9 Labhandi 265.500-266 .500 R.RS

10 Bhatagoan 274-275 L.H .S

11 Khushalpur 276-277 L.H.S

12 Raipura 278.500-279 .500 L.H .S

13 -

Sarona 280A .500- I 280B .500

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Table A- 6 : Land use Pattern

- T ---- --Land Use Type j Land Use Pattern (%)

Agricultural Land, 40

Govt . Land 32

Commercial Land 9

Forest Land -~ 10

Residential land 7

Industrial Land 2

Total 100

2.10 (A) CROSS DRAINAGE STRUCTURES There are 41 cross drainage structures along the Project Highway, out of which 1 is major bridge, 6 are minor bridges and the remaining 34 are culverts . Details are given in Table A-7 .

Table A-7 : Details of Cross Drainage Structures

L ati I T f a Ar a eme t (N X S ~ SI. No ype o oc on p n r ng n o. Width (m) (km) (Old) Structures Lengh (m) -

- Major Bridge

1 249/6 RCC 3X21 .07m 8.40

Minor Bridges 1 245/8 I RCC, T-Girder 6x5.5m 8.30

2 261/6 RCC Slab 2x8m 12.00

3 268/2 RCC Slab 8x5 .05m 6 .6m

4 268/6 RCC Slab 1x9m 12 .00 -~ -

5 271/8 ' RCC Slab ix10m 11 .00 _

L 6 280-13/2i RC C 2x8m

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(CULVERTS 1 240.082.70-091 .45 1 f1P-C 1xim0 --- ~, -- --

2 241+200- -

HP.C i~~I -- - 7x04 ;me I

243+613.90-62030 1XLn0 HT.C

4 244+40320-409-60

--- -

' H.P-C 1X1m0

- -

5 244+823.40 - 829.80 i X7 utu 14 .1) C'

6 245+950.0 - 955.40

- - - --

Slab Culvert I X4. I Om

- - -- - - - 7 246+618-60-62'1 .0 Slab Culvert 1X1 .Om0 I I

8 247+619.40 - 625.00 Slab Culvert 1 x4.0rn

9 250+421 .20-428 .80 Slab Culvert 1xI.50m

- - -- 10 252+830 70 - 839.0 H P,C 2xlmo .

1 1 255+458 - 461 .90 Slab Culvert I x2,85nt

J 12 257+100.00 - 112 .70 Slab Culvert 1 x4 .25 m I

13 259+8611.20 - 866.60 Stab Culvert 1 x4.95rn

J 14 263+080 .0-086.60 }1 .P.Ct IXIMO

-- -- - - -- - 15 263+672.60 - 679.00 H.P.C 1 Xl rno

J 16 264+661 .20 - 667.10 ITRC 1 XI me

17 266+52050-525 .90 Slab Culvert Ix4.40rn

18 269+174.60- HT.C 1X1 nte

19 270+205 10-213 30 P 14 C Onio 1X1 . . . . .

20 271+524.0-530.40 H.P.C Ix1.Om0

21 272+250 .0 - 258.12 H.P.C 2x1 nto

22 273+400.0-406.25 H.P.C 1X1m0

23 273+502.0-508.90 H.P.C 1X1m0

24 274+174.0 -180.50 H.P .C 1X1m0

25 274+984.30 - 988.50 Slab Culvert l 1x3.Ont

~ -_-- ----- 26 275+191 .00-197.40 HYC I

IXIn10

27 275.655.80 - 661 .95 ____u PC I XI 1110

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28 1 27,+1)3'120 1I-P.C IX IMO

29 276+76430-770301 H 1'.C -- I

-IXLnu

;~ 281 A+M4 0 - I SL,hCu1eelt i~4.90m

209 .20 ~- -- 31 28 -A+611 20 - 1 - HPC IX1m0

617.40

32 '269+19350-19590 H.P.C 1X1mo

33 1269+762.30 - 772.30--H.P.C 3X 1 .0m0

L 34 1269+90550911 80 I1 -1'.C 1 A.75mo

2.10 (B) ROB/Railway Level Crossing

There are two railway level crossings along the project highway out of which one is of narrow gauge and one is of broad gauge . Besides, one 2-lane ROB also exists on project highway . Details are as given in Table A-8-

Table A-8 : Details of existigRR0l3/Railwy level crossing

ROB/RAILWAY LEVEL CROSSINGS

S No .

Old Chainage

(i .e . Km stone

Type of Span Structure Arrangement Width

262/4 Broad Gauge - Single Track

-

, level crossin - - -j

-----[

_

-2 0/ - ---

- Narrow Gauge - S- I - k 2 7 2 Ing e I rac level crossing

3 281/8 ROB x25.6 +1x13 . 06+1 15 0 10.90 x - J

A-li

04W 2.11 INTERSECTIONS There are 6 major and 33 minor junctions . The details of major junctions are

%W given in Table A-9 .

Table A-9 : List of Major Intersections

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S.NO. At Km (Old) TYPE OF JUNCTION _ NAME OF ROAD J

1 258 .400 Cross Road Mandir Hauso --~

d

2 268 .000 T-Junction Telabandha junction

3 268.200 Y-Junction _ Airport T-Junction

4 2 72 .050 Cross Road PachPedi Naka Crossing

5 272.950 Cross Road Santoshi Na ar Crossin

6 281A+800 Cross Roa d TatiBandha Junction

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Schedule-B

SCOPE OF THE PROJECT

1 GENERAL Following section of this schedule briefly highlights the scope of the work of the 'Project' . The description of the requirements for the various elements of the Project Highway given herein under are the bare minimum requirements for the 'Project' . The 'Project' has the same meaning as defined in para 1 .1 of concession agreement . In the planning, design and execution of the works and other works in connection with the repair, maintenance or improvement of the Project Highway and functions associated with the construction of the Project Highway and roadside facilities, the Concessionaire shall take all such actions and do all such things (including, but not limiting to, organizing itself, adopting measure and standards, executing procedures including inspection procedures and highway patrols and engaging and managing contractors agents and employees) as will i) enable NHAI to provide an acceptably safe highway in respect of its condition

(structural safety) and use (road safety) and, ii) enable NHAI to fulfill its statutory and common law obligations and, iii) enable NHAI to provide a congestion free uninterrupted flow of traffic on the

Project Highway and,

iv) enable NHAI to provided a level of service to the public not inferior to that provided on the trunk road during construction or improvements works and

v) enable the Police, local authorities, and others in performing statutory duties or functions in relation to the Project Highway or adjoining roads to fulfill those duties and functions and

vi) minimize the risk of damage, destruction or disturbance to third party property and

vii) ensure that members of the public are treated with all due courtesy and consideration and

viii) provide a safe clear and informative system of road signs and ix) comply with any specified program requirements, including for the completion

of the new road and

x) enable standards of fitness for the purpose appropriate to a highway to the character of the Project Highway to be achieved thought out the Contract Period and

A) ensure adequate off-street parking facilities for both passenger and goods vehicles and

B- 1

xii) provide adequate bus bays for stopping of buses and bus shatters for commuters to wait under protection and

xiii) achieve a high standard in the appearance and aesthetic quality of the Project surrounding landscape through both sensitive design and sensitive management of all visible elements including those on the existing road and

xiv) undertake proper safety audit thought an appropriate consultant (i.e . apart from the Independent Consultant) before C.O .D .

xv) carry out accident recording and reporting (to IC/NHAI) by classification on regular basis and

xvi) ensure adequate safety of the Project Workers on the work site .

2 Project Highway

2 .1 (A) Cross Sections The Project Highway shall be widened to have a 4-lane divided carriageway with 1 .5m wide paved shoulder facility . The typical cross section of four lane divided highway (wide median) is applicable for all the rural sections, the typical cross section with narrow median and service road is applicable for the urban areas, which shall be followed along with the minimum design criterion, mentioned below for the development of the Project Highway. The widening of the carriageway in the urban reaches shall be symmetrical with respect to the existing centre line of the road, while in rural sections the widening of the carriageway will be generally eccentric so that . the existing carriageway could be utilized fully ; depending upon the ROW available and the side of the existing railway line adjacent to Project Highway. The typical cross sections to be considered are given at Fig B-1A, Fig B-2, Fig B-2A, Fig B-3, Fig B-4, Fig B-5 and Fig B-6 . A suggestive widening scheme as per these typical cross section is given at Table B-1 .

The alternative cross section of the Project Highway at the cross drainage structures shall follow the typical cross sections in consultation with the IC/ NHAI at the time of construction . The utility services, including optical fibre cables, shall be provided in the utility corridor earmarked for this purpose on the side where it is convenient to the Concessionaire or the concerned Authority with the approval of Independent Consultant and NHAI .The existing optical fiber cable shall be relocated by the respective owner at a safe place as indicated by IC / NHAI in such a way that it causes least hindrances to the execution of project . In urban sections the utility services shall be provided through underground ducts provided for this purpose . For cross connection, the utility services shall be carried through the nearest cross drainage structure/cattle crossing below its deck slab and above HFL. In absence of such a structure in the vicinity of the proposed location, it shall pass through separate underground ducts . Location and design of the cross utility ducts shall be

finalized at the detailed design stage in consonance with the Independent Consultant and NHAI .

TableB-1 : Type of Road Cross Sections

S. No. Design Chaina e

Type of Proposed Cross-

Description

From To ----- section ---- _

1 238.275 239 .250 TCS-1 (Fig . B-1 A) Rural Section (Eccentric)

2 239.250 240.450 TCS-2 (Fig B-2) Urban Section (Concentric)

3 240.450 241.400 TCS-1 (Fig. B-1 A) �

Rural Section (Eccentric)

4 241 .400 245.100 TCS-1 (Fig . B-1 A) Rural Section (Including Realignment)

5 245.100 256.400 TCS-1 (Fig . B-1 A) Rural Section (Eccentric)

6 256.400 257.500 TCS-2 (Fig B-2) Concentric Widening

7 257.500 264.780 TCS-1 (Fig . B-1 A) Rural Section (Eccentric)

8 264.780 267.780 TCS-2 (Fig B-2) Urban Section (Concentric)

9 267.780 281 .740 TCS-2 Alt (Fig B-2A) As per X-Section of Raipur Bypass Eccentric

10 TCS-3 (Fig B-3) Concentric widening & Transition Zone

11 TCS-4 (Fig B-4) For Bridges

12 TCS-5 (Fig B-5) For Slab culverts (Rural Section

13 TCS-6 (Fig B-6) For Pipe culverts (Rural Section)

2.1 (B) Longitudinal Section As a minimum, the concessionaire shall achieve the finished road level (FRL) as given in the DPR.

2 .2 Service Road The service road shall be provided on both sides as per details given in Table B-2 .

-2 : Feetaiis oro : ~~e~ri<:e :~ .s :e "buth sides) sab :e Ei _ _ _ t,of;anon-"L3csign Ghainaq~:`" ::'i,e :. ¬' f'.'rs~-- Length -Area From To (Km)

I Urban 239.250 240.+50 L20 Section

~ ---- aI -- -2 - 2`7 -Spa- - - r - -~ - 1 i0-- -- n 400-- 56 . . . o - - - - T -- - - + Except ROB 780 281 i40 5 '16 76 j 3 264 . . -

Total length of service road shall be i9 U+- en Each side of the mainline .

2. :t Intersections/ Junctions (At Grade)

(1) Adequately designed junctions with channelisations, all right turn and left turn (acceleration and deceleration') lanes (auxiliary) at all intersections for safe and smooth movement of traffic,

(ii) Auxiliary acceleration and deceleration lanes for left turning traffic at entrances to major roadside facilities such as Wayside Amenities, Service Area and truck Lay-bys.

(iii) Typical intersection treatments to be applied as specified in Project Report. In this context, the Concessionaire may design the intersections as per relevant IRC codes and Ministry's Type Designs for Intersections on National Highways, 1992 . Beyond the Site (i.e . minimum 60m ROW) of the Project Highway, with suitable flaring thereafter for smooth joining with the cross road shall be provided .

(iv) Improvement to existing intersections/junctions and provision of new intersections/junctions shall be as per Table B-3 .

SI . No. AT Km. (Old) Location - - --

1 258 .400 Mandir Hausod

2 268.0 00 Telabandha Junction _ _

3

_ _ _

268.200 ~ - Airport T-Junction--

4 272.050 I PachPed i Naka Crossing 5 272 .950 Santashi Na gar Crossing

- - - 6 281A+800 - L TatiBandha Junction 2.4 Structures 2.4.1 Cross-Drainage (Bridges & Culverts)

Existing and new culverts and bridges shall be constructed wide enough to accommodate the adjacent road cross section as given in Table B-1 . The details of existing bridges and culverts are given in Table A-7 of Schedule 'A' . All the cross-

B- 4

Table B-3 : List of Major Intersections/Junctions for Imp rovement

drainage structures and other structures shall be designed in accordance with the design standards set in Schedule- D . Following guidelines shall be followed :

i) All the cross drainage structures for the new carriageway shall be designed in such way so that the inner edge of footpath match with the outer edge of paved shoulder.

ii) The existing structure shall be widened i.e . extended to match the new road cross sections . The widening shall be done so that inner edge of footpath match with the outer edge of paved shoulder .

iii) For major bridges in urban or rural areas open median shall be provided with minimum 4.5 m clear gap between two parapet walls of the bridges . However for minor bridges covered median of the same width as of highway shall be provided .

iv) The adequacy of the vent size for all culverts/bridges shall be ascertained through detailed hydrological surveys and finalized in consultation with the IC/NHAI . The Highest Flood Level / Maximum Supply Level shall be properly assessed after collecting flood histories from local authorities/ interviews with locals / Irrigation authorities .

v) Canal bridges shall be designed as per hydraulic requirements of irrigation authorities . The construction plans shall be prepared as per closure schedule of canals . Approval of GAD from irrigation department may be required . It may be preferred to plan single span canal bridges with foundations not disturbing the canal bunds .

vi) The new bridge shall be so planned to not affect the foundations of existing bridge.

vii) For drainage purpose the new / reconstruction pipe culverts of minimum 1 .2n-, diameter . shall be provided . The existing 1M-pipe culvert shall be extended to new carriageway with same diameter pipe .

viii) The culverts for irrigation channels may be of smaller (not less than 300 mm) diameter with sump well and screen on both side to prevent entrapment of leaves etc. inside .

The cross drainage plan of the highway shall be finalized in consultation with IC/NHAI and if required additional culverts provided .

2 .4 .2 Grade Separators

One 6-lane divided carriageway Fly Over at km 273/2(01d Chainage) is to be provided where a major intersection exists between NH-6/ (ffoject, Highway) and NH-43 (Raipur - Natawalasa) at design chainage 270 .850 ., .i~roject deport may be 1 CICI I CU N Jul II IUIl.Qt1YC XV J : ;,~j pr .

( ,)orumews and SeltingskDsarangi\Desktop\

L, .

Cattle Crossing and Underpass

Considering cross movement of traffic at village locations minor underpasses of span 10 m and vertical clearance of 3.5-4 .0 it suitable for low height traffic shall be provided at village locations where the cross roads are meeting with the project highway to avoid conflict between local traffic and Highway traffic . Six underpasses shall be provided at old Ch . 241/200 ,246/200 ; 254/800, 265/800, 269/1000 and 28013/6 i .e . at design chainages of these are 239.550, 244.275, 252.625, 263.525, 267.475 and 279.500 respectively where different village roads are crossing the project highway.

2.4.3 R O B One new 6-lane ROB at Km 262/4 (Old Chainage) is to be provided at km 281/8 (Old Chainage), a new 3-lane ROB shall be provided for the new carriageway along side of the existing 2-lane ROB at km 281/8 (Old Chainage) refer Table A-8 (Schedule A) .

(i) The R O B shall be designed, constructed & maintained as per the requirement of Railway Department .

(ii) The Concessionaire has to enter into a tripartite agreement with railways and NHAI.

(iii) It is the responsibility of the concessionaire to obtain all necessary approvals from Railways .

(iv) The concessionaire shall prepare the GAD of the ROB in consultation with Railways w.r.t . type of traction, future plans, vertical and horizontal clearance etc . and get it approved from Railways .

(v) The ROB structure shall be constructed and maintained by concessionaire under supervision of Railways .

(vi) All cost related to design, construction, supervision and maintenance has to be borne by the concessionaire .

3 Geometric Improvement

i) The flat gradients shall be corrected in such a way so as to attain an appropriate longitudinal gradient in order to achieve longitudinal drainage . Also vertical curves shall be improvement /introduced so that the vertical curves meet IRC :73 standards .

ii) The horizontal alignment of the Project Highway Shall be improved as per the standards set out in Schedule-D

iii) The Improvement Shall be done in consultation with the IC/NHAI ensuring that the proposed improvements are accommodated with in the land width available

B- 6

as far as practical otherwise action to acquire more land shall be resorted to through NHAI .

4 Slope Protection and Drainage The improvements in the drainage and the slope erosion shall be made as per the following norms:

4.1 Drainage Measures Following measures shall be adopted :

i) Side ditches of required cross Section for area Drainage on Both Side of carriageway in rural section .

ii) Covered pucca drains underneath the sidewalk in the urban section iii) Open pucca drains underneath the median between main carriageway and

service road proper connection to the outfall location in the urban section iv) Chute drains along with shoulder drains in high embankment (3m and above) v) Median drains at super elevated sections with proper outfall connections and vi) Covered pucca drains underneath the sidewalk of proposed facility (bus bays,

truck lay bys etc.) in rural sections

4.2 Slope Protection Measure: Following measures shall be adopted : i) Side Slope of embankments 3m high or more shall be protected by pitching or

geo-meshes or geo-nets or geo-grids in consultation with the Independent Consultant .

5 Traffic Signs and Pavement Markings Traffic signs and pavement markings shall include roadside signs, overhead signs, curb mounted signs and road marking along the Project Highway . The design and marking for the Project Highway shall be as per the design standard indicated in Schedule-D and the location for various treatment shall be finalized in consultation with the independent Consultant .

The overhead sign shall be the reflectorised type with high intensity retro-reflective sheeting conforming to ASTM D 4956-01, Type VIII and/or Type IX of micro prismatic type . The retro-reflective sheet of Engineering Grade shall NOT be used. The Height lateral clearance, location and instillation shall be as per relevant clauses of MOST specification . Overhead sign shall be installed ahead of major intersections, Toll plazas and urban areas as per detailed design requirement.

6 Road Land Boundary Road land (ROW) boundary shall be demarcated by putting boundary pillars along the Project Highway at 50 m interval . All the components used in delineating road land boundary shall be aesthetically pleasing, sturdy and vandal proof . The road

B- 7

land nounGarv shc.li he, cerr: ;~ .t .r<t~.`Je ir : , 'fisViiatiun wth ICiIvIA.AI . Fr_r tui:ct developments, a dltloilal l a nd n ;a ;. IJL AC~.jl~ir ;~C` =G tiS t ' have 60 iii ROV1 a long

Guard Rail and Traffic ; Safety Devices i) For the safety of pedestrian at tree intersection i junction the guard rails!

pedestrian raiGnys shall he provided to enhance the safety in I_trban!Sern Urban locations .

it) Barriers shall be provided at locations of bridge approaches ana high embankments (3m and more', and at curves having radius less then 1000 ;r1 ai both sides .

iii) Delineators bollards and other safety devices shall be provided on curves and other locations as directed by !C l NHAi .

8 Site Clearance

i) Utility relocation, cutting of trees and providing compensatory afforestation shall be the responsibility of the concessionaire . The employer shall not be responsible for any delay on account of shifting of utilities and l or removal of Encroachment . The consequences of any delay on account of shifting of utilities shall be borne by the concessionaire .

ii) Encroachments shall be removed by the concessionaire . NHAII State Government will provide administrative support.

2000-1 1500 CARRIAGEWAY I

89

7000 ~~ ~~

a m R250--\ ~3-.O-x~

1 V:2~

`-OITCH

9000 (Paved)

26500

500 500 CARRIAGEWAY EOG 7RIP

4500 EOGJ IP 7000

2.5%

CROSS SECTION TYPE : TCS I

(RURAL SECTION1

FIG: H-1A Schedule

Sr . Design Chainage Length No. From (Km,) To (Km .)

1 238.275 239 .250 0.975 2 240 .450 256 .400 15 .950

3 257 .500 264 .780 7 .280 Total : 24.205

( < ( ( f C f f f f C f C C C ! (" f C f .- f --C -C` ~-C --f -C -f -f -1 - f ( ( Of f f

CROSS SECTION TYPE : TCS 2

Pacca Drain (Connected to outfall)

FOR 4 LANE CARRIAGEWAY WITH SERVICE ROAD ON BOTH SIDE ( URBAN SECTION)

FIG . B-2 Schedule sr. Design Chainage Length No . From (Km.) To (Km.)

1 239.250 240.450 1.200

2 256,400 257.500 1 100

3 _264. 7 8 0 267 .780 3.000 Total'. 5,300 1

'RO .01ED - CAR RAGE WAY_

2

~F ~~"K~(' __-SEPY7CE ROM---I

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(Connected to outfoll)

EX"G CARRIAOPAY _. 7000 li.SOY

G-* 45M E490 Ed} Sap

--soot (Pnyu)--

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cone.

- -- 'CYZAPL_ . . . .-,_.

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CROSS S .CTION TYPE i TCS 2 LT

Pacca Drain (Connected to OWall)

-4-LAKE CARRIAGEWAY WITH SERVICE ROAD ON BOTH IDES AT RAIPUR B P FROM KM .69/(267. 75Q) . TO KM 281/0 (281 740) (EXCrp_PT_, AT THE LOCATION OF I) FLYOVER (BR. NO . 273/2) AND II) ROB AT HECTOMETER STONE 281/8)

FIG. B-2 A

NOTE : To avoid cutting of exisitng row of trees, the central verge has been widenend to 5 .50m.

f ( ( ( ( ( f ( ( ( ( ( ( ( C f- ( ( f ( ( ( ( ( ( ( ( ( f f f ( f (- f f-

GAi-;AGEWAY 265C_ _---'- -._-"Co -2.000,

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CROSS SECTION TYPE : TCS-3 FOR CONCENTRIC WIDENING AND TRANSITION ZONES

FIG . B-3

.

C l f ( C f l l C t f C l f f f f f f f f f f f C f f f C C C C f f f f t`

13800

n CRASH BARRIER

---- 1 1000

2.5%

450 400 5 0 0

PADESTRIAN RAILING -CRASH BARRIER ------

1

a-E V4 AA CROSS-SECTION. TYPE: TCS-4

FOR BRIDGES

FIG : B 21-13

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hi-9

/'Sddvavd

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dJ81S 3003 d181S 3003 OS -:;OS'- I -- 009

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FIG : B-6

Schedule - C

PROJECT FACILITIES

1 GENERAL The following sections of this schedule indicate the details of amenities and facilities as situated on site, and minimum spatial and functional requirements of the facilities to be provided on the Project Highway with an aim to cater to the envisaged demand till the end of the concession period .

2 EXISTING FACILITIES

2 .1 REST AREAS Along the project highway no rest areas are available .

2.2 BUS STOPS The list of existing Bus Stops along the Project Highway is given in Table C-1

Table C-1 : List of Existing Bus Stops

S.NO. Village Name Location (Old) Side

1 Rasni 240-241 R.fi .S .

2 Lakholi 245 .3 L.H .S

3 Navagoan 253.5 L.H .S

4 Mandir Hasand 258-259 R.H .S .

5 Zora 264 R.H.S

6 Labhandi 265 .500-266.500 R .H .S

7 Bhatagoan 274-275 L.H.S

8 Khushalpur 276-277 L .H .S

9 Raipura 278 .500-279.500 L.H.S

C:1Documents and Settings\Dsatnngi0csktop\RA\Sche

2.3 PETROL PUMPS The List of existing Petrol Pumps along the Project Highways is given in Table C-2

Table C-2 List of Existing Petrol Pumps

S.No. Chainage (Km.) (Old) T Side _ T--Nearer Village

1 256/10 Right side Nava Gaon

2 258/10 Right side Mandir Hasod

3 261/2 Left side Cheri Khedi

4 263/10 Left side Zora

5 269/4 Left side Air port Crossing

6 269/4 Right side Air port Crossing

7 269/6 Right side Air port Crossing

8 270/2 Left side Air port Crossing

9 272/10 Left side Bhata Gaon

10 280-A/10 Right side Raipur

11 281-B/2 Right side Raipur

L 12~ 281-B/8 Left side T Raipur

3 REQUIRED FACILITIES (To Be Provided by the Concessionaire )

3.1 TOLL PLAZA (Max. 2 No.) The location and layout of toll plaza shall be finalised in consultation with the IC/NHAI such that there is no possibility of the traffic bypassing .

'Open System' of toll collection shall be provided on the Project Highway with collection of user fee from vehicles only at the toll plaza. There shall be a total of minimum 8 (Eight) lanes having a semi-automatic system of toll collection comprising equipments for registering of vehicle classification, ticket issuing, data processing and power supply. One toll lane in each direction shall be provided for traffic not required to pay fees . Appropriate technology shall be used in this regard so that not more than 6 vehicles/Lane queue up during the peak hours .

The design for toll plaza shall conform to the standards set out in Schedule D of the Concession Agreement .

C-2

3.2 TRUCK PARKING / LAYBYS The provision of truck lay-bays shall be governed by site requirements and parking demand and as per the guidelines of MORT&H Technical circular No . RW/34032/5/88 PO-II dated 22 .8 .88 . Parking shall be designed in the form of rectangle / trapezoidal area parallel to and separated from the carriageway by a physical barrier. The parking lots shall have necessary facilities like repairing, eating, resting, fuelling and shall be suitably landscaped .

Laybyes of varying lengths at the locations indicated in Table C-3 shall be constructed along the Project Highway on both sides . Basic facilities such as drinking water and toilets, with proper disposal system, shall be provided at the site of each laybye. Use shall be made of existing toilets and new toilets will be provided where none are available.

Table C-3 : Proposed Location of Lay-Bys

3.3 BUS BAYS

The lay out for Bus bays shall be in accordance with IRC:80. Adequate drainage shall be provided at bus bays . Bus bays shall be constructed as per the standard specification . Bus bays shall be provided on both carriageways . There are 27 Bus bay location along the Project Highway which are covered under the scope of this contract .

c %D.NUnILnl5 and Sepings\Dsarangi\Deskiop~\Schi (-3

Table C-4 : Bus Bay Locations along Project Highway

St. No . Chainage (KGn)

1 .

i

, 239+500 - - - -- 1 - - - 2

' 39+ 600

-.- ~ - _- - ~ _ 244+200

4 . -

- --

245+600

- - - - - 5. 248+350

6 . 249+650

7. ~ 251+000

8. 251+250

-- - -- ~~~__ __JJJ

9. 252+700 J

10. 253+650

11 . I 254-+850

12 . 259+200

13 . 261+250

14 . 261+450

15. 263+300

16. 263+750

17. 265+100

18. -

266+100

19 . 267+300

-- - -- 20.- - 269+650 `~

C \Documems and Settines\Usaranai\DtsAlo~18(1\Schedule~Cf~jYJAL Aoc

- -~l -- --- -I - - -

-n0 270+100 i - ---- - --- -- --r -- --- - ----

22 . 1 273+400

23 . ` 273+600

24 . T 275+300

25- 276+150

26. 276+400

I 27- 279+400

3 .4 HIGHWAY LIGHTING

Lighting shall be provided in rest areas, toll plazas and at intersections/interchanges IS : 1944 (Part I and II) shall be followed in regard to lighting installations . At the standard major Junctions, location of ROB/Flyover, Mast lighting system shall be provided-

3 .5 LANDSCAPING

Trees shall be planted in ROWS and on either side of the road with staggered pitch as per IRC:SP-21 . Indicate arrangements for plantation of trees shall be in accordance with the MORT&H technical Circle No. NH-41 (34) /69. A spring of 10-15 m c/c is recommended for spacing of trees parallel to the roads . Set back distance of trees needed in different situations shall be as per the IRC:SP-21 and IRC:66 . Shrubs in medians shall not normally exceed 1-1 .5 m heights and shall be as per IRC : SP-21 . The Landscaping shall be carried out as per the extant policy of NHAI as is being done on NHAI's public funded projects .

3 .6 ADMINISTRATIVE, OPERATION AND MAINTENANCE BASE CAMP

A minimum of 300 sqm of constructed area for functional base camp shall be provided . The base camp shall be located near the toll plaza location . The proposed facilities available at base camp are described hereunder .

a. The main administrative, operation and maintenance base camp shall be provided to cater to the requirements of the following services :

I) Fee Collection/Security Office ii) Highvfiay Maintenance including functional laboratory iii) Facilities for" storage and repair of -4pVgtenance equipments,

C1Ducuments and ScuingstDsarangi\Des

materials

G5

iv) Any other requirement

9 .

1-

b. The base camp shall be housed in suitable area . The layout of the different buildings and facilities shall be finalized in consultation with the Independent Consultant.

c . The Administrative building shall primarily house the Main Control Centre, the Security Headquarters, the Central Store, the Toll audit and data processing units in addition to other secondary facilities such as computer room, office space, stores, sanitary facilities, canteen etc- The main base camp shall have adequate parking space for staff and visitors .

d. The maintenance area shall have a centrally-located building to overlook the maintenance workshop etc. A separate storage area shall be earmarked for inflammable materials . The maintenance block shall have enough spaces to park the equipments and machinery deployed for maintenance activities . Adequate parking space shall be earmarked for the staff vehicles and visitors' vehicles . In addition, there shall be adequate and well-illuminated covered parking space for all the maintenance vehicles .

e. In addition the base camps shall have a power sub-station and supplies room to cater to the power requirements of the camp. The sub-station shall house a standby generator to provide the required power in case of failure of normal power.

f . The camps shall have adequate lighting during dark periods and night .

There shall be underground fuel storage area with delivery facilities (Petrol / Diesel Filling Station) at the Main Base Camp site to adequately cater to the demands of maintenance and patrolling activities .

h . The base camps shall not have more than one entry and one exit point . Both of these shall be manned by security personnel at all times besides installing effective electronic security system .

I . The camps shall be landscaped so as to protect the area from dust and noise from the Project Highway .

The laboratory facility to be established for testing of various materials related to road construction and maintenance shall be .located at the main base camp.

C:\Uocumenis and SettingslDsarang, Deskioplw c{'- AL.doc C-6

3.7 PROJECT VEHICLE Two brand new vehicles (Make Toyota Qualis/ Indigo/ Tata Indica) shall be provided to the Employer within 30 days of signing the Concession Agreement . The cost of running maintenance, driver's salary, fuel etc . complete shall be borne by the Concessionaire . The vehicle shall be required at NHAI (HQ) at Delhi and/or at site of Project Highway for the use of Project Implementation Unit . The vehicle will run about 4000 km/month including Sundays/Holidays .

('ADocumenis and Seiiings\Dsa[angi\Dasklop\RA\Schedide-C .flN41 ..doc C-7

~.. Schedule D v SPECIFICATIONS & STANDARDS

~.. 1 .0 General

r" The project/ Project Facilities shall conform to the minimum design requirements set out in this Schedule. National Highways Authority of India has appointed Consultants for carrying out Survey Investigation and preparing the Detailed Project Report . Copy of the

~. detailed project Report (DPR) prepared by the consultants made available to the Concessionaire may be taken for reference . The concessionaire shall carryout its own investigation and design to verify the same.

1 .1 Alternative designs can be adopted by the Concessionaire subject to review of the same by IC/NHAI . The general cross sections given in Schedule-B shall be adopted as far as possible . Alternate acceptable cross section type given in the Schedule-13 if any, shall also be accepted . The finished top level of the road (Formation level) shall 110, be reduced / lowered than that provided in Project Report, unless there are some apparent errors in the PR and the Concessionaire is able to demonstrate sound and durable design by lowering the formation levels .

1 .2 Alternative design for structures i .e . bridges, culverts, underpasses, overpasses and retaining walls can be adopted by the Concessionaire in accordance with Design Requirements subject to review of the same by IC/NHAI

1 .3 At least 2 weeks prior to commencement of the design work, the Concessionaire shall finalize a quality assurance plan for the design work and for preparation of working drawings.

2.0 Codes and Standards

`,� 2 .1 The code and standards applicable for the design of the Project and Project Facilities are

(i) Indian Road Congress (IRC) Code and Standards; and

(ii) Ministry of Road Transport and Highways (MoRT&H) Specifications.

Both as applicable to National Highways and shall include policy circulars, guidelines `~- and special publications, issued in respect thereof by IRC or MoRT&H, as the case may

be, from time to time and shall incorporate all amendments and/or modifications to such codes and standards which are available to public 30 days before the Proposal Due Date

w. unless otherwise specified in this Schedule .

I.-

L

The term "Ministry of Surface Transport", "Ministry of Road Transport and Highways" and "Ministry of Shipping, Road Transport and Highways" shall be considered as synonymous to each other.

A list of IRC/MORT&H codes is provided in Appendix D-1

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ficrF fit` k: t;reSBid o,dcs, staudcvd~ a7;1 l),,Cfiic, iions aril sdcn( Oil illly aspect- 1h.! .'-

io\Nfv }landards ill order of 17fi3ierCi}L':' 5!1,71 : ',;dopttcd it} consuilalian with 01(-

other vise specified ;n llli S- . . _ .

Bureau of Indian Standards kBIS)

Ai}}encan Associatioil of State Higli:vay Iiij I ianstkl,t CJfllcii± iti (A A",HT(?)

6eomeiric Design Standards for Ontario Hi~iiv~ays .

Anicricau Societv of-Testing lvlateriak t 4ST1A11

British Standards (BS)

Suitable specification/standard devised by the 1C Any other standard proposed by the Concessionaire

items of building works shall conform to Central Public Works Department (CPWD) cifications for Class I building works and standards given in the National Building de (NBC) . To the extent specific provisions for building works are provided in GNHAI specifications, the same shall prevail over the CPWD/NBC provisions For purpose, building works shall be deemed to include road furniture, roadside facilities .

dscape elements and/or any other works incidental to the building works . The building ll be functional having the minimum provisions such as electricity ; lighting, water ply, sanitary disposal system and fans etc .

e Geometric Design Standards for the Project/Project Facilities shall be as per IRC : 7:, e as applicable to the National Highways, the important geometric design uirements are appended as Appendix D-2. Where IRC Standards are silent Geometric sign Standards for Ontario Highways shall be adopted. Where Geometric Design ndards for Ontario Highways are also silent, other international standards such as SHTO or TRL shall be adopted . These should be adhered to and the geometric design dards are the minimum requirements to be maintained for the Project Highway.

designed parameters for horizontal and vertical alignments shown in the PR and the imum requirements to be maintained for the Project Highway. The concessionaire adopt better standards enhancing the requirements of safety and mobility .

terials and Specifications

materials and specifications for works shall be consistent with IRC/MoR'1'&H cifications. Where these are silent, the standards in the same order of preference as in use 22 shall be used .

items other than road and bridge works. where tailor made specifications are not lable in the PR, the same shall be finalized in consultation with the Independent sultant .

aration of schemes for highway development, restriction on building lines, control lines, control of access, prevention of unauthorized occupation of land and removal of encroachment shall be as per IRC:SP:15 .

3.4 Modified bitumen from the refinery shall be used for surfacing bituminous layers on main carriageway including paved shoulders and service roads .

4.0 Embankment Design

4 .1 Cut and fill slopes shall be appropriate to the nature of the material and the heicht of embankment or depth of cut . The slopes shall be safe against failure .

4.2 Material used in the fill and its compaction requirements shall conform to IRC-36 . Where these specifications are in variance with the MoRT&H specifications the latter shall govern and be followed .

5 .0 Pavement Design

5.1 Pavement Design shall be based on the following parameters

a . Traffic Forecast As per Project Report or as assessed by the Concessionaire (Minimum shall be 100 MSA)

b . Design Life Flexible Pavement - 20 years

Rigid Pavement - 30 Years

c. Flexible Pavement

i. New Carriageway

The flexible pavement for new carriageway (main as well as service roads) shall be designed as per the IRC method or the AASHTO method or any other international method . The composition and thickness of various layers of paveirtent shall not be less than those required as per IRC:37 for minimum design traffic of 100 MSA for main carriageway and 25 MSA for service roads. For the main carriageway, the concessionaire should however satisfy himself in this regard and should consider higher traffic (than minimum specified 100 MSA) for design purposes incase required as per projected traffic considering 20 year design life .

To ensure internal drainage of the pavement structure, the granular sub-base layer/filter layer functioning as drainage layer (GSB/WMM) shall extend to full width across the shoulders on the embankment to the side drain . The finished pavement profile for the total project length shall be designed so that the bottom level of the subgrade always remains above the Highest Flood Level (HFL) and in any case shall not be lower than as defined in the PR. Modified bituminous binder shall be used as per the IRC:SP:53-2000 quality in the surfacing bituminous layers .

ii. Strengthening of the existing carriageway

Strengthening of the existing flexible pavement shall be done with a bituminous overlay designed in accordance with IRC:81 or procedures specified by the., Asphalt Institute,

e

w~Qy, . .r., ,

D-3

USA or any other international method . Requirement of strengthening of existing pavement as assessed by the design consultants are given in project report . The concessionaire may adopt alternate methods of strengthening the pavemem . 1 lo~ce\cr . ihc following minimum requirements of profile ; both longitudinal and cross shall have to he achieved and provided .

Cross profile : Camber of 2.5% minimum super elcN ation as per geometric design .

Longitudinal profile : Vertical curves as per geometric design Straight length between two curves - minimum 30 m

Over the profile corrective course as per requirement, a minimum of 50 mm dense bituminous macadam and 40 mm thick bituminous concrete layer shall be provided . Modified bituminous binder shall be used as per the IRC:SP:53-2000 quality in the surfacing bituminous layers .

iii . Paved shoulders :

The composition of Pavement Layers of the paved shoulders shall not be lower than the adjacent flexible pavement of the mainline project highway.

d. Rigid Pavement

i) Rigid pavement may be designed as per IRC, AASHTO or any other international code/ specification considering 30 year design life .

ii) To ensure internal drainage of the pavement structure, the granular sub-base layer/filter layer functioning as drainage layer (GSB/WMM) shall extend to full width across the shoulders on the embankment to the side drain. The finished pavement profile for the total project length shall be designed so that the bottom level of the sub grade always remains above the Highest Flood Level (HFL) and in any case shall not be lower than as defined in the PR.

iii) Paved shoulders

The paved shoulders adjoining the rigid pavement may be either rigid or flexible . In case of shoulders of rigid pavement, composition of the paved shoulders shall not be lower than the adjacent main pavement. In case of shoulders of flexible pavement, the composition shall not be lower than those required for main carriageway.

6.0 Drainage System

6.1 An effective surface and sub-surface drainage system of pavement structure shall be designed as stipulated in IRC SP : 42.

D4

%W 6 .2 An effective drainage system shall also be planned and designed for the drainage of medians, interchanges . intersections/junctions . underpasses . service roads, toll plazas, Wayside Amenities - Service Area. Truck LaN-hye areas, Bus Bays and other highway

+r. features including the area between main carriageway and service road ensuring that there shall be no pooling of water at any time on the project highway .

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6.3 Storm water should be directed away from the bridge deck by providing kerb and gutter on the approaches for a minimum distance of 50 m beyond the bridge and carried by a chute to the roadside channel in order to avoid embankment erosion.

6.4 In rural stretches of the Project Highway, roadside channels (flat bottomed) shall intercept and remove surface run-off from the highway ROW and the adjacent areas and will be drained to the nearest available natural watercourse .

These shall have adequate capacity for the design run-off and be located and shaped to avoid creating traffic hazard and erosion of soil .

6.5 Concrete lined / masonry drains under footpath in urban stretches where service roads have been provided, shall be located on both side of the Project Highway . The capacity of these drains shall be sufficient to carry surface run-off of drainage area of highway ROW.

6.6 Drainage channels and pipe shall be installed at crossings with service pipes and utilities ensuring that conflicts do not occur.

6.7 Drainage of highway pavements on a highway embankment and steep grade will require designed outlet by means of kerb and gutter and concrete chutes / spilways along the side slope of the embankment in order to prevent its erosion.

7.0 Structures : Culverts, Bridges, viaducts, Underpasses, ROB's and Retaining walls

The design standards and loading to be considered for culverts, bridges underpasses, overpasses and retaining walls shall be those laid down in the relevant IRC codes. Railways specifications shall be followed for ROB's if desired by Railways . Where the said codes are found wanting or silent, other codes in the same order of preference as in Clause 2.2 shall be used. All new major structures shall be 6-lane .

7.1 Any existing bridge including the ROB or culvert found to be structurally unsafe and/or deficient to carry the IRC design load (based on non-destructive testing including full scale load testing) shall be replaced or rehabilitated.

7.2 Special Design Requirements

(a) NP4 type pipes shall be used for all pipe culverts that are required for reconstruction . Incase of existing culverts of dia. 90-100 cm and which are in sound condition functioning satisfactorily, be extended using NP4 class pipes of existing diameter . For all pipe culverts having pipe dia. less than 90 cm, these shall be replaced by pipes of 1 .20 m dia. (NP4 class) under both the carriagewavs4 and/a~ extension of pipe

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cu Iveris . Where minimum depth of pipe cox°er is not available, profile off lie highway may he raised or the culvei7s embedded in conciele in consultation with and approved by the IC/NHA1 . Minimum diameter oh pipc :~ for nc%v/ reconstruction cross drainage structures shall be 1 .2m .

(b) Where an existing structure or culvert is twinned, the profiles of the new and existing structures and their approaches shall be same- Also suitable protection of the embankment between the Structures in the median portion shall be provided either by extending the abutment wall or constructing a retaining wall extending up to the bridge parapet wall .

(c) Bridge superstructure may be of Reinforced concrete, prestressed concrete or steel-concrete composite construction . Similarly, the substructure and foundations may also be concrete, steel or steel-concrete composite construction .

(d) Bearings of all bridges shall be easily accessible for inspection and maintenance.

(e)

(g)

Existing expansion joints should be working at all times and shall be timely replaced without causing additional stresses for the structure .

The box girder superstructure's minimum clear depth inside the box shall be 1 .75 m with suitable opening in the end cross girder for inspection within the box in the entire length . Structures with less number of joints shall be preferred .

Reinforced Earth / R.C .C . Retaining Wall type shall be liberally provided through urban areas for high fill/embankment with aesthetically pleasing appearance . Any other acceptable alternative may also be provided with prior approval of NHAI. Design life of reinforcing elements for earth retaining structures shall be 100 years minimum . Structure with viaduct shall be provided in urban sections for ensuring unhindered local cross movement of people and slow moving vehicular traffic besides providing easy access for them to come on project highway.

8.0 At-Grade Intersections

8.1 At-Grade Intersections shall be designed according to the 1RC Special Publication 41 'Guidelines for the Design of At-Grade Intersections in Rural and Urban Areas' and the MoRT&H Type Designs for Intersections on National Highways, with modifications where required .

8 .2 For the design of elements not covered in the said publications the AASHTO publication 'A Policy on the Geometric Design of Highway and Streets' shall be followed .

9.0 Interchanges

9.1 Geometric design standards for elements of interchanges are given in Appendix D-2.

D-6

9 .2 For interchange elements when: GcomCHIC design standards arc not covered in the <aid Appendix D-2, design Guldcllnes IRC 92 supplemented by relevant MoRT&-11 and the AASHTO publication A Policy on the Geometric Design of Hightiizty and Strecls' shall be used .

10.0 Illumination

10 .1 The average level of illumination at the location of major intersection/ juncticms, toll plazas, wayside amenities-service areas, Truck Lay-bys shall be 20 hix with suitable high mast poles approved by IC/MoRT& H .

10.2 The layout of the lighting system together with type of luminaries for different location, shall be determined in consultation with the Independent Consultant .

10.3 Arrangement of lighting installations shall be staggered except on curves .

10.4 The layout of lighting poles ; their height and spacing shall be finalized in conSUltauon with the Independent Consultant so that the minimum illumination level prescribed in the aforesaid clauses above can be achieved :

10 .5 Overhead electrical power and telecommunication lines erected within the ROW by the Concessionaire shall be provided with adequate clearance so that safe use of tile hi(yh'Alay is not affected .

10.6 Vertical and horizontal clearances shall conform to IRC : 32(1969) .

11 .0 Highway-Signs

11 .1 All road signs shall be with retro-reflective sheet of high intensity grade conforming to ASTM D-4957-Ol/ (type VIII and type IX) and as per clause 801 of MoRT&H specifications . The retro reflective sheet with engineering grade shall NOT he used and instead micro-prismatic shall be used .

11 .2 The road signs erected on the Project Highway shall conform to IRC : 67, Code of Practice for Road Sings.

11 .3 For overhead signs the standards prescribed by MoRT&H shall be followed . Where these are silent, standards prescribed in the same order of preference as in Clause 2 .2 shall be used .

11 .4 The overhead signs shall be placed on a structurally sound gantry or cantilever structure made of tubular structure or steel structure as shown in the DPR. The final location shall be finalized in consultation with the Independent Consultant. These signs shall be of high intensity retro reflective sheeting conforming to ASTM D-4957-2001/ (type VIII and type IX) . The height, lateral clearance and installation of the sign structures shall be as per the MoRT&H / IRC specifications ; -_

C spocunmnss aM Seuinps\osanngi\ D-7

11 .5 (}n kerbed road sections the edoes of the road signs shall be at least 600 min amay from

the edge of the kerb, Mhereas oil un-kerbed road sections the edge of the signs shrill be at a distance o12.5 m front the edge ol~the carriageway,

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11 .6 Design and location of route marker signs ibr National thghways shall be as per the IRC :2(1968) . I he design and placement of hightiay kilometre stones, the dimensions of stories, size, colour, arrangement of letter shall be as per IRC : 26(1967) and IRC . 8(180) . The design, location and materials to he used for road delineators shall be as per IRC : 79(1981), the colour, configuration, size and location of size of traffic signs shall be as per IRC : 67(2001) :

11 .7 Road Delineators shall conform to the recommended practice as per IRC 79(I 981)

12.0 Road Markings

12 .1 Road markings shall be as per IRC:35 . These markings shall be applied to road centre lines, edge lines, continuity line, stop lines, give-way lines, diagonal / chevron markings, zebra crossing and at parking areas by means of an approved self-propelled machine which has a satisfactory cut-off value capable of applying broken lines automatically,

12 .2 Road markings shall be of hot applied thermoplastic materials with glass reflectorising beads as per relevant clauses of section 803 of MoRT&H specifications ;

12-3 Synthetic enamel paints shall be used to display details of structure number, span arrangement etc on all culverts and bridges with required description as per MoRT&H guidelines .

13.0 Traffic Safety Measures

13 .1 Pedestrian Guard Rail shall be designed to control and guide Pedestrian road crossing movement safely at designated location .

13 .2 Concrete Crash Barriers and/or Steel Beam Guardrails shall be installed mainly at major hazard locations . Concrete / steel Crash Barrier shall be constructed at the outer edge of both the shoulders of the road . It will also generally be installed on sections of the road (a) where embankment height is more than 3 in, (b) bridge approaches, and (c) where the Project Road passes through large ponds . Concrete Crash Barriers shall be installed along the edge of the outside shoulder with an offset of 2 .5m from the edge of the driving pavement .

13 .3 Both Concrete Crash Barriers and/or Steel Beam Guardrails (W-shaped) installation shall have short transition flared section at the approach ends.

13,4 Metallic crash barriers shall be provided along the full length of the r Interchanges and at i

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(both sides) of /l~sa

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15.0

15.1

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Landscaping

Planting along the highm-ay shall follow a variety oh scheme, depending upon location requirement as per the IRC : S1121 . The choice of tices to be planted ,shall also he made as per IRC : SP21 : "Manual of Landscaping' . Eucalyptus (all species) i . not recommended for planting, Local, indigenous species that ,grow in that area ahall he planted .

On medians and island, planting of dust and gaseous substance-absorbing shrubs arc recommended. To ensure survival from herbivorous animals, shrubs / plants containing latex shall only be planted .

The treatment of the highway embankment slopes shall be as per the recommendations oh IRC:56, depending upon the soil type involved . Pitching %yorks on the slopes shall be as per the MoRT&H Specifications .

No advertisement / hoarding shall be allowed within the ROW limits oh the Project Highway .

Visibility of any signs, signals or any other devices erected for traffic control, ti-10-1c guidance and / or information shall not be obstructed by plantation .

Ancillary Facilities

Wayside Amenities - Service Area

a. Wayside Amenity- Service Area design details shall be as per project report .

b . All building works shall be designed to meet their functional requirements and shall be compatible with the regional architecture and uiicroclinate . Locally available materials shall be given preference but not at the cost of construction quality . All brick and stone masonry works shall be of first class type and as per good practice . Ail steel works shall conform to section 6 ., Part VI of the N13C and section 1900 of MoRT&H specifications .

c . All the open spaces around the building(s) shall be landscaped . Boundary walls, fencing with barbed wires, controlled entry points and cattle-catches at all entry and exist points to the buildings shall be provided to protect them from intruders and animals,

d. The design of water storage (including overhead reservoir) and distribution systems, laying of mains and pipes, cleaning and disinfecting of water supply system shall be as per relevant clauses of section I Part IX of the NBC.

e . The design, layout and construction of sanitary sewer and sewage disposal system with all ancillary works such as connections, manholes and inspection chambers and septic tanks shall be as per relevant clauses of Section 2, P-4rt_ .1X of the NBC. Each

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septic tank shall have a soak pit of adequate size The location of-the septic tanks arid substu face absorption system shall be as perclause 12 .15 .1 of part III of NBC

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1'. 7hc design and location of all electrical installations, distribution system, fittinus, accessories and lighting protection of buildings shall conform to the rele\ttnt clauses of Section 2, part VIII of the NB( ;

g . The internal road system have the same material specifications as that of the mainline road and width shall eontorm to Clause 4 of part Ill of NBC ;

h_ For Internal parking facility, shall be constructed as per set out in the DM .

15.2 Truck Lay-bys

a_ The layout and facilities thereon will be designed considering site requirement so as to cater to the estimated parking demand . Layout or design shall be reviewed and accepted by the Independent Consultant . Parking shall be parallel to the road any the lay-bys shall be setback from the edge of the carriageway . The Lay-bys shall be landscaped with low-density plantation to provide shade .

b . The parking spaces shall have the similar specification as that of the main carriageway or be so paved by pre cast Cement Concrete Block M-40 grade concrete to withstand vehicle loads and forces due to frequent acceleration and deceleration of' vehicles . Parking bay/lots shall have proper cross slope and drainage . They shall be marked with paints as per IRC : 35 to demarcate parking and circulation spaces . Illumination shall be provided as per IS : 1944, Park I and 11) .

c . The parking lay-bys shall have basic facilities, such as, drinking water kiosk, and toilet, proper waste disposal system, electricity, water etc as described elsewhere in this Schedule .

~- 15.3

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Bus Bays

Bus Bays shall be provided at location as shown in Schedule B . The typical design shall be followed for all locations . Generally, the bus bays shall provide safe entry and exit of buses from Project Highway and safe boarding and alighting of passengers- Me shelter structure shall be structurally safe and functional so as to protect the waiting passengers adequately from sun, rain and wind . The Bus Bay area shall be provided with an effective drainage system.

15.4 Road Furniture

Road furniture such as traffic signs, kilometre posts, hectometre stones, ROW pillar etc on the Project Highway provided as per IRC Codes shall meet requirements of MoRT&H specifications, other codes in the same order of preference as-in Glause 22 shall be used .

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15.5 Roadside Facilities

15 . .5 .1 Litter Bin

Litter Bin shall be located conveniently in Wayside Amenities Service Area, and Truck Lay-bys, it shall be simple in shape and its colour and finish shall be conspicuous . Litter bin shall be post mounted and/or swivel type . The mounting and fixing components shall be robust. The bin shall have drainage holes for periodic flushing . h shall also be theft . vandal and fireproof It shall be resistant to wear and tear and the material and design shall be such as to require minimal maintenance. The capacity shall he minimum 30 litres-

15.5.2 Public Toilets

Separate Public Toilets for men and ladies shall be located in Wayside Amenities -Service Area, Truck Lay-bys shown in the DPR. The capacity of toilets shall be for minimum 25 users. Toilets shall be provided with septic tank and soak pit . "Sulabh Souchalaya" type toilet is also acceptable . Generally, the Public Toilets shall be simple in design and the area around the toilet block shall be paved with cement concrete tiles or any other suitable material and have cross slope so as to ensure speedy disposal of water .

15.5.3 Drinking Water Kiosk

Piped water supply shall be provided to the Wayside Amenity - Service Area. Tube wells shall be provided in Truck Lay-bys . The design of the water kiosk shall be such as to require minimal maintenance. Area around the kiosk shall be paved with cement concrete tiles or any other suitable material and sloped away so as to ensure speed disposal of water . The water supplied shall conform to IS : 1050 for quality of potable water . The location of Drinking Water Kiosk shall be finalized in consultation with the Independent Consultant.

15.6 TOLL PLAZAS

'Open System' of toll collection shall be provided on the Project Highway with collection of user fee from vehicles only at the toll plaza. There shall be a total of minimum 8 (Eight) lanes having a semi-automatic system of toll collection comprising equipments for registering of vehicle classification, ticket issuing, data processing and power supply. One toll lane in each direction shall be provided for traffic not required to pay fees . Appropriate technology shall be used in this regard so that not more than 6 vehicles/Lane queue up during the peak hours .

The design for Toll plaza shall conform to the conceptual drawing issued by Ministry vide circular no . PU23/1/77 dated 24 .09 .84 . This is shown herewith as Fig . D-1 after which needs to be suitable modified for the required member of lanes to be provided so that during peak traffic hours, not more than 6 vehicles per lane should queue up . The pavement type to be provided at the location of each Toll Plaza must be of 'RIGID' type including the flares on either side up to the distance where joint with bituminous pavement vmg_ normal cross-section is formed .

l \Mcumems~ Seiiing~Dmmnti\Deskieys"~ D-ll

a8

List of IRC Codes /Standards/ Acts for Road/Bridge Works

;RC 2 -1968 IRC 3 -1983

IRC 5 -1998

IRC 6 -2000

IRC 7 -1971

IRC 8 -1980

IRC . 9 -1972 IRC 10 -1961

IRC 11 -1962 IRC . 12 -1983

IRC 14 -1977

IRC 15 -2002

IRC 16 -1989

IRC : 17 -1965 IRC : 18 -2000

APPENDIX - D1

Route Marker Signs for National Highways (First Revision) Dimensions and weight of Road Design vehicles . (First Revision) Standard Specification & Code of Practice for Road Bridges, Section I -

General Features of Design (7 ̀h Revision) Standard Specifications & Code of Practice for Road Bridges, Section II -Loads and Stresses (Fourth Revision) Recommended Practice for Numbering Bridges and Culverts (First Revision) Type Designs for Highway Kilometre Stones (Second Revision) Traffic Census on non urban roads (First Revision) Recommended Practice for Borrowpits for Road Embankments Constructed by Manual Operation Recommended practice for the design and layout of cycle tracks Recommended Practice for Location and Layout of Roadside Motor-Fuel Filling and Layout of Roadside Motor-Fuel Filling and Motor-Fuel Filling-cum-Service Stations (Second Revision) Recommended Practice for 2cm Thick Bitumen and Tar Carpets (Second Revision) Standard Specifications & Code of Practice for Construction of Concrete Roads (Third Revision) Specification for Priming of Base Course with Bituminous Primers (First Revision) Tentative Specification for Single Coat Bituminous Surface Dressing Design Criteria for Prestressed Concrete Road Bridges (Post-Tensioned Concrete) (Third Revision)

IRC 19 -1977 Standard Specification and Code of Practice for Water Bound Macadam(Second Revision)

IRC : 20 -1966 Recommended Practice for Bituminous Penetration Macadam (Full Grout)

IRC : 21 -2000

IRC 22 -1986

IRC . 23 -1966

IRC : 24 -2001

IRC 25 -1967 IRC : 26 -1967 IRC : 27 -1967

IRC: 28 -1967

IRC : 29 -1988

IRC: 30 -1968

IRC : 31 -1969

Standard Specifications and Code of Practice for Road Bridges . Section-III Cement Concrete (Plain and reinforced) (Third revision) Standard Specifications and Code of Practice for Road Bridges . Section-VI Composite Construction (First Revision) . Tentative Specification for Two Coat Bituminous Surface Dressing Standard Specifications and Code of Practice for Road Bridges . Section-V Steel Road Bridges (First Revision) Type Designs for Boundary Stones Type Design for 200-Metre Stones Tentative Specifications for Bituminous Macadam (Base & Binder Course)

Tentative specification for the construction of stabilised soil roads with soft aggregates uin areas of moderate and high rainfall . Specification for Bituminous Concrete (Asphaltic Concrete) for Road Pavement (First Revision) Standard Letters and Numerals of Different Heights for Use on Highway Signs Route Marker Signs for State routes . / 4F.~--

v

APPENDIX - D1 W� List of IRC Codes /Standards/ Acts for Road/Bridge Works

IRC 32 -1969

IRC 33 -1969

IRC 34 -1970 ~.. IRC . 35 -1997

IRC : 36 -1970 W.

W. IRC 37 -2001 IRC 38 -1988

IRC 39 -1986 IRC 40 -2002

~�� IRC 41 -1997

W, IRC 42 -1972

ti- IRC 43 -1972 ,~

IRC. 44 -1976 r.,

IRC : 45 -1972

IRC : 46 -1972 `' IRC : 47 -1972

IRC : 48 -1972 4

IRC . 49 -1973

IRC : 50 -1973 ;~

IRC : 51 -1992 ~-.-

IRC 52 -2001 `"°

IRC: 53 -1982 ~" IRC : 54 -1974

IRC 55 -1974 IRC : 56 -1974

~- IRC : 57 -1974

'" IRC : 58 -2002 W�

IRC : 59 -1976 `y

IRC : 60 -1976

V.

Standard for Vertical and Horizontal Clearances of Overhead Electric Power and Telecommunication Lines as Related to Roads Standard procedure for evaluation and condition surveys of stabilised soil roads . Recommendations for road construction in waterlogged area . Code of Practice for Road Markings (with Paints) (First Revision) Recommended Practice for Construction of Earth Embankments for Road Works Guidelines for the Design of Flexible Pavements (Second Revision) Guidelines for Design of Horizontal Curves for Highways and Design Tables (First Revision) Standards for Road - Rail level crossings (First Revision) Standard Specifications and Code of Practice for Road Bridges, Section IV Brick, Stone and Block Masonry (Second Revision) Type designs for check barriers (First Revision) Proforma for record of test values of locally available pavement construction materials . Recommended practice for tools equipment and appliances for concrete pavement construction . Tentative guidelines for cement concrete mix design for pavements (for non air entrained and continuously graded concrete) First Revision . Recommendations for Estimating the Resistance of Soil Below the Maximum Scour Level in the Design of Well Foundations of Bridges A policy on road side advertisements (First Revision) Tentative specifications for built up spray grout . Tentative Specification for Bituminous Surface Dressing Using Pre-coated Aggregates Recommended Practice for the Pulverization of Black Cotton Soils for Lime Stabilisation Recommended Design Criteria for the Use of Cement-Modified Soil in Road Construction Guidelines for the use of soil lime mixes in road construction (First Revision) Recommendation about the alignment survey and geometric design of hill roads . (Second Revision) Road accident forms A-1 (First Revision) Vertical Clearances at Underpasses for Vehicular Traffic. Recommended practice for sand bitumen base courses . Recommended Practice for Treatment of Embankment Slopes for Erosion Control Recommended Practice for Sealing of Joints in Concrete Pavements Guidelines for the design of plain jointed Rigid pavements for highways (Second Revision) Tentative Guidelines for the design of gap graded cement concrete mixes for road pavements . Tentative guidelines for the use of lime fly ash concrete as pavement base or sub base.

List of IRC Codes /Standards/ Acts for Road/Bridge Works APPENDIX - D 1

IRC 61 -1976 Tentative Guidelines for the construction of Cement Concrete Pavements in Hot Weather

IRC 62 -1976 Guidelines for control of Access on Highways IRC . 63 -1976 Tentative Guidelines for the Use of Low Grade Aggregates and Soil

Aggregate Mixtures in Road Pavement Construction IRC : 64 -1990 Guidelines for Capacity of Roads in Rural Areas (First Revision) IRC . 65 -1976 Recommended practice for traffic rotaries . IRC 66 -1976 Recommended Practice for Sight Distance on Rural Highways IRC . 67 -2001 Code of Practice for Road Signs (First Revision) IRC . 68 -1976 Tentative Guidelines on cement fly ash concrete for rigid pavement

construction . IRC . 69 -1977 Space Standards for Roads in Urban Areas IRC 70 -1977 Guidelines on regulations and control of mixed traffic in urban areas . IRC : 71 -1977 Recommended practice for preparation of notations . IRC : 72 -1978 Recommended Practice for Use and Upkeep of Equipment, Tools and

Appliances for Bituminous Pavement Construction IRC . 73 -1980 Geometric Design Standards for Rural (Non-Urban) Highways IRC : 74 -1979 Tentative Guidelines for lean cement concrete and lean cement flyash

concrete as a pavement base or sub base. IRC : 75 -1979 Guidelines for the Design of High Embankments IRC : 76 -1979 Tentative Guidelines for strucural strength evaluation of Rigid airfield

pavements . IRC : 77 -1979 Tentative Guidelines for repair of concrete pavements using synthetic

resins . IRC 78 -2000 Standard Specifications and Code of Practice for Road Bridges . Section-VII

Foundations & Sub-structure (Second Revision) . IRC : 79 -1981 Recommended Practice for Road Delineators IRC : 80 -1981 Type Designs for Pick-up Bus Stops on Rural (i.e ., Non-Urban) Highways

IRC : 81 -1997

IRC : 82 -1982 IRC : 83 -1999

IRC . 83 -1987

IRC : 83 -2002

IRC: 84 -1983 RC : 85 -1983

IRC: 86 -1983 IRC: 87 -1984 IRC : 88 -1964

Tentative Guidelines for Strengthening of Flexible Road Pavement Using Benkelman Beam Deflection Technique (First Revision) Code Practice for Maintenance of Bituminous Surface of Highways Standard Specifications and Code of Practice for Road Bridges . Section-IX Bearings, Part-I : Metallic Bearings . Standard Specifications and Code of Practice for Road Bridges, (Part-II) Section-IX Bearings, Part-II : Electrometric Bearings Standard Specifications and Code of Practice for Road Bridges, (Part-II) Section-IX Bearings, Part-III :POT POT-CUM-PTFE, PIN AND METALLIC GUIDE BEARINGS Code of Practice for Curing of Cement Concrete Pavement Recommended practice for accelerated strength testing and evaluation of concrete for Road and Airfield Constructions . Geometric Design Standards for Urban Roads in Plains Guidelines for the design and erection of falsework for road bridges . Recommended practice for lime flyash stabilised soil base/ sub base in pavement construction .

List of IRC Codes /Standards/ Acts for Road/Bridge Works APPENDIX -D1

IRC 89 -1997 Guidelines for Design & Construction of River Training & Control Works for Road Bridges (First Revision)

IRC. 90 -1985 Guidelines of Selection, Operation and Maintenance of Bituminous Hot Mix Plant

IRC 91 -1985 Tentative guidelines for construction of cement concrete pavement in cold weather .

IRC . 92 -1985 Guidelines for the Design of Interchanges in Urban Areas IRC 93 -1985 Guidelines on Design and Installation of Road Traffic Signals IRC : 94 -1986 Specification for Dense Bituminous Macadam IRC 95 -1987 Specifications for Semi dense Bituminous concrete IRC: 96 -1987

IRC 97 -1987

IRC . 98 -1997

IRC . 99 -1988

IRC : 100 -1988

IRC : 101 -1988

IRC . 102 -1988 IRC : 103 -1988 IRC : 104 -1988 IRC : 105 -1988

IRC : 106 -1990

IRC : 107 -1992 IRC : 108 -1996 IRC : 109-1997

Tentative Specifications for two coat surface . dressing using cationic bitumen emulsion . Tentative Specifications for 20 mm thick pre-mix carpet using cationic bitumen emulsion . Guidelines on Accommodation of Underground Utility Services Along and Across Roads in Urban Area (First Revision) Tentative guidelines on the provisions of sped breakers for control of vehicular speeds on minor roads . Tentative Specifications for single coat surface dressing using cationic bitumen emulsion . Guidelines for design of continuously reinforced concrete pavement with elastic joints . Traffic studies for planning bypasses around towns . Guidelines for Pedestrian Facilities Guidelines for Environmental impact assessment of Highway projects . Tentative Specifications for Bituminous concrete (Asphaltic concrete) for airfield pavements . Guidelines for Capacity of Urban Roads in Plain Areas Tentative Specifications for Bitumen Mastic Wearing Courses Guidelines for Traffic Prediction on Rural Highways Guidelines for Wet Mix Macadam

D-45"

L V

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rr

List of IRC Codes /Standards/ Acts for Road/Bridge Works APPENDIX - D1

IRC: SP : 4 -1966 Bridge Loading Round the World IRC: SP : 11 -1988 Handbook of Quality Control for Construction of Roads and Runways (Second

Revision) IRC: SP : 13 -1973 Guidelines for the Design of Small Bridges and Culverts . IRC : SP : 14 -1973 A Manual for the Application of the Critical Path Method to Highway Project in India

IRC : SP : 15 -1996 Ribbon Development Along Highways and its Prevention IRC: SP 17 -1977 Recommendations About Overlays on Cement Concrete Pavements IRC: SP : 18 -1978 Manual for Highway Bridge Maintenance Inspection IRC : SP : 19 -2001 Manual for Survey, Investigation and Preparation of Road Projects (First Revision)

IRC : SP: 20 -2002 Rural Roads Mannual IRC: SP: 21 -1979 Landscaping of Road IRC: SP : 22 -1980 Recommendations for the Sizes for each Type of Road Making Machinery to cater

to the General Demand of Road Works IRC : SP : 23 -1983 Vertical Curves for Highways IRC : SP : 24 -1984 Guidelines on the Choice and Planning of Appropriate Technology in Road

Construction IRC: SP : 25 -1984 Gopi and his Road Roller-Guidelines on Maintenance of Road Roller IRC : SP : 26 -1984 Report Containing Recommendations of IRC Regional Workshops on Rural Road

Development (with Supplementary Notes) IRC : SP : 27 -1984 Report Containing Recommendations of IRC Regional Workshops on Highway

Safety IRC: SP: 28 -1995 Road Transport and Energy (First Revision) IRC: SP: 29 -1994 Directory of Indgenous Manufacturers of Road/Bridge Construction Machiney &

Important Bridge Components (First Revision) I RC : SP : 30 -1993 Manual on Economic Evaluation of Highway Project in India (First Revision) IRC: SP : 31 -1992 New Traffic Signs IRC: SP : 32 -1988 Road Safety for Children (5-12 Years Old) IRC: SP : 33 -1989 Guidelines on Supplemental Measures for Design, Detailing & Durability of

Important Bridge Structures . IRC : SP : 34 -1989 General Guidelines About the Equipmenlfor IRC : SP : 35 -1990 Inspection and Maintenance of Bridge . IRC: SP: 36 -1991 Guidelines on Format for IRC Standards I RC : SP: 37 -1991 Guidelines for Evaluation of Load Carrying Capacity of Bridges IRC', SP : 38 -1992 Manual for Road Investment Decision Model (with Floppy Disk) IRC: SP : 39 -1992 Guidelines on Bulk Bitumen Transportation & Storage Equipment IRC: SP : 40 -1993 Guidelines on techniques for strengthening and rehabilitation of bridges. IRC : SP : 41 -1994 Guidelines on Design of At-Grade Intersections in Rural & Urban Areas IRC: SP: 42 -1994 Guidelines on Road Drainage IRC: SP : 44 -1994 Highway Safety Code IRC : SP : 45 -1996 Time Series Data on Road Transport Passanger and Freight Movement (1951-1991)

IRC: SP: 46 -1997 Steel Fibre Reinforced Concrete For Pavements IRC: SP : 47 -1998 Guidelines on Quality System for Road Bridges (Plain, Reinforced, Prestressed and

'~ Composite Concrete) . IRC : SP : 48 -1998 Hill Road Manual

w~ IRC : SP : 49 -1988 Guidelines for the Use of Dry Lean Concrete as Sub-base for Rigid Pavement IRC' SP: 50 -1999 Guidelines on Urban Drainage

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v

IRC. SP. 51 -1999 Guidelines for Load Testing of Bridges IRC : SP : 52 -1999 Bridge Inspector's Reference Manual

()-1b

IRC SP : 53 -2002

IRC SP 54 -1999 IRC . SP . 55 -2001 IRC . SP : 56 -2000 IRC SP: 57 -2001 IRC SP : 58 -2001 IRC. SP : 59 -2002 IRC. SP: 60 -2002

List of IRC Codes /Standards/ Acts far Road/Bridge Works APPENDIX - D1

Guidelines on Use of Polymer and rubber Modified Bitumen in Road Construction (First Revision) Project Preparation Manual for Bridges Guidelines for Safety in Construction Zones Guidelines for Steel Pedestrian Bridges Guidelines for Quality Systems for Raod Construction Guidelines . for Use of Flyash in Road Embankments Guidelines for Use of Geotextiles in Road Pavements and Associated Works An Approach Document for Assessment of Remaining Life of Concrete Brid g es

IRC : Special Report Il, 1992

III Ministry of Surface Transport Publications

Most Manual for Maintenance of Roads. 1983

MORT&H Pocketbook for Bridge Engineers. 2000 (First Revision)

MORT&H Pocketbook for Highway Engineers, 2002 (Second Revision)

MOST Handbook on Road Construction Machinery, 1985

MORT&H Specifications for Road and Bridge Works, 2001 (Fourth Revision)

MOST Standard Plans for 3 .0 m Span Reinforced Cement Concrete Solid Slab Superstructure with and without Footpaths for Highways, 1991 MOST Standard Plans for Highways Bridges R.C.C . T-Beam & Slab Superstructure -Span from 10 m to 24 m with 12 m width, 1991 MOST Standard Plans for Highway Bridges PSC Girder and RC Slab Composite Superstructure for 30 m Span with and without Footpaths, 35 m Span with Footpaths and 40 m Span without Footpaths, 1991 MOST Standard Drawings for Road Bridges - R.C .C . Solid Slab Superstructure (15* & 30* SKEW Span 4.0 m to 10 .0 m (with and without Foothpaths), 1992 MOST Type Designs for Intersections on National Highways, 1992

MOST Standard Bidding Document Procurement of Civil Works, Partl : Complete Bidding Document, Part II : Forms MOST Computer Aided Design System for High Embankment Problems, 1993

MORT&H Standard Data Book for Analysis of Rates, 2003 (First Revision)

MOST Addendum to Ministry's Technical Circulars and Directives on National Highways and Centrally Sposored Road & Bridge Projects (Aug . 88 to Dec. 92), 1993 MOST Standard Drawing for Road Bridges R.C.C . Solid Slab Superstructure (22.5* SKEW) R.E .Span 4M to 10M (with and without Footpath), 1996 MOST Addendum to Ministry's Technical Circulars and Directives on National Highways and Centrally Sposored Road & Bridge Projects (Jan . 93 to Dec. 94), 1996 Standard Plan for Highway Bridges - Prestressed Concrete Beam & RCC Slab Type Superstructure - Volume -II MOST Addendum to Technical Circulars & Directives on National Highways & Centrally Sponsored Road & Bridge Works Projects (Jan . 1995 to Dec. 1997) Model Concession Agreement for Small Road Projects

U-t7

List of IRC Codes /Standards/ Acts for Road/Bridge Works APPLl4DIX - [it

MOST Standard Plans for Single, Double and Triple Cell Box Culverts with and without Earth Cushion Manual for Safety in Road Design

MORT&H Report of the Committee on Norms for Maintenance of Roads in India, onni MORT&H Road Deveiopment Plan - Vision : 2021

MORT&H Manual for Construction and Supervision of Bituminous Works . 2001

BIS PUBLICATIONS IS : 7537-1974 Road Traffic Signals IS 10500-1991 Drinking Water

IS : 1944 (Part-I & II) 1970 Code of Practice for lighting of Public thoroughfare : Parts Land 2 For Main and secondary roads (Group-A and B) (First revision) (Amendments No . 1 and 2) Parts -I and 2 in one volume) (Amendments-2) .

IS : 1944 (Part-V) 1981 Code of Practice for Lighting of Public Thoroughfares : Parts 5 Lighting for Grade separated junctions, Bridges and Elevated roads (Group - D) .

IS . 1944 (Part-VI) 1981 Code of Practice for lighting of Public thoroughfare : Part-6 Lighting for Towns and city centres and areas civic Importance (Group-E) .

IS : 10748- 1995 Hot rolled steel for welded tubes and pipes (First Revision) NBC National Building Code

Part-III, NBC : Development Control rules and general building requirements Part-IV, NBC: Fire Protection Part-VI, NBC : Structural Design Part-VIII, NBC: Building Services Part-IX, NBC : Plumbing Services

Generic Requirements Permanently lubricated HDPE Telecom Ducts No . G/CDS-08/01 . For use as underground optical fibre cable conduits . DEC'99 TEC-DoT

Appendix !)-2

GEOMETRIC PARAMETERS AND STANDARDS

r SL-- - Particulars-- - Unit ~ No. A .-~ ROAD WORKS

l . li Design Speed

2 Width of Carriageway

Shoulder

Paved

Value - i - --Remarks

100

7.0 in (each 1 direction)

Rural and where land is available

Urban Area / where land availability is restricted

To be provided in built-up area

To be provided over drain in built up/urban area

7 . 1 Vertical Curves I

v

%W

a) Minimum ̀ k' value for Metre /U Vertical curves to 0c desigue

summit curves for safe stopping sight I

b) Minimum ̀ k' value for

--

Metre l 45 distance

valley curves

IB . -

changes

'11ter -Interchange Ramp

4 a) Design Speed a) Design Speed Km/hr Km/hr 65 65

bb ) Carriageway width

- ne-- i +,~4 - 5 5 5 ) Single La e tre e ,

ii) Double Lane

e

Metre 7

C) Shoulder Paved

i) Inner (Single Lane) Metre Metre 115 115

11) Outer Metre Metre 2 .5

d Minimum Radius Metre 120

e) Maximum % 5 Superelevation

e) Longitudinal Gradient Metre 1 in 30 (max)

9. Interchange Loo Ram a) Design Speed Km/hr 40

V b) Carriageway width Metre 7 i) Double Lane

c) Shoulder Paved i) Inner Metre 1 .5 ii) Outer Metre 2 .5

d) Minimum Radius Metre 100 - e) Longitudinal Gradient Metre 1 in 30

(max)

D-20

d

1 . Outer to Outer width of Culve rts for 4-Lane Divided ca rriageway Facility

a) Without Service Road Metre 26 .50 I

i

i

40 50 M th Service Road on b) W etre . i both side

, c) With Service Road on Metre I 33 .50 one side ~

2 . Outer to Outer width of Metre 1 12 .00 Without footpath Bridges for each 3-lane

- _ _ . -3 -~iNWdth of Railings M M

--- ` 4 M di -- _- - . an e

a) Covered Totally Same as Approach Section

b) Gap between two

t

Same as Approach Section Adjacent Bridges

5 . Approach Road a) Embankment Slope Ratio 2H .1v

b) Transition between Minimum 4.0 m length Bridge and Approach

I RCC approach slab 300

Road mm thick for full width of Carriageway

c) Longitudinal Slope Percentage - 3 %(max)

6. Construction Material

-

- -

a) Reinforced concrete Min . M

~

works 2 5 I

b) Pre-stressed concrete Min M works 3 5

c) Wearing Coarse Concrete or bituminous type

d) Reinforcing steel TMT bars S 415

(Fe 415)

e) Pre-stressing steel 19 T 13

Bridge Works

D-21

w. %IV

%I. OF FEE COLLFCFION BO7HS .SEL DRAWrv(' 'JO ARCH 84

LIECTION Pt/<ZA SHOULD BE LIGHTED ADEOUATEty

7RANGFMENT FOR DRAINAGE OF THE PLAZA AREA %'3E

HOULD PREFERABLY BE OF REFLECTORIGtb TIFF HESE SHOULD BE LIGHTED ADEOUATELY

_RKIHGS SHOULD BE PROVIDED AS INDICATED ON . AND MAINTAINED PROPERLY.FOR DETAILED GLFDANCE °OARO N0.33-I?70 .

ÀREA ,THE SHOEIDERS ON EITHER SIDE SHOULD 7 FORM FOOTPATHS (AS MARKED ON THE PLAN I

BETWEEN SHOULDER AND FOOTPATH SHOULD BE 1I-0TIDNED BY A RAMP .

MENT CF THIE FEE COLLECTION COMPLEX SHMLO ~~ ~Y LAtDSCAMND TF* ENTIRE AREA WITH TNETS .DECOMTIYE BUSHES ETC

B

OVIF

r

L

UD P"Tw

BIRD'S EYE VIEW OF FEE COLLECTION PLAZA

I NOT TO SULE I

REYI5~5 FEE NO K-2NR7n

YNISTRY of SWPPINB . I RO.OS WIHL OWi.OF INOi

ITlR! MA1FTi0 6 "rt LAYOUT OF A T) N suPUSESSeH O1N FEE COLLECTION of Uq NO

STCSm /A Al M nm sew

cND

waT~w RN"uu "t~4T~F~. YY qf

ti4

I, q

SCI: EI)l /.l:

'"Pl'I .ICA I31~L i'l-1ZNl l'5 fin be obtained hcf(Jrci on financial closure)

I . Jfinistrvof'Finance 1R61

in Approval for fwcitn h-~swnim and iiacicn I,i;,us i1 �-gimed

it) Approval for import oferleipMent and rnachinerv foi construction and operation, if requiicd

iii) E~cntption of caci>., dur, ~m con~nucLUon mancii :d if ~cyu~n d.

Department of 'I'cle(-omurnorie ;;iinuc

i) Permission / clearance for Setting np Of wireless system . if required it) Clearance / permission fol the use of optical fibre cables of DOT, if

required

3 . State Government Permits

Quarrying Permits : " Permits for extraction of houIder from (I uaiiy form AI)\,' Mines " Permit for installation of crusher fonr village panchayat and PoIIulion

Control Board

" License for explosives from Explosives Cormollcr

" Explosive license for stoning diesel

Electricity :

" Permission required from SEB for installation of DG Set

" Permission for electrical connection, if power source is available

Water:

If water has to be taken from river/ reservoir, permission to be obtained

from State Irrigation Department

National I-ligho ai s Aulhni it) of Indn Request Ibr Proposal PART-III : Non Technical Sehcdule-.

Batchiup Plant :

Liccn,e bout inspector of I actories

NOC consent from Pollution Department

Asphall Plant:

" Clearance required from village panchavats & Pollution Control Board

Borrow Earth :

Permission from irrigation department if land taken from irritation land " Permission required from village panchayat and ADM Mines for

Government & private land

" Permission from Local Municipalities and Development Authoritic<

Cutting of trees : " Permission from Forest Department .

Sewage Lines and Water Mains: 0 Permission from Local Municipalities and Development Authorities .

L. %W

%..

a.

L

4.r

L

Apollo Enterprises Limited

P Box 118, Salisbury House, V cioria Street, Douglas, Isle of Man (UK)

Ref No.DSCU2K5/MR/1542 25" April, 2005

Chief General Manager (BOT) National Highways Authority of India G-5&6, Sector-10, Dwarka New Delhi 110 045 .

Kind Attn : Mr. Ashok Wasson

Tel (44) 181-9598877 Fax (44) 181-9063944

Sub : LOA No .NHAI/BOT/11019/2003/149 dated March 07, 2005 in respect to the Project Raipur-Aurang Section of NH-6 .

Dear Sir,

Further to our Letter No. DSCU2K5/MR/1533 dated 17" March'2005 giving our acceptance of the LOA, please find enclosed herewith the Bank Guarantee of the Jammu & Kaahmir Bank Ltd. for and on behalf of the concessionaire, of Rs.5 .7 crores (Rs. Five Crore Seventy Lac Only) (in original) towards the Performance Security . We hope you will find the same in terms of the subject LOA- The said guarantee amount has been determined on the basis of the tentative project cost of Rs.190 Crores, in the bid documents and which has substantially increased thereafter .

As regards the execution of the concession Agreement, you are requested to kindly provide to us the duly amended draft Concession Agreement for our consideration . In this regard, your specific attention is drawn to your letter no . NHAI/BOT/11019/312003 dated 19.2 .2004 wherein it had been mentioned that you would be making suitable changes in the draft Concession Agreement . After reviewing the said draft Agreement we would seek your suitable time for discussions to finalize the Concession Agreement in the best interest of the Project.

In view of the aforesaid it seems that the Parties would not be able to finalize the Concession Agreement within the time stipulated in the LOA, accordingly we request you to kindly extend the period for execution of the Concession Agreement, atleast for 30 days .

Your co-operation in the matter shall be highly appreciated .

Thanking you, Fyir Apollo-JLI-DSC-LOR JV

(H.S. Kohli) Authorlsed Signatory

Encl: As mentioned above

From: al'~-q` ~Z , r-0 t/ - 2r6 5

The Jammu & Kashmir Bank Limited ' 63-D, Basant Lok, Vasant Vihar C~pr~y Yo e-- 3~ o6 New Delhi - 110057

- F

To:

National Highway Authority of India (Ministry of Road Transport and Highways) G 5 & 6 Sector-10, Dwarka New Delhi -110 045 '

A. Apollo - JLI - DSC - LOR Consortium (the Concessionaire) has confirmed their acceptance vide Letter No. DSCL/2K5/MR/1533 dated March 17, 2005 in response to NHAI Letter (LOA) No. NHAUBOT/11019/3/2003/146 dated March 07, 2005 issued for "Improvement, Operation and Maintenance of Rehabilitation and Strengthening of existing 2-lane road and widening to 4-lane divided highway of km 239.000 to km 281.000 of NH-6 (Raipur-Aurang Section) in the State of Chatishgarh on Build, Operate and transfer (BOT) Basis (the "Project') .

FOR THE JAMAIU d KASHMIR BANK LTQ For THE JAMMU I7IR}BANK LTD FIR . $ ~>t~ 1,

, VASANT VIHAR, NEW DELHI-110057 * ¢~

TAFAZAL HUSSAK(4029) !~ ASSTT. GENERAL MANAGER

o63-D, SA t SANT LOW

e~i

B. The Concessionaire is required to give ( "'NHAI") a guarantee by a recognized bank or financial institution based in India in the sum of Rs.5,70,00,000/- (Indian Rupees Five Crore Seventy Lacs only) as security for compliance with its obligations under the Concession Agreement during the Construction Period .

C . The Guarantor has agreed to give NHAI the abovementioned guarantee on the terms set out herein .

GUARANTEE

I . We, The Jammu and Kashmir Bank Ltd ., a Banking Company incorporated under the Jammu and Kashmir Companies Act, 1977 (Samvat), [The "Guarantor"] having its Corporate Headquarters, at M-A . Road, Srinagar, Kashmir and a Branch office amongst others at 63-D, Basant Lok, Vasant Vihar, New Delhi-110057 . unconditionally guarantee to pay NHAI upon first written demand and without and deduction any sum claimed by NHAI upto a maximum of Rs- 5,70,00,000/- (Indian Rupees Five Crore Seventy Lacs only) (the "Guaranteed Sum") subject to the conditions set out below.

2 . The Guarantor unconditionally and irrevocably promises to pay on demand the Guaranteed Sum, without protest or demur whatsoever upon the receipt of a written demand from NHAI, which shall be final and conclusive as against the Guarantor requiring the Guarantor to make the payment to NHAI .

3 . The Guarantor waives any requirement that NHAI demand any debt or payment from the Concessionaire before presenting it with a demand under this Guarantee .

4 . NHAI shall notify the Guarantor of its demand for payment of the Guaranteed Sum without any deduction of whatsoever nature and without reference to any claim or counter claim or set off, in accordance with the Concession Agreement .

Such Notification by NHAI, shall be conclusive and binding on the guarantor .

5 . Upon encashment and appropriation of the whole or any portion of the Guaranteed Sum by NHAI in accordance with the Concession Agreement, the Guarantor shall be obliged to replenish the existing Guarantee or provide fresh guarantee of the Guaranteed Sum and the Concessionaire is deemed to have made the request for such fresh guarantee upon the execution and furnishing of this Guarantee in the first instance .

6 . No underlying dispute as between NHAI and the Concessionaire nor any pending application for interim relief or arbitration proceedings or other legal proceedings shall constitute any ground for prevention, delay or obstruction for making payment to NHAI by the Guarantor and the existence of any disputes or differences or claims in arbitration or otherwise shall not constitute any ground for nprt.,payment on this C:I IAmntPP r". f

ror THE JAMM4 6 MS~MIA BANK LTD. ~R az~r

TAFAZAL,9US N (4029) ASSTT . GENERAL MANAGER 08 "D, HAWiT h YA~'Mi! . f 1.if~y,111-3t9 Oi9

~ 4P

j A 1"r r2 7 --,,

~` l

£'i,~ f c, yt,C.

7 . 1 his guarantee is valid and effective from its date . This guarantee and the Guarantor's obligations under it v, ill terminate on the Commercial Operations Date of the Project as advised to the Guarantor in writing by NHAI . However the Guarantee shall he released earlier by NHAI to the Concessionaire ; upon contribution of the Equity(excluding) Equity Support, if any by the Shareholders of the Concessionaire to the extent of 100% and upon the Concessionaire having expended on the Project and paid out an aggregate sum ot~ not less than 20% of the Total Project cost as certified by the Statutory Auditors of the Concessionaire but provided the Concessionaire is not in breach of this Agreement or the Concession Agreement .

8 . The Guarantor agrees that its obligations to pay any demand made by NHAI before the termination of this Guarantee will continue until the amount demanded has been paid in full-

9- The Guarantee shall be valid and effective upto 30.06.2008 for enabling NHAI to lodge a claim for payment under the Guarantee till date of expiry of the term of the Guarantee . The Guarantor shall be obligated to make payment upon the Guarantee forthwith on demand, if the claim is lodged within the claim validity period and the obligation to pay is subject to normal limitation for payment of claims upon a guarantee . Time is of essence for payment and in the event of failure to make payment, Guarantor shall be obligated to pay compound interest at 2%'above the prime lending rate of the Guarantor institution, compounding quarterly in the event of the Guarantor's failure to make payment upon the Guarantee for any reason whatsoever . Payment of interest as provided is no excuse for delayed payment or nonpayment of the Guaranteed Sum .

10 . No Change in the constitution of the Concessionaire or of the Guarantor shall be a ground for release of the Guarantee and no variation in the concession agreement made post selection of the bidder, or post making of the bid, shall constitute a variation, which would, subject to the terms and conditions of this agreement, discharge the Guarantor . The Guarantor shall notwithstanding such change, be bound to make payment upon the Guarantee on demand.

1 l . The Guarantor agrees that no change, addition to or other modifications to the terms of the Concession Agreement or to any documents which have or may be made between NHAI and the concessionaire will in any way release it from any liability under this guarantee and that it waives any requirement for notice of any such change, addition or modification .

12 . The Guarantor agrees that it will not assign its obligations under this Guarantee without the prior consent of NHAI . NHAI will not unreasonably withhold its consent if the proposed assignee is of at least equal financial standing to the Guarantor and the assignee assumes in writing the obligations of the Guarantor under this Guarantee at the same time or before the assignment .

FOR THE JAMMU & KASHMIR BANK LTD. t

f- "4

For THE JAMMU i W

VA8W VMYWN "+11 64~%

AssT'r. ti6dta TAFAZAL USSAW t,

13 . This Guarantee binds the Guarantor, its successors and permitted assigns .

14 . Not withstanding anything contained herein above

0

Our Liability under this guarantee shall not exceed Rs.5,70,00,000/- (Rupees Five Crore Seventy Lacs only) This bank guarantee shall be valid upto 30.06.2008 We are liable to pay the guaranteed amount or any part thereof under this Bank Guarantee, only and only if you serve upon us a written claim or demand on or before 30 .06.2008 This guarantee shall automatically stand cancelled notwithstanding that the original guarantee document may not be returned to us by you .

SE t1jjW16ASHMIR

JANAK RAJ SR. MANAGER (OODE-4176)

NAME OF (THE BANK) SIGNATURE

DATED: APRIL 25, 2005

F -5

For T "E JAM MIR!BANK LTD.

MAZt,~S~W~(4 029) ASS". GENERAL MMMGER e9-o, eASAArr LpK , VASANr v*uR, NEW D".n o 057

Natioum Iliehmars AuIIwitIv of India Request fbi Proposal PART-III : ?<0n Technical Schedule,

SClkl)tILE (:

Y-I-IEDI)LF OF USVP I .

TO 13I?PUBLISHED IN THE GAZETTE OF INDIA EXTRAORDINARY PART - 11 - SECTION 3 SUB SECTION (ii)

PUBLISHED BY AUTHORITY, MINISTRY 01' ROAD TRANSPORT & HIGH\KAYS

NEW DELHI .

Whereas . by the notification of the Government of India in the Ministry of Road Transport & Highways, number . . . . . . . . . . . dated issued under Section I I of the National Highways Authority of the India Act. 1988 (68 of 1988), [lie Central Government has entrusted the section from Km to Km of the National Highway number in the State of _ to the National Highways Authorih, of India (herein after referred to as the "Authority")' ;

AND, WHEREAS, the Authority has entered into an agreement with . . . . (name of Concessionaire with address) . . ., (hereinafter referred to as the "Concessionaire") for the development of the said section of the said National Highway on Build, Operate and Transfer (BOT basis :

AND, WHEREAS, the Central Government has entered into an agreement with the Authority for the development of the said section of the said National Highway and to issue a Fee Notification to levy and collect the fees from the users of the said National Highway in terms of the aforesaid agreement entered into between the Authority and the said Concessionaire ;

NOW, THEREFORE, in exercise of powers conferred by section 8A of the National Highways Act, 1956 (48 of 1956), read with rule 3 of the National Highways (Collection of Fees by any person for the use of section of National Highways/permanent bridge/temporary bridge on National Highway) Rules, 1997, the Central Government, having regard to the expenditure involved in building, maintenance, management and operation of the said section of the said National Highway, interest on the capital invested, reasonable return, the volume of traffic and the period of such agreement entered into between the Authority and the Concessionaire, hereby notifies that there shall be levied and collected fees on mechanical vehicles for the use of the said section starting from Km to Km _ of the National Highway number in the States of at the rates specified in the Schedule below, and authorizes the said Concessionaire to collect and retain the said fees on and from the date of commercial operation till the termination date .

Definitions, - In this notification, unless the context otherwise requires, -

(i) "Actual Fees" means the fees actually charged on the road users based on both the distance between the appropriate toll booths as may be approved by the Authority and the base fee given in the schedule to this notification ;

4. National Highways Authority of India Request for Proposal

PART-111 Non Technical Schedu les

1Y. (ii)

%W

V

(iii)

(iv)

"Date of Commercial Operation" means the date on which the commercial operation of the section from Km to Km of the National Highway number in the States of starts, which shall be the date on which the Independent Consultant issues the Completion Certification or the Provisional Certificate, as the case may be . upon completion of four laning of the said section of the said National Highway in accordance with the provisions of the agreement entered into between the Authority and the Concessionaire ;

"Termination Date" means the date on which the said agreement entered into between the Authority and the Concessionaire expires pursuant to the provisions of the said agreement or is terminated by termination notice ;

"Local Personal Traffic" means and includes a personal vehicle which is registered with . . . . . . . . . . . . . . . . . . . . . . . . . . (name of the Concessionaire) . . . . . by

~' any person who normally resides or works at a place that can normally be approached only by using a part of the section and such person is, therefore, required to use such vehicles for commuting on a part of the said section, without crossing more than one of the Plazas, in the course of normal travel to and from his place of work or residence .

%r (v) "Local Commercial Traffic" means any commercial vehicle including

buses, trucks, light motor vehicles or taxis engaged in carrying goods and passengers registered with . . . . . . . . . . . . . . . . . . . . . . . . . . (name of the Concessionaire) . . . . . as plying routinely on the said section without crossing more than one of the Plazas;

(Vi) Words and expressions used in this notification but not defined but defined in the agreement entered into between the Authority and the Concessionaire in respect of section from Km _ to Km of the National Highway number _ in the States of shall have the same meaning as assigned to them respectively in the said agreement .

SCHEDULE

Rates of base fees to be recovered from the users of the National Highway number v from km to Km in the States of

The fee shall be collected at maximum two Plazas (to be decided in consultation with IC) applicable as on 1't July, 1997.

S . No. Category of Vehicle Rate of base fees per vehicle per one way trip in rupees per km.

1

E

2 3 l . A car, passenger van or jeep 0.40 2. Light Commercial Vehicle LCV) 0.70 3 . Truck 1 .40

5.4 Bus 1 .40

T Multi Axle Vehicle (>2 axle) 2.25

National HighH-ays Authority of India Request for Proposal PART- 111- Non hechnica l Schedules

Notes:

1 . Multi Axle Vehicle includes earth-moving equipments and heavy construction machinery .

Z . The aforesaid fee will be revised once in every year with effect from II` July of the year . The revised fee shall be computed ("Computed Fee") as follows .-

Base Fee X WPI-B WPI-A

Where

" WPI-A = is the Wholesale Price Index on March 31, 1997 . " WPI-B = is the Wholesale Price Index on March 31 preceding the

fee-revision date .

The actual fees to be charged shall be rounded off to the nearest five rupees .

No fee shall be payable or collected in respect of the following vehicles, namely: - (a) Defense Vehicles; (b) Police vehicles; (c) Fire fighting vehicles; (d) Ambulances; (e) Funeral vans; (f) Post and Telegraph Department's vehicles ; (g) Central and State Government vehicles on duty (h) Vehicles with "VIP" symbols or officially belonging to:-

(i) President of India, (ii) Vice-President of India (iii) Governor of a State and Lt . Governor of a Union Territory (iv) A Foreign dignitary on State visit to India, and (v) A Foreign Diplomat stationed in India using cars with

"CD"/ "CC" symbols (vi) Chairman of Rajya Sabha or Speaker of Lok Sabha or

Chairman of a State Legislative Council or Speaker of a State Legislative Assembly or a Minister for the Union or State or Leader of Opposition in Lok Sabha or Rajya Sabha or State Legislatures having the Status of Cabinet Minister if he is sitting in the vehicle ;

(vii) Members of Parliament in the entire country or a Member of Legislative Assembly of a State or a Member of Legislative Council of a State, in the respective State if he produces his Identity Card issued by the Parliament or concerned Legislature of a State as the case may be.

(viii) Vehicles belonging to Winners of Gallantry Awards such as Param Vir Chakra, Ashok Chakra, Maha Vir Chakra, Kirti Chakra, Vir Chakra and Shaurya Chakra, if such awardee produces his photo Identity Card duly authenticated by the Competent Authority for such award .

National II lghwn)ss Authority of India Request for Proposal PA121-III : Nun reehnical Schedule:

4 . The tales of fees . the Categories of vehicles exempted from payment of fcc and the name. address and telephone number of Concessionaire to whom complaints. if am- . Should be addressed . shall be conspicuously and prominently displayed 500 meters ahead of the toll booths . 100 meters ahead of the toll booths and at the loll booths also, the height of the display boards and size of letters being such that it is easy for drivers to read the display boards .

The Concessionaire shall not collect fees from Local Personal Traffic and Local Commercial Traffic in excess of the foIIowiow discounted rates . name Iv :

(a) Local Personal Traffic : Twenty five per cent of the applicable fees for the specific category of vehicle .

(b) Local Commercial Traffic : Fifty per cent of the applicable tees for the specific category of vehicle .

The Concessionaire shall publish substance of this notification in two local newspapers (one of which shall be in vernacular language), which shall also state the date of commercial operation as per the provision of this notification, at least ten days prior to the date of commercial operation . Such substance shall also be repeated, ten days prior to giving effect to revised fees as per this notification .

7 . The actual fees to be charged to users shall be computed by the Concessionaire and sent to the Authority for validation as soon as possible after 31" March in every year, but at least forty-five days before the rate increase is to be effective . The Authority shall provide any comments oi request clarifications as soon as possible upon receipt of the fee revision proposal but not later than fifteen days of receipt of the fee revision proposal . If the Authority does not offer comments or seek clarification during this period the revised fee, as proposed by the Concessionaire, shall be deemed to have been confirmed by the Authority .

Schedule H

I, PROJECT COMPLETION SCHEDULE

S.No. Activities

Completion of project road on NH-6 from Km 239 to Km 281 .

Completion Period (from the

Appointed Date)

2 years 6 months

II . SITE HANDING OVER SCHEDULE

The site shall be handed over as below from the date of signing the Concession Agreement:

Stretch

(Refer Design Chainage) Existing ROW from Chainage

238.275 to 281 .740 except from Chainage 241 .300 to 244.000 where

realignment is involved

From Chainage 241 .300 to 244.000 (Realigned portion)

Additional Land wherever required for the Project Highway including Land for Base Camp

Length

40 .765 Km

2.700 Km

Remarks

Within One month .

Within ten months

Note : 1 . The above Handing over Schedule is subject to accomplishment of all

obligations of the Concessionaire as mentioned in the Request for Proposal (RFP) Document .

H-1

1r

SCHEDULEI

DRAWINGS

~+ 1 . The project highway drawings, as defined in clause 1 .1, Definitions, Article 1, Definition

~r and Interpretation, Chapter I-Preliminary, of the Concession Agreement shall consist :

A . Working drawings of all the components/elements of the project as determined by

v Independent Consul tant/NHAJ, and

B . As-built drawings for the project highway components/elements as determined by

Independent Consul tant/NHAI . As-built drawings shall be duly certified by

Independent Consultant

2 . A broad list of the drawings of the various components/elements of the project highway 4 and project facilities required to be submitted by the Concessionaire is given below:

a) Drawings of horizontal alignment, vertical profile and cross sections

b) Drawings of cross drainage works

c) Drawings of interchanges, major intersections and grade separators

d) Drawings of toll plaza layout, toll collection systems and roadway near toll plaza

e) Drawings of Control Centre

f) Drawings of bus-bay and bus shelters with furniture and drainage system

g) Drawing of a truck parking layby with furniture and drainage system

h) Drawings of road furniture items including traffic signage, markings, safety

barriers, etc.

i) Drawings of traffic diversion plans and traffic control measures

j) Drawings of road drainage measures

k) Drawings of typical details slope protection measures

I) Drawings of landscaping and horticulture

m) Drawings of pedestrian crossings

n) Drawings of street lighting

o) Layout/Configuration of HTMS

p) General arrangement of Base camp and Administrative Block

b

Schedule J

TESTS TO BE CONDUCTED

r. . 1 . All materials to be used, all methods adopted and all works performed shall be

%W strictly in accordance with MORTH's Specifications for Road and Bridge works .

r.. For this purpose the responsibility of contractor as mentioned in Section 900 shall

~, be taken up by the Concessionaire and the responsibility of Engineer shall be

taken up by Independent Consultant/NHAI .

~Aw 2 . The concessionaire shall carry out quality control tests on the materials and work

at the frequency stipulated in Section 900 of MORTH's Specifications for Road %W

and Bridge works . In the absence of clear indications about the methods and/or

frequency of tests for any item, the instructions of the independent

consultant/NHAI shall be followed .

+" 3. The concessionaire shall carry out all necessary tests on material and work

independently and keep their record for reference . The concessionaire shall

~. prepare a quality audit manual in consultation with independent consultant/NHAI

~. to ensure better quality of work. Following circulars of MORTH and IRC codes

may also be referred :

~, a . IRC :SP-11 " Handbook of Quality Control for construction of Roads and

Runways"

b . IRC:SP-47 " Guidelines on Quality systems for Road Bridges (Plain,

Reinforced, Pre stressed and composite concrete)

c . IRC :SP-51 " Guidelines for Load Testing of Bridges "

d . IRC :SP-57 "Guidelines for Quality Systems for Road Construction "

~` e . MORTH Circular No. RW/NH-34059/1/96-S&R dated 30 .11 .2000 "Revised

~` Interim Specifications for Expansion Joints"

4. Above stipulated requirements for tests and quality control are minimum . The

Concessionaire shall conduct all possible tests to ensure quality construction .

~. 5. Independent Consultant, at his discretion and consistent with sound engineering

practice, shall carryout any non-destructive tests on pavement, structure and any

~�, other component to ascertain the soundness of work.

Nalionel I Iicl�, :n~ AI 0, o: .n of II din Request Ibi P"n;, .-is

PAR"I-III Non Technical Schedolr,

SCHF_U UL L - h

COMPLETION CERTIFICATE

Me, (Name of Independent Consultant) acting as Independent Consultant on the project "4-lining of . . . . . . . . . . . . . from Km . . . . . . . . . . . . . to )Km . . . . . . . . . . . . . . section of NH (NH no.) in the state of (Name of the state) . India on BOT basis" through the Concessionaire, (Name of Concessionaire) hereby issue this completion certificate in teams of sul-clause 16 .4 of Concession Agreement since the said Project has been completed and successfully tested as per Schedule- .1 as stipulated in the said Concession Agreement and is ready for commissioning traffic commercially a-provided in the Concession Agreement dated (Date of Agreement) between the said Concessionaire and the NI)AI . The date of issue of this Completion Certificate shall be the COD, as defined in the said Concession Agreement .

Dated

(Date of Issue)


National Highways Aullionly of India Request for Proposal PART-III : Non Technical Schedules

SCHEDULE - K,

PROVISIONAL COMPLETION CERTIFICATE

UWe (Name of Independent Consultant) acting as Independent Consultant on the project, "4-laning of . . . . . . . . . . . . . . from Km. . . . . . . . . . . . . to Km . . . . . . . . . . . . . ., section of NH (NH no.) in the state of (Name of the state), India on BOT basis" through the Concessionaire, (Name of Concessionaire) hereby issue this provisional certificate of completion in-terms of sub-clause 16.5 of Concession Agreement dated Date of Agreement), between the said Concessionaire and the NHAI, on the request of the said Concessionaire subject to the appended Punch List containing a list of outstanding items since the tests stipulated in schedule J have been successfully carried out and all parts of Project Highway can be legally, safely and reliably placed in commercial operations though certain works and things forming part thereof are not yet complete as indicated in the said Punch List . All the items of the said Punch list shall be completed by the said Concessionaire within 120 (one hundred and twenty) days of the date of issue of this Provisional Certificate of Completion .

Dated

(Date of issue)


Schedule-L

1 General

Operation & Maintenance O&M)

a . The Concessionaire shall comply with the O&M Requirements set out in this Schedule . In doing so, the Concessionaire shall ensure that the Project Highway and Facilities are maintained to the standards and specifications and shall also meet the other requirements, if any, set out in the Agreement.

b . During the Implementation Period, the Concessionaire shall take appropriate measures to operate and maintain the existing highway and ensure that minimum 2 lanes remain open for uninterrupted, smooth and safe traffic flow at all times.

c. The Concession Agreement stipulates that the project highway shall be constructed operated and maintained during the Concession Period by Concessionaire and thereafter transferred to NHAI . This schedule elaborates the operation and maintenance requirements of the concession and is to be read together with the Concession Agreement for this purpose. For clarification of doubt, the period during which the Concessionaire shall comply with O&M requirements covers the entire Concession Period including the Construction period . Particularly, during the construction period, the Concessionaire is required to operate and maintain the existing two lanes as provided in the Concession Agreement and this Schedule .

2 O & M Requirements

2.1 In the design, planning and implementation of all works and functions associated with the operation and maintenance of the Project facilities, the Concessionaire shall take all such actions and do all such things (including without limitation, organizing itself, adopting measures and standards, executing procedures including inspection procedures, highway patrols, and engaging contractors, if any, agents and employees) in such manner, as will :

(i) Ensure the safety of personnel deployed on and users of the Project Facilities or part thereof:

(ii) Keep the Project Facilities from undue deterioration and wear;

(iii) Permit unimpaired performance of statutory duties and functions of any party in relation . to Project;

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2 .2 During the concession period, the concessionaire shall ensure that

(i) The Project Facilities are kept free from undue deterioration and undue wear;

(ii) applicable and adequate safety measures are taken ; (iii) minimum delay is caused to users of the Project Facilities

(iv) adverse effects on the environment and to the owners and occupiers of property and/or land in the vicinity of the Project Facilities, due to any of its actions, is minimized ;

(v) Any situation which has arisen or likely to arise on account of any accident or other emergency is responded to as quickly as possible and its adverse effects controlled/minimized;

(vi) disturbance or damage or destruction to property of third party by operations of the Project Facilities is controlled/minimized ;

(vii) Elected members of the public are treated with due courtesy and consideration by its employees/agents ;

(viii) Users are provided with adequate information and forewarned of any event or any other matter affecting the Project Facilities to enable them to control/ minimize any adverse consequences by such event or matter ;

(ix) Registers to be maintained to record grievances or appreciations of members of public in relation to the operation and maintenance of project/project facilities .

(x) Traffic data and data relating to the operation and maintenance of the Project Highway and its Facilities and events on the Project Highway are collected and disseminated such that the NHAI and other persons or bodies with statutory duties or functions in relation to the Project Highway or adjoining roads are able to perform those duties and functions efficiently ;

(xi) All materials used in the maintenance, repair and replacement of any of the Project Facilities shall meet the Design Requirements/standards .

(xii) The personnel assigned by the Concessionaire have the requisite qualifications and experience and are given the training necessary to enable the Concessionaire meet the O&M Requirements .

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w 3 Operation and Maintenance Manual and O&M Plans

3.1 This will be made for three stages as described in sub paras below

a) Prior to the commencement of any construction activity, the r.. Concessionaire, in consultation with the Independent

Consultant, shall finalize the O&M Plan for Implementation ~` Period .

b) Prior to making application for the Completion certificate for the Project the Concessionaire shall finalize in consultation with the Independent Consultant :

%N . (I) the O&M Manual

(ii) the O&M Plan for the first year of operations .

c) Six weeks prior to the anniversary of Commercial Operation Date of Project (COD)` each year, the Concessionaire shall submit an annual O&M Plan for the next year of operations .

d) The O&M Manual prepared by the Concessionaire shall set out the operations and maintenance standards and details of the operations and maintenance activities to be undertaken during the Concession Period, so that the Project Facilities shall at all times conform to the Design Requirements/ specifications .

e) The Manual shall include without limitation the following aspects :

(I) Organization structure with responsibilities of key personnel,

(ii) Traffic Management Plan including the Corridor Control Plan,

(iii) Safety Management Programme including the Emergency Response Protocol,

(iv) Inspection Procedures, (v) Maintenance Intervention Levels ;

(vi) Asset Management Project Deliverables and Tolerance Criteria ;

%- (vi) Maintenance Pro ramme

(vii) Environment Management Plan ; ~r -5-s ~* WA

Management information system;/:z

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f) The said Operation and Maintenance Manual shall have two separate sections namely .

" Section I Operations ; and

" Section II, Maintenance

3.2 Operations Part of O&M Manual It shall prescribe procedures and systems for activities including but not be limited to the following for the regular and emergency operations of the Project Highway and facilities thereon .

" Permitting smooth and uninterrupted flow of traffic during normal operating conditions .

" Functioning of the Toll System including charging and collecting the fees from the road user in accordance with the Concession Agreement .

" Functioning of the Patrolling System

" Functioning of rescue and medical and aid services - Ambulance - Fire Brigade - Tow away trucks and cranes

" Functioning of the Project Facilities

- Administrative, Operation and Maintenance camp

- Pickup bus stops - Parking Laybys & Rest Areas

- Electrical Services at Laybys, bus stops and rest area - Potable water supply system including supply of drinking

water at truck parking laybyes, rest areas etc . - Public toilets and other sanitary facilities

- Solid wastes disposal system including those from litterbins

3.3 Maintenance Part of O& M Manual

3.3.1 This section of the operation and maintenance manual, shall include the activities described here-in-under amongst other activities required for the regular and preventive maintenance of the equipment during the operations period, so that the project Highway is maintained in a manner that at all times it complies with the specifications and standards and at the time of divestment of Right and Interests by the Concessionaire in terms of Article XXXIII of the C cession Agreement it is sound, durable and in functional

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condition .

3 .3 .2 The concessionaire shall maintain the Project Highway in traffic-worthy condition and the Project's Ancillary Facilities in usable condition throughout the Concession Period or any extension thereof in terms of the Concession Agreement through regular maintenance and preventive maintenance of the various items and elements of the Project Highway.

3 .3 .3 The concessionaire shall maintain the existing 2 lanes of the Project Highway during construction of new lanes in such a manner that the unevenness index of the pavement does not exceed 3,000 mm per km, or the present roughness value of the existing pavement, whichever is lesser.

3 .3 .4 The following publications can be referred for preparation of the said section II of "Maintenance Manual"

" MOST manual for maintenance of roads

" IRC :SP-35, guidelines for Inspection and Maintenance of Bridges

" The manufacturer's Maintenance Manuel(s) of the equipment including that of the Toll Collection system to be used in the Project Highway Operations shall form part of the said O&M Manual

" Any other appropriate documents

3.3.5 Routine Maintenance

In order to ensure smooth and uninterrupted flow of traffic during normal operating conditions for all 24 hours of a day, routine maintenance of the Project Facilities shall include but not be limited to :

(i) prompt repairs of Toll Plaza, concrete joints, drains, lane marking, signage ; patching, raised berms, drain cleaning, repairing of signs, road marking, carrying out repairs to pavement crack by sealing ; barricades, railing etc .

(ii) replacement of equipment/consumables, horticultural maintenance and repairs to equipment, pavements, elevated highway, overpasses, bridges, structures and other civil works which are part of the Project/Project Facilities ;

(iii) maintenance of the approach roads to overpasses and drainages within the

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%W Project Site in accordance with Good Industry Practice,

~. (iv) keeping the Project Site/Project Facilities in a clean, tidy and orderly condition free of litter and debris and taking all practical measures to

%W prevent damage to the Project Facilities or any other property on or near ~� the Project Site . Removing and disposing of in accordance with all

Applicable Laws and Applicable Permits, all rubbish, debris, etc . 4. including any and all equipments, supplies, materials and wastes ,~ brought or produced by the Concessionaire/Contractor on the Project

Site ;

(v) undertaking maintenance works in accordance with the O & M Plan and O&M Manual;

(vi) preventing, with the assistance of concerned law enforcement agencies where necessary, any unauthorized entry to and exit from including any encroachments on the ROW / Project Site ;

(vii) taking all reasonable measures for the safety of all the workmen, material, supplies and equipment brought to the Project Site . Explosives, if any, shall be stored, transported and disposed of by the Concessionaire in accordance with Applicable Laws/Applicable Permits .

(viii) maintenance of road furniture like KM post, Hectometer stones, ROW

``" ,"

4..

(ix)

,"

t,.

(x) i.,

(xi)

pillar etc. and attending to repairs to various parts of the road furniture and connected services as and when necessary, and replacement of irreparable items of work in responsible period . At the end of the Concession Period, all road furniture shall be handed over to Independent Engineer in neat, tidy and in usable and working order. for routine maintenance works, the Concessionaire shall generally follow the operational and performance criteria specified in the respective IRC/MORT&H standards and specifications for each of the performance indictors covered under pavement condition survey, roughness and BBD deflections . Where such criteria are not specified in the standards, the Concessionaire, for the purpose of routine maintenance shall set forth such criteria as to conform to good international standards and Good Industry Practice for sound pavement maintenance practices in consultation with the Independent Consultant .

all traffic signs and markings shall always be kept clear visible and in correct alignment and position .

necessary and irreparable items replaced . repairs will be attended to elements of landscape as and when

3.3.6 Preventive Maintenance (i) The Concessionaire shall regularly carry out the necessary preventive

ance activities for the Project Facil i ensure adherence to Requirements and specificaf i~3?x8 y t the Concession

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(ii) Preventive Maintenance shall include the activities related to each element and the system as a whole of the Project Highway to ensure that during the Concession Period and at its end is in sound, durable and functional condition

3.3.7 Periodic Maintenance

(i) Carriageway

a) This activity shall be carried out as required and at least once every 5"' year (from COD) and in the last year of concession period . Road marking as specified and other road side features shall be restored to meet the relevant standards to the satisfaction of the independent Consultant .

b) The periodic maintenance activities shall also include profile corrective course of overlaid with the periodic renewal of the wearing course of the road pavement . The same shall be undertaken on all roads and pavements in the Project facilities including on the truck lay-bays bus-bays and way side Amenities - Service Area . The concessionaire may adopt cost effective treatment like Asphalt concrete, recycling, stone mastic, micro seal etc.

c) The paved shoulders shall also be treated in similar manner as applicable to the Mainline traffic lanes.

d) The periodic renewal shall result in improvement of the riding quality, meeting road roughness value at least as at the time of COD.

e) The separator islands shall be restored to the design cross section.

f) Road marking as specified and other roadside features wherever required shall be restored to meet the relevant standard specified .

g) Any other repairs needed to the project will be attended to

'~- (ii) Crash Barriers & Pedestrian Guard Details

r,� a) The crash barriers should require minimum maintenance except in case of damage due to impact .

~' b) Concrete Posts and Steel Beam crash barriers will require repairs or ~� replacement from low to medium impact damage caused by vehicles .

Periodic painting will also be required .

1,4'" (iii) Maintenance of Buildings

%.

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141..

a) The Concessionaire shall carry out regular and periodic inspection/ maintenance of all buildings related to the FilSject' : This shall include cleaning, repairs and maintenance of atous parts tf, the building,

d facilities in a wholesome an pygie~~ concRion at all time .

This will involve replacement of irreparable items of work, cleaning & disinfecting of the water supply systems, inspection and maintenance of drainage/sanitation systems and Illumination and electrical installations, landscaping, painting and shall be as per relevant clauses of NBC. Maintenance of pavement of parking lot with Road Marking shall be carried out .

b) Maintenance of all furniture, furnishing items and equipment shall include periodic servicing, checking, replacement attending to all necessary repairs, replenishment of the consumables and other incidentals. Laboratory shall be maintained and operated efficiently to carry out requisite Tests till end of the concession period .

3 .3.8 Special Repairs

Damages occurring due to natural calamities like heavy floods, sand storms, hurricanes, cyclones, earthquakes to any element or system of the Project Highway shall be rectified and the system restored to function as per programme prepared in consultation with Independent Consultant . All such activities shall fall under the Maintenance and shall form a part of the said Maintenance Manual

3.3.9 Minimum Maintenance Requirements 3.3.9.1 Major Breaches in the Roadway

Major-breaches in the roadway of any type endanger safety of traffic and cause obstruction in movement of vehicles . These breaches shall be repaired urgently . Steps as mentioned in O&M manual shall be followed by the Concessionaire for repairing the breaches.

The concessionaire shall ensure speedy restoration of traffic and take immediate action to repair the damages as permanent measures for the Project Highway. The restoration of traffic shall be made within 24 hours of its occurrence . The permanent measures shall be completed within a period one week.

3.3.9.2 Minor cuts, ruts or blockage Minor cuts, ruts and damages on Project Highway which do not completely obstruct the traffic but endanger the safety of traffic, shall be attended to on an urgent basis . For this purpose any cut which is in width more than 1 m shall be repaired within 24 hrs. Any minor blockage, which partially obstructs the traffic and endangers safeshall be removed by - the concessionaire immediately. ,!v& &-'rp;

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3.4 Maintenance Standards 3 .4.1 During Implementation Period

During Implementation Period, the Concessionaire shall maintain the existing 2 lane highway in traffic worthy condition as per the Intervention levels 1 and 2 provided in Table L-1 ;

Table L-1 Intervention Levels

(Existing 4-Lane Highway during implementation Period) St . Service Factor Level 1 Level 2 No. (Desirable) - (Acceptable )

1 . Potholes /km (max)

-

i) upto 75mm deep Nil 5 Nos . of size < 5 sq.m

ii) more than 75mm deep Nil Nil

2. Percent Cracking Nil No Unsealed cracks > 6mm wide on 95% Project Highway.

3 . Rut Depth not exceeding 10mm Length not Length upto 20% of Project more than Highway 10% of the Project Highway

4. User Information All road All road signs, Km post and signs, Km road marking in good post and road condition marking in good condition .

5 . Percentage Defective bridge Nil Nil i Deck area and bump at approach

6. Drainage (including shoulders) No visible No visible water pool within water pool the ROW. within the ROW

7. Pavement Marking Full The adequate wet reflectivity reflectivity in should exist . wet conditions

3.4.2 During Operation Period 3.4.2 .1During Operations Period, all the road works and pavements contained in

the Project Facilities (including those in the ancillary facilities) shall be maintained l~ ;Lworthy condition as per the int~fQ.t4on1levels 1 & 2 as

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provided in the Table L- 2 through the various maintenance activities .

Table L-2 (Intervention Levels-Operations Period) [SLNo. Service Factor Level 1 Level 2

(Desirable) (Acceptable)

I Not more than Not more than

1 . Roughness by Bump 2000mm/Km 3000mm/Km Integrator (max . (Allowable Tolerance. permissibility) +5%)

2 . Potholes /km (max)

i) less than 75mm deep Nil 2 Nos, of size < 5 sq .m

ii) more than 75mm deep Nil Nil

3 . Percent Cracking Nil No Unsealed cracks > I 6mm wide on 95% Project Highway .

4 . Rut Depth not exceeding Length not more than Upto 10% of length of 10mm 5% of the Project Project Highway

Highway

5. User Information All road signs, Km All road signs, Km post post and road and road marking in good marking in good condition in 3 language condition in 3 formula language formula .

6 . Percentage Defective Nil Nil bridge Deck area and bump at approach

7. Camber i) Mainline (+ or-) 0.05% (+ or-) 0.15% variation

variation from the from the Camber as per Camber as per Design Requirements Design Requirements

a. Drainage (including No visible water pool No visible water pool shoulders) within the Project within the charge of

Highway concessionaire

9. Characteristic Deflection as Upto 0.50mm Upto 0.80mm per IRC: 81-1997

10. Pavement Marking Full reflectivity in wet Adequate wet reflectivity . conditions

3.4 .2 .2The road roughness value shall be measured at least twice in a year by a properly calibrated Bump Integrator device before the monsoon and soon after the monsoon preferably in the months of April and October of every year. The Concessionaire shall ensure that at no point during the Operations Period the roughness value in the road surface shall exceed the prescribed acceptable roughness values given in Table L -2 .

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3.4.2.3The structural condition of the flexible pavement of the Project Highway shall be assessed every year by taking Benkelman Beam Deflections and working out characteristic deflections of homogeneous sections of the Project Highway as per IRC-81 . In the case of cement concrete pavement, joints shall be thoroughly inspected every year and the loss of sealing compounds made good .

3 .4.2.4 Bridges and Other Structures : The Concessionaire shall maintain and carry out required repairs of the various elements of the structures in accordance with IRC-SP-35 : 1990 "Guidelines for the inspection and Maintenance of Bridges in consultation with Independent Consultant .

3.4.2.5 Pavement

Pavement Distress Maintenance procedure for correcting distress in bituminous pavement shall include patching, crack sealing, surface treatment and pot hole filling .

Cracking Cracking of bituminous pavements shall include all types of cracks such as hairline, alligator, longitudinal, transverse, shrinkage, reflective and edge cracking, linear and slippage etc. The minimum requirement and criteria for crack sealing shall be as under.

i) If the width of the cracks is less than 3 mm and resulting into settlement of pavement upto 10 mm in depth and exceeding in are more than 1 sqm at a place, such cracking shall be sealed by fog sealing in accordance with the MORT&H Specification 2004-3.

ii) If the width of cracks is more than 3 mm and causing settlement of the pavement upto 10 mm and the area of cracked surface exceeds 0.5 sq .m at a place, such cracked surface shall be repaired by slurry sealing in accordance with MORT&H Specification 516 .

iii) If the cracked portion has settled more than 10 mm and its area exceeds 0.5 sqm, such areas shall be repaired by patching as per MOST Specification 3004. In case of alligator cracks, the permanent repair by full depth patching, shall be carried out . The slippage cracks shall be repaired by removing the affected bituminous layer and replacing it with surface patch . In edge cracking, if shoulders are not providing adequate lateral support. the shoulder shall be reconstructed with good quality material .

Rutting

If the depth. of rut exceeds 10 mm with a length-Qf 10 m at a place in the wheel of pavement surface, the sa eRbF~'A1~$Npaired by full depth pa ~wf

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Corrugations and Shoving

If corrugations and shoving in the pavement area exceeds 1 sq .m at a place and depth/height of corrugation/shoving exceed 10 mm, the same shall be treated by full depth patching .

Settlement of Grade Depressions

If the settlements and grade depressions exceed 1 sqm in area and their depth is within 10 mm, such defects shall be treated by skin/full depth patching .

Upheaval or swell

If upheaval or swell exceeds 0.5 sq .m in area and its height is more than 10 mm such defects shall be treated .

Raveling

If the raveling of bituminous pavement exceeds 1 sq .m in area, slurry seal treatment shall be applied in accordance with the MOST Specification .

Pot holes

If the bowl shaped pot hole in the pavement exceeds 0.5 sqm in area and 10 mm in depth irrespective of the numbers existing on the pavement shall be repaired by patching/pothole filling in accordance with MOST Specification 3004-1 .

Skid Hazards Skid hazards irrespective of size, shall be corrected by improving the surface drainage and skid resistance including cleaning the surface of contamination, surface treatments or milling or resurfacing .

Bleeding or Flushing

Bleeding or flushing of the pavement irrespective of the area shall be repaired by application of hot sand .

Longitudinal/ Transverse streaking

If the longitudinal and transverse streaking appears on the pavement surface in area exceeding 5 sqm, the same shall be treated by application of new surface treatment or by a second treatment over the streak surface.

If any defects other than those mentioned above occur on the pavement of the project highway, the same shall be rectified/corrected by the concessionaire as per directions laid out in IRC:82-1982 or based on sound engineering practice .

Periodic Maintenance of Pavement ~Q U

sionaire shall set forth in th +U` perations and maintenance tailed procedures to be fbIlowed under each of these

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activities, and also choose the operational and performance criteria from the IRC/MOST standards and specifications for each of the performance indicators covered under pavement condition survey, roughness and BBD deflection . Where such criteria is not specified in the standards, the concessionaire, for the purpose of routine maintenance shall set forth such criteria so as to conform to international standards or sound pavement maintenance practices in consultation with the independent consultant for using them as criteria .

Pavement Riding Quality

The riding quality of the pavement shall be ensured by satisfying the minimum requirements given herein under: i) Surface roughness of the project highway on completion of

construction shall not exceed 2000 mm/km as measured by the 5'h

wheel Bump Integrator . ii) Surface roughness shall not exceed 3000 mm/km and 1000 mm in

any 200 m length during the service life of the pavement at any time . A renewal coat of 25 mm of bituminous concrete shall be laid after initial construction whenever the roughness value reaches 3000 mm/km to bring it to less than 2000 mm/km .

Structural condition of the Pavement

The structural condition of the flexible pavement of the Project Highway shall be assessed every year by taking Benkelman Beam Deflections and working out characteristic deflections of homogenous sections of the project Highway as per IRC-81-1997 . Wherever the characteristic deflection exceeds 0.8 mm a bituminous overlay shall be provided appropriately designed according to IRC:81-1997 or its latest versions or amendments to it . The characteristic deflection at the end of concession period shall not exceed 0.5 mm . In case of cement concrete pavement, joints shall be thoroughly inspected every year and the loss of sealing compounds made good .

Shoulders

If the shoulders are deformed or scoured and are lower than 25 mm from the adjacent carriageway, these shall be corrected by excavation, filling, dressing and compacting a material matching the existing material and it shall conform to the relevant MORT&H Specification requirement.

For maintenance it shall be ensured that no earth is borrowed from roadside land . All borrowing operation shall .bplas per I RC : 1 0-1961

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3.4 .2 .7 Damaged Culverts/Bridges

The treatment for the damaged culverts/bridges shall be assessed at site after ascertaining the damaged portion as per site exigencies . The repair shall be carried out expeditiously.

3.4.2.8 Drainage/Side Drains

Routine maintenance under this category shall cover pipe drainage system, slot drains, porous drains, gullies, catch-pits, open grills, ditches, side drains and median drainage etc.

If the side drains/median drains where provided, and other drainage structures have been silted up in such a manner that it is causing obstruction in flow of water, the same shall be cleared of regularly in order to keep the drains free from obstructions all the time .

If the drainage system of project Highway is covered and damaged, it obstructs the flow of water causing damage to the road pavement . Such damaged structures shall be reconstructed to required shape, size and proper slope .

3.4.2.9 Cross Drainage Works

Where the bed of a culvert gets silted up and causes obstruction in flow of water, the de-silting operation shall be done regularly . The scouring of piers and abutment of bridges and culverts shall be observed carefully particularly before and after rainy season and suitable remedial measures as deemed fit looking to site conditions shall be taken. If any settlement cracks are appearing-in substructure and superstructure of the CD works beyond permissible limits, the same shall be carefully observed and suitable remedial measures as per sound engineering practice taken .

3.4.2.10 Landscaping Trees shall be maintained as per the guidelines in IRC : SP : 21 -1979 and no indiscriminate felling of trees shall be resorted . The felling of trees shall be undertaken in consultation with the Independent Consultant and after obtaining due permission as applicable .

Maintenance operations include numbering and maintaining a register of all road side trees within the Right of way (ROW) .

The routine maintenance such as trimming and shaping shall cover hedges and trees within . the control of concessionaire, ~Otich affect the performance of the Proje=_l:,:Jiahway .

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3.4.2.11

i.

3 .4.2.12

Cutting or clearance to safeguard visibility at road bends, accesses and signs shall be carried out in such a way as to avoid permanent damage to hedges and trees . Trees overhanging carriageways shall be trimmed to provide a minimum headroom of 5.5 meters at all times ; Headges shall be kept timed not to overhang carriageways .

Turfing hall be mown as to achieve a visual pattern in harmony with adjacent areas . Mowing shall be done regularly not to allow the height of turfing grass reach 150 mm .

The O&M Manual shall include a maintenance and management plan for trees, shrubs, turfing and hedges to sustain their development in a manner pleasing in appearance.

Maintenance of Traffic Signals

The traffic signals shall be maintained at all times as per clause 18 of IRC:93-1985 and shall be periodically inspected, maintained and repaired so as to be in satisfactory working condition all the time .

Lighting of Facilities

(i) Maintenance of all lighting installations and related appurtenances shall be as per relevant clauses of IS :1944 (Part IN) .

(ii) Lighting wherever provided shall be maintained by the '~. Concessionaire in a condition nearly similar to original condition .

~� (iii) The faults shall be repaired instantly and lighting restored and missing and damaged items shall be replaced instantly .

~" (iv)Cleaning shall be done at regular intervals to be mentioned in the Maintenance Manual to ensure that lighting is not below the specified standard .

(v) All installations shall be safeguarded against weathering and ageing effect by repainting and other preventive measures .

(vi) The servicing of stand-by power generation units shall be carried out in accordance with the manufacturer's instructions .

3 .4.2.13 Highway Signs and Road Markings ~� (i) Traffic signs shall be kept clean to maintain their visibility and

reflectivity unempirical due to dust etc . Any damage to traffic signs '`r which reduces or threatens to reduce full and clear visibility shall be ~, rectified within twenty four (24) hours of its occurrence . If they are

used as base for posters, the posters shall be removed and the signs ~., shall be cleaned within 24 hours . Signs shall be washed using

deter sglution followed by clean water.

1*1 L-15

(ii) Any part of traffic signs damaged due to weathering, corrosion, vandalism or any other cause shall be replaced by the Concessionaire as early as possible and in any case within seven days.

(iii) Any mandatory sign including those for traffic safety, damaged beyond repair shall be replaced within 2 days and all other signs replaced within 3 days.

(iv)Appropriate devices for measuring the luminosity and reflectivity shall be used to check visibility and reflectivity of signs, delineators and markings . These shall be replaced by similar material if the reduction in the level of these two requirements falls below 50% of the original level .

(v) Line marking with thermo-plastic paint on toll road shall be carried out soon after any overlay/renewal coat is provided and in situation when adequate reflectivity is lost under poor weather condition adequate wet reflectivity should be ensured .

(vi) Raised Pavement marker 3M-Series 290 or equivalent using micro prismatic Lens technology (confirming to ASTMD 4280 Type H) shall be provided on the centre line of each carriageway enhancing road safety .

3.4.2.14 Maintenance of Control Centre

(i) There shall be periodic inspection and maintenance of the Control Centres . This shall include attending to repairs and maintenance (both regular and periodic) to various parts of the building and connected services and facilities as and when necessary, and replacement of irreparable items of work. Clearing & disinfecting of the water supply system, inspection and maintenance of drainage/sanitation system and electrical installations shall be as per relevant clauses of NBC .

(ii) Maintenance of Emergency Telephone system including its equipment shall include periodic servicing, checking of the system ; replacement of components, attending to all necessary repairs and other incidentals to keep the system in working condition .

(iii) All the vehicles shall be maintained in smooth running condition at all times . In the event of any vehicle being of the road for maintenance or on account of breakdown, substitute vehicle shall be provided immediately .

(iv) At the end of the Concession period or the extended period thereof, Control Centre together with all equipment in working order shall be handed_ W NHAI .

L-16

3.4 .2 .15 Maintenance of Buildings

(i) Maintenance of buildings shall include routine maintenance and attending to repairs to various parts of the building and connected services as and when necessary, and replacement of irreparable items of the work, cleaning & disinfections of the water supply systems, inspection and maintenance of drainage/sanitation systems and electrical installations shall be as per relevant clauses of NBC .

(ii) All the end of the concession period or the extended period thereof, all buildings shall be in usable condition and handed over to MORTH.

3 .4.2.16 Maintenance of Facilities for Road Users

The concessionaire shall ensure that all the facilities provided for Road Users of all categories are kept in a neat, hygienic and tidy condition . Special attention shall be given in preparation of food items so that they are cooked with unadulterated ingredients in a hygienic manner.

4. Traffic Management and Lane Closure

4.1 Traffic Management

4.1 .1 General Traffic Management shall be undertaken during scheduled and unscheduled construction work and maintenance activities and also during any Emergency. Traffic Management during Emergency shall be undertaken in consultation with the Independent Engineer . The extent of the traffic management shall be assessed as per the site conditions

4.1 .2 Traffic management during construction, operation and maintenance of the project highway is important activity the Concessionaire has to attend to ensure safety of the road users as well as the construction workers simultaneously throughout the concession period . It is an usual activity to carryout various types of construction works at different stages ant at different periods as per site requirement. Also, it is a vital activity during unforeseen and/or emergency situations arising on account of natural causes or accidents or administrative reasons.

4 .1 .3 Traffic Management is required during planned scheduled construction and maintenance activities . However, traffic management will also be called for during ~m ,he-clgled activities such as: t4vu

L-17

i) Emergency situation arising on account of

i4" a) Force Majeure, r.W b) Accident/Incident on the Project Highway

i., ii) Special repairs required on account of failure of an element of the Project Highway and

iii) Default of the concessionaire with respect to an operational activity ~. on the project highway

L . . in t

r. (i)

W

(ii)

(iii)

(iv)

(v)

(vi)

L

le b llo ed for tr ana g ement nd l w a ane c 4 4 Th b i i i p t ffi l e as r c s o e o a c m 1 c p n f ur os his project highway shall be as follows :

Work programme schedule shall be prepared such that diversion roads for the main traffic are minimized, and the existing two lane carriageway is utilized to the maximum extent possible .

Measures shall be taken that the traffic is guided from closed lane into the operating lane without its conflict with the traffic from the opposite direction .

The activity of renewal of pavement surface and/or strengthening of the pavement structure shall not be taken up in a continuous length of more than 2 kilometers at a time to avoid long detour of the traffic .

The traffic diversion and road where provided shall be appropriately designed for the traffic plying on the highway . It shall also be property maintained during its operation period .

During traffic detour involving traffic diversion adequate safety measures as per safety standards shall be followed .

Proper and adequate information about the maintenance activity shall be notified to the Road Users in advance and displayed at the work site during the Operation Period .

(vii) Traffic Management plan and programme for planned scheduled construction and/or maintenance activity shall be prepared in advance of that activity keeping mentioned above and got approved by the independent Consultant/NHAI as the case may be .

(viii) In case of un-scheduled activities mentioned above, an emergency traffic management for the affected reach of the highway shall be prepared and implemented in consultation with the independent Consultant Immediately. This emergency traffic management plan shall take ! o account the various requirements spelt out in the Conces ent as well as in this scWedule,

IL

4.2 The Concessionaire shall provide, erect, maintain . cover, uncover and remove traffic signs as required in respect of works on the Project Site . Adequate safety during night time shall be ensured by providing mobile emergency lighting units with illuminated warning signs at important locations finalized in consultation with the Independent Consultant

4.3 Traffic Management Plan

4.3.1 Before the commencement of construction activity, an overall traffic management plan and programme for a planned scheduled construction and/or operations and maintenance activity of the existing highway shall be prepared in consultation with the Independent Consultant . The plan shall be based on the following operational parameters :

(i) The existing 2 lane carriageway shall be utilized to the maximum extent possible ;

(ii) At major intersections all traffic turning movements will be allowed at most of the times

(iii) Lane closure adopted for diverting the main traffic during Construction Works shall be governed by the approved programme of construction .

(iv) Existing traffic may be bifurcated to a one carriageway for going and another for coming,

(v) Construction of service roads including construction of culverts etc. could be taken up early to help traffic movement during construction of facility .

(vi) Traffic speed through the construction zone shall be reduced by providing well designed speed breakers and warning signs .

(vii) For the safety of construction workers as well as the traffic, a physical separation of 1 .5 m between work area and the highway traffic shall be maintained .

(viii) All construction traffic shall enter and exit the construction site at designated and manually controlled entrances;

(ix) All short and long term temporary road detours (diversions) shall be proposed for approval Independent Consultant,

(x) Adequate advance waming and information signs shall be incorporated in the traffic management plan in accordance with IRC/MORT&H standards and specifications .

4.3.2 Traffic management and lane closure requirements during various situations aris the project highway need;KIreffi. nagement details

,gcR~- n

4.3 .2.1 Rural Sections

The widening of the existing 2 lane carriageway shall be as far as possible eccentric to develop four lane divided carriageway facility . A new 2 lane carriageway separated from the existing carriageway with a 5.0 m central median will be constructed in the first instance before taking up works on existing 2 lane carriageway.

ii) The construction sequence in this case will be as under

a) 2 new lanes will be constructed initially . There will be no conflict area for the main traffic using the existing two lanes during this construction phase . It shall be ensured that the construction traffic does not conflict with the main traffic in this phase.

b) On completion of the 2 new lanes in sufficiently long sections, the total traffic will be diverted on it and the works on existing 2 lanes will be taken up

4.3.2.2 Central widening -urban/built up sections

i) In built up areas widening of the existing 2 lane carriageway shall be concentric to make it a 4 lane divided carriageway facility . The divider will be generally 3 m wide median . In addition 5.5 m wide service road will be provided on either side on the 4 lene carriageway.

ii) The construction in such cases shall be taken up in about 2 km stretch and the sequence in this case will be as under:

a) Service roads and side drains, side berms will be constructed initially . Also required widening including paved shoulders upto granular base layer on the side other than service road will be taken up and 1" surface dressing provided over the WMM top layers .

b) On completion of the service roads on both sides and the widening portions upto surface dressing stage the main traffic will be diverted on them direction wise with light traffic on service road and main heavy traffic on widened portion of existing road after diversion of traffic from existing work on medina will be taken up. Once median work is completed the existing widened carriageway with paved shoulders shall be provided with DBM &BC on one side and gean time traffic

' A W ~= aintained on available width . V ~. **

-20

4.3 .2.3 Operation and Maintenance Stage

This stage is obtaining during the entire period of operation on the Project Highway in the concession period . Various important activities to be carried out during this stage are :

Localized repairs in short lengths less than 500 m on account of pot holes, cracks subsidence in isolated sports or in scattered areas .

Renewal/strengthening course to be provided on as required basis (once 5 year).

iii) Wearing course required on account of the IRI values higher than the prescribed criteria obtained during regular testing as per Concession Agreement requirement

iv) Strengthening course required on account of the BBD values in excess of the prescribed criteria obtained during regular testing as per the Concession Agreement requirement;

v) Regular periodic maintenance of shoulders, median, separator islands, embankment slopes, plantations, road furniture etc.

4.3.3 Lane Closure

(i) Lane closure is a vital activity during construction and/or maintenance in the Concession Period that the Concessionaire shall carryout in an organized, planned and disciplined manner.

(ii) Lane closure involves traffic management in the affected reach of the highway and is always a time bound activity and the Operation and Maintenance Manual has to incorporates it accordingly, In case where the concessionaire for the delay in reopening the closed lane to the traffic in terms of the Concession Agreement.

(iii) The basic principles to be followed in preparation of a planned lane closure shall be as follows :

a) The activity of renewal of pavement surface and/or strengthening of the pavement structure shall be taken up in a manner so that 2 lane are always available to the traffic .

b) The activity of renewal or strengthening shall not be carried out in a continuous length of more than 2 km in rural section and 1 km in Urban section so that the closure of a lane is not more than 2 days and 1 day in Rural and Urban section respectively .

c) Lane closure adopted for diverting the main t _ n account of the traffic m a ement during construction w I t1 S' ect Highway sha ed by the approved prog me

of ,Co ction .

L-21

d) Lane closure in short length less than or equal to 500 m from carrying out a routine maintenance activity defined in item 2 of this schedule shall not be more than for continuous period of 1 day.

5.0 Corridor Control Plans

a . Regular 24 hours patrol/surveillance of the ROW in respect of the Project/Project Facilities shall be required to monitor, report and take actions against activities, such as, encroachments, unauthorized construction of road or entrance connections, structures, interference with drainage system etc, within 150 m of the highway corridor .

b . Surveillance shall also include traffic operation and management of accidents/ other incidents

c . The Corridor Control Plan shall be developed in consultation with local administrative authorities and the Independent Consultant and shall form a part of the O&M Manual .

6.0 Inspections & Frequency

The Concessionaire shall plan inspection programme for the Project Facilities for its smooth operations as follows :

6.1 Visual Inspection

Visual Inspections are broad general inspections carried out frequently by highway/ bridge maintenance engineers having adequate knowledge of road structures . The purpose of visual inspection is to report the obstacles to traffic and fairly obvious deficiencies, which could lead to accidents or maintenance problems . Such inspections should be frequent . The visual inspection may be carried out by visual assessment with careful observation of the specific object/item of the Project Facilities for identification and for quantification of the deficiencies or damages of the Project Facilities .

6 .2 Close Inspection Close inspections may be visual and/or by standard instrumental aids for assessment of defects / deficiencies of Project Highway with careful observation of specific element(s) . The close inspection is more intensive and would require detailed examination of element of the Project Highway. It should cover all the aspects of the specific element of Project Highway against a checklist. The frequency of close inspections would depend upon the type of defect or damage to Project Highway. This inspection is to be carried out by the Highway/Bridge Engineer having goo 04~road structu,beoretical background to analyze the re, and nt of

L -22

L V

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V

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6.4

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7. L

L 7.1

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defects/deficiencies, suggest suitable remedial measures to rectify/remedy them and quantify repair work.

Thorough Inspection

A thorough inspection is comprehensive and detailed for assessment of defects/deficiencies of the Project Highway by visual inspection or with aid of standard equipment and non-destructive testing where necessary . Such an inspection is to be carried out on the basis of comprehensive checklist of items related to the materials, condition and situation of the structure etc. The checklist is to be prepared meticulously well in advance of this kind of inspection . The thorough inspection should be undertaken during the critical weather condition, which is generally rainy season in India . During rainy season the Road /bridge structures are under severe condition thereby the damage and deficiencies of the Project Highway are more pronounced . The inspection carried out during the said period offer to the Client critical evaluation of the performance of the structure . The thorough inspections would be of critical importance for bridges, culverts and drainage structures, as well as road pavements during adverse weather condition of monsoon period .

Frequency of Inspections

The type of inspection and related frequency of various items of Project Highway and its facilities have been indicated in the Table 1- 3 below . The -frequency of inspection can be suitably revised in consultation with the Independent Consultant if the situation so warrants . The objective and minimum frequency of inspections under normal circumstances shall be as under. If the exigencies arise, the interval of inspection shall be reduced .

Reporting Requirements

The reporting and information that generally need to be provided by the Concessionaire are given below. The requirements given below are indicative of the type of information to be provided . The format of such reports, recording requirements, software standards and number of copies required would be finalized in consultation with the Independent Consultant . All reports and records shall be in the English language .

Inspection Reports and Remedial Measures The periodicity of inspections for maintenance activities by the Concessionaire shall be set out in the O&M Manual and regular reports on the same shall be, sent to the Independent Consultant . Whefe required ; the Concessionaire shall carry out any maintenance, .repair or rphabilitation works found ne aca6 a result of such inspecti=s

A

Table L-3

Objective and Frequency of Inspection

Object iteitem Daily i Monthly Quarterly Before a

i nd after

rainy I season

Riding Surface Pavement #

Expansion joints - -~ #- -

-

-

-

~~--

Median Kerb e # f

Side Slopes Shape -- -

-

# ~

I 1

- Turfing -

Pitching Masonry

Retaining Wall # j .

Drainage Side drain .a #-

-

I

Gullies and catch .. #

--

pits

Bridges a) Superstructure #

b) Substructure #

c) Head wing walls # and aprons

d) Painting

e) Hand rail #

Culverts

Safety Barrier m # ~ - ~

Traffic operation Signs ~ -

-- --

. I facilities -

Marking -

.x # #

Delineator ~. # #

Lighting - F -

# .- I Other facilities Vegetation / m # j I

landscaping/toll plazaMrayside amenities

Traffic .x # Conditions

Encroachments .x

Visual inspection

# Close inspection

e Thorough inspection

.x Visual inspection only

~.

W ~�. 7.2

W

Monthly O&M Report

During the Concession Period, within 5 days of the end of each calendar month or part thereof, the Concessionaire shall provide to the Client a monthly report (Monthly O&M Report) which shall contain the following minimum information :

a) Inspections undertaken by the Concessionaire during the month and action taken proposed thereafter ;

b) Details of all reports submitted to the Independent Consultant during the month

c) O&M inspection compliance report d) Maintenance activities undertaken during the month ended,

e) Details of any Emergency and action taken

The format of the O&M Report would be finalized in consultation with the Independent Consultant .

8.0 Inventory

(i) The Concessionaire shall maintain an inventory of all items comprised in the Project Facilities (the "inventory"), in a format to be developed in consultation with the Independent Consultant .

(ii) Throughout the Concession Period the Concessionaire shall keep the Inventory updated to take eccount of works carried out on and other changes made to the Project Facilities .

(iii) A Copy of the Inventory shall be submitted by the Concessionaire to the Independent Consultant within thirty (30) days of receipt of a request for the same.

9.0 Abnormal Load Routing

(i) The Concessionaire shall take all reasonable steps to facilitate the transit of Abnormal Indivisible Loads along the Project Facilities .

(ii) The Concessionaire shall develop a procedure for handling Abnormal Indivisible Loads in consultation with local authorities and the Independent Engineer .

10 .0 Equipment Belonging to Third Parties

%W

The concessionaire shall be responsible for the installation, operation, maintenance and r .,: vat of any equipment belo4ng tp,third parties .

5

tr

11 .0

12 .0

i.

i.

w..

w

v..

Limit of Maintenance

The concessionaire shall maintain the Project Highway, Project area, Project Assets . Ancillary Facilities on the Project Highway in working and orderly condition at all times during the Concession Period or any extension thereof .

Divestment The Concessionaire shall take action(s), in terms of Article XXXIV. Defects Liability Chapter-VIII, Miscellaneous, of the Concession Agreement prior to proceeding with Transfer of the Project Highway, Facilities and Assets thereon to NHAI . The concessionaire shall obtain transfer certificate, appended to this schedule, from the independent consultant, who shall issue it after satisfying itself that the project highway and facilities and assets thereon have been constructed, operated and maintained in terms of the Concession Agreement during the Concession Period and meet the divestment requirements as per Concession Agreement for the issue of Vesting Certificate (Schedule) by NHAI .

L -26

Transfer Certificate Uwe (name of the independent consultant) issue this certificate ; designated Transfer Certificate for (Name of the Project) in (Name of the State), India on Build Operate and Transfer (BOT) basis by the Concessionaire

(Name of the Concessionaire) on Build, Operate and Transfer (BOT) basis as per the Concession Agreement between the National Highways Authority of India (NHAI) and the said Concessionaire, being satisfied that the Project Highway has been constructed, operated and maintained during the Concession Period is in sound, durable and operational condition on completion of the said concession period, and is in a fit condition for transfer by the said Concessionaire to NHAI or its nominee . The transfer of the said project highway together with facilities thereon shall be effected on the strength of this certificate .

Place of Issue

Date of Issue

(Independent Consultant)

Equivalent Rating Conditions

Category Status Rating Very Good Construction On completion as per specification 9

and Standards Good Condition No repairs needed 8 Generally good condition Potential exists for minor 7

maintenance Fair condition Potential exists for major 6

rehabilitation Generally fair condition Potential exists for minor 5

rehabilitation Marginal condition Potential exists for major 4

rehabilitation Poor Condition Repair or rehabilitation required 3

immediately Critical condition Need for repair or rehabilitation is 2

urgent . Facility should be closed until the indicated repair is complete

Very critical condition Facility is closed . Study should 1 determine the feasibilit for re air.

Unserviceable Facility is closed and is beyond 0 - repair

Sufficiency Rating System

1 . Load Performance

2 . Safety Performance

3 . Remaining Life

National I lighways Authority of India Request for Proposal PAR 1 -III . Non Technical Schedules

SCHEDULE R?

MONTHLY FEE COLLECTION s,rATEMENT

1 . Name of Work: 2- Date of commencement of fee collection : . . . . . . . . . . . . . . . . . . . . . . . (D/M,'Y) 3- Report for monthending . . . . .__ . ._ .__ . . . . ._ 4 . Fee rates (in Rs.) Vehicle Type Fee Rates during Rates Present ral

rates on ,year before during applied w.( comme last year previous . . . . . . . . . . . . . . nceinen w.e.f. . . . . . . . . year applied (Date) t (Date) Iv.e.f.

. (Date) . Car, passenger van orjeep

_

Light Commercial Vehicle Truck _ Bus

_

Mulct Axle Vehicle (>2 axle) ____ _ _ _

,_-

es .r.

Vehicle Type Previous Month Corresponding

! Month during Previous Year

Current Month

Nos . Amount Nos. Amount Nos . Amount Car, assen er van or jeep Light Commercial Vehicle Truck Bus

_

Multi Axle Vehicle (>2 axle)

~ Gross Total --~

Collection dorin month under report (Amount in Rs . Lacs) . . .

Note : Information at '4' and '5' to be provided separately for Through Tolled Traffic, Local Tolled Traffic and Total Tolled Traffic on the Project Highway .

National Highways Authority of India Request for Proposa :

PART-III Non Technical Schedwes

SCHLI) ULE .\

SELECTION CRI"FERIA FOR IN[)F PENDENT CONSUL?-ANT

Selection ofthe Independent Consultant shall CC) nSN Of ihc R6Ilowin2 steps

1 Shortlistin , of Consultanh by the concessionaire and NHAI out of the list of Consultant empanelled h.- NHAI

2 Issue of I .elier of Invitation (Lol) alort-N~-ith Terms of Relerence I I oR) (Schedule O) to shotilisted Consultants .

3 Evaluation ofTechnical proposal and selection of the (5) Consultants .

4 Forwarding, list of five (5) Consultants to Concessionahe to select tl :rer ( ! Consultants lorconsidei,ation

5 . Evaluation of Financial Proposal of the 3 selected Consultants b_\ ink Concessionaire .

6 Negotiation and selection of Independent Consultant .

SELECTION COMMITTEE

A selection committee shall do the selection : NHAI shall nominate the members of this committee .

1 . Short listing of consultants by NHAI

NHAI will provide the list of empanelled consultants to the Concessionaire- The Concessionaire will prepare a short list of 10-12 consultants and forward it to NHAI

who will approve the short list as sent by the Concessionaire as modified with the mutual consent of the Concessionaire and NHAI.

2 . Request for Proposal

The Request for Proposal shall be sent by NHAI to the short listed firms . This shall include a Lol and the ToR besides information (Data Sheet) to the firms and the proposed form of contract . It shall contain the guidelines for the preparation and

submission of technical and financial proposals by the firms .

Page : N-1

National Highways Authority of India Request for Proposal

PART-III Non Technical Schedules

The I Ad shall state IIle intention of the NI IA I it) eutei it it(, ;t :,)it lmcI lit the I)',u Io'i

nl coils nltin" acn ices and Ihc date . time and add Ic"s In r .uhnlissiun r'htcJ,iur a! ;ind

financial propos;ib . I o,R shall include the followin, dclail,

I . Project hacku'round

_ . Objectives

? . Scope of services

4 . Interaction with NN .AI

5 . Reporting requirement

6 . Performance clause

7 . Consultant's Proposal

S_ Period of Services

3 . Evaluation of Technical Proposal

The technical proposals received from short listed firms shall he evaluated for selection of five firms based on the following

Evaluation Criteria for Technical Proposal

S.No. Description Marks

i I Specific experience of the firm related to (lie assignment 15

2 Adequacy of the proposed work plan and methodology in response to the ToR

15

3 Qualifications and competence of the key staff for the assignment 70

Total 100

Sub criteria for qualification of key staff

General qualifications 30

Adequacy for the project 70

Total 100

Page : N-2

National Highways Authority of India Request for Proposz', PFP 1-III Non Technical Schedules

Evaluation of Financial Proposzl

financial proposals of the tlu-cc firms selected hc' the c oncesswnairc :hall he opened

and evaluated as under

I lie financial score of tile lm+est bidder shall he 1110 marks . I he financial st,n-c lui

tile remaining bidders shall be calculated in proportion to tile loccest bidder b~ the

following formula

Financial Score of'X' _ { 100 X Bid price of lowest hidden ; / {Bid price of 'X'

i he weighlage Lliven to the technical proposal 80°,, .

The Nveightage given to financial proposal 20°/,

Combined score of bidder 'X' = 0.20 {Financial score of bidder 'X') + 0.80(Technical score of bidder 'V)

5 . Negotiation and Selection of Independent Consultant

The combined score of technical and financial proposals shall be calculated and tile firm scoring maximum marks shall be called for negotiations . After satisfactory agreement on all matters by both the parties, NHAI will appoint the said firm as Independent Consultant for the initial term of 48 months . fn case of failure of negotiations, the firm with second highest score shall be called for negotiations . In case of failure of negotiations with the said second firm, the firm with tile least score shall be called for negotiations .

Nnlionel I li¢hk, ;n, AutN .rhN ol Indid Request Iu P~oht~~ .tl I'AR I -III . Non I cchnicd' lcn.uulr.

SCffGDL1.L tI

INI)FI'I,NlU[;N"I CONSULTANT'S SLfZS'ICFS

LE t-'1-IiIZ Clh INVI FA f10N

Re (iName of the project) in the State of (Nau(e of the State) on 130T basis .

Nlr,

1 INTRODUCTION

1 .1 You are invited to submit a technical and financial proposal for consulting

services required for the assignment named in the attached data sheet (referred

to in sequential sub clause nurnherine herein under) . Your proposal could for m

the basis lot furore neontiz(ions and uhimateh a contract between N,)m r i'.rm

and the NHAI .

1 .2 A brief description of the assignment and its objectives are given in the data sheet .

1 .3 The assignment shall be implemented in various stages such as Design . Construction supervision, Operation and Maintenance and Divestment . if am .

1 .4 To obtain first hand information on the assignment and on (lie local conditions-you are encouraged to pay a visit to the NHAI before submitting a proposal and attend a pre proposal conference as specified in the data sheet . You must inform yourself of local conditions and take them into account in preparing

your proposal-

1 .5 Please note that (i) the costs of preparing the proposal and negotiating for the contract, including a visit to site, are not reimbursable as a direct cost of assignment and (ii) NHAI is not bound to accept any of the proposals received by it .

1 .6 An invitation to submit a proposal has been sent to the firms stated in the data

sheet .

1 .7 We wish to remind you that in order to avoid conflict of interest situations any

firm associated with the Concessionaire of the Project Highway and its Design

and/or Supervision Consultant and/or the Contractor(s) as Design Consultant

Kallun.il IIi.uh~\n% s AuhniiI\ of India Request hl Ihnp~isul I'41< -III h~m I crhnic"l ~rheJuh

ml(] or ( "omtructiou bupen isiol ( nn,tlh;tnl i, not cli:uhlc ti, o;Jl(icIpLIIL- ill ill(

h;+' 11 i 1r- .

f)U(' IINT1"JNT~n

f(I cnahlr you to prepare a proposal . pleilse use the altaehcd document . Iisr+( 1

in ti W liana sheet .

Pines requiring a clarification of the documents must notilj the NllAI . ii :

no late than fiirtv da)s before the proposal Albnli5sioli loll . Au . request for clarification in %% riting, by cable or telex must he sent to the NH AI address indicated in the data sheet . NHAI will respond by cable Or tax to SUCK requests and copies of the response shall be sent to all the other invited hints

At anv tlloe beiolc file submission of lltc proposals, the NflAi . vial A a'IN

reason . whcthei at its own initiative of in response to a clarification sontht by

an invited firm, modify the documents by amendment . 'fhe amendment shall be notified in writing or by cable or fax to all the invited firms and shall be binding on them . NHAI may at its discretion extend the deadline for the submission of the proposals .

3 PREPARATION OF PROPOSAL

3 .1 You are requested to submit a technical and a financial proposal . Your proposal shall be written in the language specified in the data sheet .

Technical Prol)osal

32 You are expected to examine all terms and conditions included in the

documents- Failure to provide all requested information will be at your own risk and may result in rejection of your proposal .

3 .3 During preparation of the technical proposal you may give particular attention

to the following

If you consider that your firm does not have all the expertise for the

assignment, you may form a joint venture with other firms but not the

firms invited for this assignment, subject to restrictions specified in the

data sheet, to enable a full range of expertise to be presented .

Page : 0.2

\,QI�n.ll Ifich) .a)>Auih :nril ul ludic kc_p.wsl Ibl I'm[", : :I Pal<I-IIL,\au IcchnIc:ll" ,":k-

~Ilb C( )IIII-AIIIIL pall t)1 [IIC a~Sl'Hllnrlli :ni1tiI~ICrCd dC~lraidc, ., .III .̀

iullMllldlll IIII I\ I)jitiCIpaic \\ Ith malt' I l l .ill ) 01C `,11111'1 1 1 . ̀,fed I 'll 1111 `,(If1jc',I I,) the limilnliun nlrnth)n, 'd in Ihr (1:11a ,1101 1

I he ) `,tinrurd nrulnlnnths Cur tl~e a. " ienlnclll I, `,tiled in the dalo `,hec!

101 \40111 111101 nlat10n .

iv . The nljJorih' ofthe kc\ proles~i\utal SUMfplnh;)scd 111u,1 be permanent

stall of the Ilrnl, unles. otherwise indicated in the data sheet .

No allcinative to 6r\ professional slalYmai he proposed and unh olle Curlicultmt Vitae (CV) may he suhntirted for each position and

A good working knowledge of the lanituage specified in the dale `,heel

is essential for ke professional stall 0 .1 this :is,i2Iimeni . kej')nla, 1110 .I he in the language (s) specified in the data shect-

3-d Your technical proposal must provide the following information, USioll bill not limited to the formats attached in the Appendix I .

A brief description of the firm's organisation and an outline of recent experience on assignments of a similar nature . 'I he information which you shall provide on each assignment should indicate, inter ulia . the

profiles of the staff provided, duration, contract amount and Jinn s involvement .

Anv comments or suggestions on the Tok and a description oh the

methodology (work plan) on which the tirm proposes to execute file services, illustrated with bar charts ofactivities .

The composition of the proposed staff teant, the tasks which shall be assigned to each and their timing ;

iv . CVs recently signed by the proposed key professional staff of- an authorised manager in the home office . Key information should include years with the firm and degree of responsibility held in various

assignments during the last ten years ;

Page : O-3

Nat ionel IIiutnra-Ns Authorav )l India Request for Prul~ n~l PAltl-III : Nonlc;hnical tichcd . ;,<~

1=slimates of the total time cfl'orl (person x months) to be piovicicJ I xa

the scovices . suhluated hr hat chart diagrams sho%sinn-, the lion :

proposed (person .e monlhs) lot cach professional slaffano

vi . Comments, if anl . on the services and facilities to be provided b .\ ihc

client and indicated ip the I ofZ.

~ .5 S The technical proposal must not include any financial information,

Financial Proposal

; .G the financial proposal should list the costs associated with the assignment .

These normally coven remuneration for staff (in the field and at headquarters), accommodation (per diem or housing), transportation (for mobilisation arld demobilisation) and equipment i"chicles . office equipment, furniture and supplies), printing of documents . etc . Your financial proposal should be prepared using, but not limited to, the formats attached in Appendix 11 .

3 .7 The financial proposal must take into account the tax liability including service tax and cost of insurance specified in the data sheet .

4 SUBMISSION OF PROPOSAL

4 .1 You must submit one original proposal and the number of copies indicated in the data sheet . Each copy of the Technical and Financial proposal shall be separately sealed and put in an outer envelope which shall bear the address and information indicated in the data sheet . The envelope must be clearl_r marked .

"DO NOT OPEN, EXCEPT IN PRESENCE OF THE EVALUATION

COMMITTEE"

4.2 This outer envelope shall include two separate envelopes, one clearly marked "Technical Proposal" and one clearly marked "Financial Proposal" (both envelopes indicating original or copy as appropriate) .

4-3 In the event of any discrepancy between the copies of the proposals, the

original shall govern . The original and each copy of the technical and financial

proposal must be prepared and signed by the authorised representative of the

Page : O-4

National Ilieh\, .n's Authority nr Indi ;i

4 ,4

Rcyucci lire Pmrn _I

PAR I-III :Non Iedinicoi~encdu . .~

firm in indclihlc Inh . fhc Icucl of atriho1isalinn must he ,onfirmM h" :1

written poM Cl of allOl-ne\ aeeunlpan) i0~~ the prallnsals .

1-he hioposnls nima contain no uticrlinealion or met writln~' except J-

necesstuY to correct errors made hx the 111111 themselves. such corrections

nube written IrcO and initialled bY the person or persons signing tile ploposA

4 .5 Your completed technical and financial proposal n,nlsl be delivered on

betixe the tittle and date stated in the data sheet .

4,6 Your proposal shall he valid for the number of days stated in the data sheer

from the date of its suhmis-,ion prescribed in the data sheet during which ~,nu

must maintain available the professional staff proposed within this period for

the assig-nmcnt . NIIAI NN ill make its best effort to complete negotiations at the location stated in the data sheet .

5 PROPOSAL EVALUATION

5 .1 A two-stage procedure shall be adopted in evaluating the proposals : (i) a technical evaluation, which shall be carried out prior to opening any financial proposal ; (ii) a financial evaluation . Firms shall be ranked using a combined technical and financial scores, as indicated below .

Technical Proposal

5 .2 The Evaluation Committee appointed by the NHAI shall carry out its

evaluation applying the evaluation criteria and point system specified in the

data sheet . Each responsive proposal shall be attributed a technical score (St .)

Financial Proposal

5 .3 The Evaluation Committee shall determine if the financial proposal is complete and without computational errors . The lowest financial proposal (Fm) shall be given a financial score (So of 100 points . The financial score of the proposals shall be computed as follows : Sf = 100 x Fm//F (F-amount of financial proposal) .

5 .4 Proposals shall finally be ranked according to Total Score (ST) which will be combined technical (St) and financial (So scores using the weights indicated in the data sheet .

Natlonul I1iphm:nsAmhonh of India Rcyacat Nil P1opoatd PAR r-III : Nun I echniczl Schcdior,

S1 =\\IIStAWf-SI

3 .5 Any effort by the firm to influence the NhiAI In its evaluation o! nrnhns;d ol

a»aid ofconnact mad result in the i~jecti~tn Wlbc Ipropo~Itl .

6 NFGOTIA I IONS

6,1 Pilot tot he e.vpiration period of validiq of proposal. the N HA I shall nutil) the

successful firm who submitted the highest surfing proposal in xviiiing b%

registered letter . cable or facsimile and invite it to negotiate the contract .

6 .2 Negotiations normally take two to five days . The aim is to reach agreement on

all points . and initial a draft contract by the conclusion of negotiations

6 .3 Negotiations shall commence with a discussion of your technical proposal . file

proposed methodology (work rlan). stzffing and any suggestions vnu may

have made to improve the ToR . Agreement roust then be reached on the final

ToR, the staffing and bar charts, which shall indicate activities, staff, period ;

in the field and in the home office, staff months, logistics and reporting,

Special attention shall be paid to optimise the required outputs from the firm

within the available budget and to define clearly the inputs required from the NHAI to ensure satisfactory implementation of the assignment .

6.4 Changes agreed upon shall then be reflected in the financial proposal, using

proposed unit rates (no negotiation of the unit rates, including the man months rates) .

6.5 Having selected a firm, among other things, on the basis of an evaluation of proposed key professional staff, the NHAI expects to negotiate, a contract on

the basis of the staff named in the proposal and, prior to contract negotiations,

will require assurance that this staff shall be actually available . NHAI shall not consider substitutions during contract negotiations except in cases of

unexpected delays in the starting date or incapacity of key professional staff

for reasons of health .

6.6 The negotiations shall be concluded with a review of the draft form of'

Contract . NHAI and the firm will finalise the contract to conclude

negotiations . If negotiations fail, the NHAI will invite the firm having obtained

the second highest score to contract negotiations . In case of failure of

Page : O-6

Notional hli_hwars AUlion lr (if India Request liu' Propm:1i PART-III : Nun Technical Schedules

ncsotiations t~ith die second hizhest Scwine 111117 . the I'll ill kN ith the (cast ;curl

shall be called for negodtttions.` -

7 AWARD OF CONTRACT

The contact shall be awarded aier,uccesslul iic,-,otiations with the successful

firm . Upon Sueccssful camplction. NIfAI shailypionyrth inlorm the othci Ilrms that their proposals have not been retained

7? The successful Firm with whom the contract is signed is expected to

commence the assignment on the date and at the location specified in the data

sheet .

8 CONFIRMATION OF RECEIPT

8 .1 We shall appreciate your inforinina us by tclex!facsintile

" Receipt of the Lol and

" Whether or not you will submit a proposal .

[Name)*

IDesignation)*

IDepartment)*

DATA SHEET ~'-

Page : O-7

National Highways Authority of India Request foi Proposal PART-III : Non Technical Schedules

DATA SHEET

(As Mentioned in Lol)

Sub clause No. in Lol

1 .1 The name of the Assignment is : Design review and Construction Supervision of (Name of the Project) on BOT basis.

1 .2 The description and the objectives of the Assignment are : The Government of India (Gol) in the National Highways Authority of India (NHAI) has decided to undertake (Name of the Project) on BOT basis including its operation and maintenance . NHAI after due consultation with the Concessionaire intends to appoint an Independent Consultant (IC) to oversee the activities of the Concessionaire during Design, Construction, Operation and Maintenance of the Project Highway .

The objectives of the consultancy service are to i) Act principally on behalf of NHAI and lenders to review all activities

associated with Design, Construction and O&M to ensure compliance of requirements of Concession Agreement with the Concessionaire in order to have a sound project .

ii) Report on the financial and technical aspects of the project, after visiting the site at least once a month .

iii)Assist the parties to the Concession Agreement in arriving at an amicable settlement in case of a dispute

1 .4 Pre-Proposal Conference shall be held at 2005 at

1.6 The invited firms are

2 .1 The Documents are : (ToR, Contract, Appendices etc .)

iii) Appendix I - Formats for Technical Proposal iv) Appendix 11 - Formats for Financial Propos, -

ii--c

i) ToR ii) Form of Contract Agreement alongwith Appendices

firs on

Page : O-8

National Highways Authority of India Requcst for Proposal PART-III : Non Technical Schedules

2.2 The address is

3.1 The Language of documents and correspondence will be English

3 .3 (i)Limitations to joint ventures or sub-contracts are : Joint Venture between firms on the short list is not permitted .

(iii) It is estimated that about 105 man months of services of key personnel and 222 man months for supporting staff will be required . However, you should feel free to submit your proposal on the basis of the man-months which you consider to be necessary to undertake the assignment .

(iv) Majority of proposed key staff should be permanent employees of the firm :

(vi) All the personnel shall have working knowledge of English and all the reports shall be written in English .

3 .7 Tax Liability, insurance As per clause and of Special Conditions of Contract .

4 .1 The number of copies of the proposals required : 4 Nos. The address and information are :

4.5 The date and time of proposal submission are:

4.6 Validity period : 90 days

Negotiations shall be held at New Delhi

5.2 The points assigned to evaluation criteria are:

POINTS

(i) Relevant experience for the assignment 15

National I ighwa~sAtithorih it llndia Requral Ibr)'I~,p, .d

I'AI<I-IILNon Icchni6dSchc .:al,

(ii) 1 he qualill ohmethodolog~ and \1,01 1i plan

proposed

(iii) I lie qualifications of the key stall proposed 70

TO VA L 100

I -lie points assigned to the evaluation suh-criteria lot qualilicauom a! ~J competence of key staff are :

PnfN`rs

General Qualifications 30

Adequac, for the Project 70

FO FAL : 100

Ilie technical proposal should score at least 75 points out of 100 to be considered responsive for financial evaluation .

5 .4 The weight (Wt%) given to the Technical Proposal is 80 percent

The weight (Wt%) given to the Financial Proposal is 20 percent

7 .2 Commencement of Assignment : The firm shall begin carrying out the services

within one month of the date of effectiveness of (lie contract at locations as

required for the Project Highway stated in ToR

Sincerely,

[Name]*

[Designation]*

Attachments

i) ToR

ii) Form of Contract Agreement alongwith Appendices

iii) Appendix I - Formats for Technical Proposal

iv) Appendix 11 - Formats for Financial Proposal

Mstional Ilighmays Authoiit\ of India Request Ii,n Proposal PAR r-II1 : Non I echiucal Schcdrdc~

[ T~1[)I~r3F:r~[~rrr~~~[-con~s[)IlrAhTS~ sr[zvrc[~~, ~-F[~MS f)[~ j2F:Fr~.f~[:Nf~E

I . PROJECT BACKGROUND

fhe Government of India . National Hi~hwav~ Authonm of India (NIIAI) has taken till

(Name of the Project) in (Nerve of- the State) . India and its Operation and

Maintenance on 130T basis .

2 . OBJEC ft VES

The objectives of consultancc service are to i) Act independently and on behalf of the NIIAI to review all activities

associated with Design- Construction and OKM to ensure compliance of

requirenents of Concession Agreement in order to have a sound project . ii) IZei)oit to NHAI on the financial and teehclca . aspects of the proicci- aftcl

visiting the site at least once a nnonth- iii) Assist the parties to the Concession Agreement in arriving at an amicable

settlement of dispute- iv) Act, if required on behalf of the lenders and fulfil various reporting

requirements of the lenders .

3.0 SCOPE OF SER VICES

The Project Highway provides for (Name of the Project) in (Name of the State) . India and its Operation and Maintenance on BOT basis . The work also includes the widening of existing bridges and culverts and construction of new bridges and

culverts for new carriageway, including bypass . The Project Highway shall include but not be limited to the following .

" Road works

" Fee Collection system including buildings and related structures, hardware and

software

" Communication systems

" Administration and Maintenance Depots

" Fuel and Service facilities

" Rest areas

" Lighting system

Nsouu.f llich,ry,:t Amhoiil .N of India Nequcsi lo, Vron,!au PAKI-III : Nor technical Schedule

ISridecs

s~en,ice I~nads

I .ro h"es- 13us ha v.

I rd llic salct_, landscaping, arhoricuh.we and other Project facilities .

the Concession Aereemeiv envisages the appointment ofnn Independent Consuh,i!ti

(IC) 6Y the NIIAI . l he IC shall be, in principle, responsible for reviexk of Designs-Drawings, C-onslruction . Progress Monitoring, affirmation of all certifications done h.x

the Concessionairc- etc . The IC shall not be involved in day-to-day implementation of the project .

The responsibility of the IC in respect of Design, Construction and operation and Maintenance shall he as follows but not be limited to

3.1 Design Responsibilities

Independent Consultant shall review the overall project design as well as design of various components of the project to ensure that designs submitted by the Concessionaire conform to the provisions of the Concession

Agreement . His duties shall include but not be limited to the following :

Review the adequacy of the geotechnical and sub-soil investigations for road, bridge and other structures and building works, hydrological investigation and [lie topographical survey.

ii) Review the Design and working drawings prepared for the construction of various components of the highway, bridges / structures, analysis of rates . estimates, reports and other deliverables .

iii) Review the impact of widening proposal on the archaeological structures, if

any .

iv) Review the project report prepared by the Concessionaire, with respect to the

traffic, toll management, traffic management, etc .

v) Review the implementation schedule of Engineering, Design, Procurement and

Construction of the project submitted by the Concessionaire .

vi) Review the Planning and Design of way-side amenities, toll plazas, toll

collection system, communication facilities, emergency relief arrangements,

traffic operation and safety arrangements .

Page : 0-12

National IIielmavs Authurih o1 India Request for Piolva .,l

P41Z1-III Nnn IrcPnueISch«IUIe~

vii) Review all project contacts including Detailed I .uglnecnu-w and I)r,l'rt

C oil stlhaIIcy Contract. Construction Supervision COHNIIILInc~ ('01111.c! . an . .

other LI'C . Contract, O I. Ni Contract and Tolline ( onuact . IrtadL b, the

C oncessionaire .

viii) Revietr the environmental management plan lox the project Highma% dunnp

Construction and Operation and Maintenance phase;

Review quality assurance and qualit\ control prot isions durint-, the design .

construction and maintenance stages .

x) Audit the safety of the Project Highway both during Construction

Operation and Maintenance stages .

si) Assist in resolvingdispules between NHAI and Concessionaire .

Nii) Provide Management Inlorntation System to NHAI .

and

3.2 Construction Phase Responsibilities

32.1 The duties of the IC are to supervise the works on sample basis and to approve the materials and workmanship of the works . As staled in the Concession Agreement, he/she shall have no authority to relieve the Concessionaire of an) of its duties or to impose additional obligations . The IC shall administer the

works contracts and ensure that the contractual clauses, whether related to quality or quantities of works, are respected .

3.2 .2 Review and approve works programme.

3 .2.3 Review the material testing results and Mix Designs and to order special tests

of materials and/or completed works, and/or order removal and substitution of

substandard materials and/or works as required .

3 .2.4 Review quality assurance and quality control during Construction period .

3.2.5 Ensure that the Construction work is accomplished in accordance with the

technical specifications .

3 .2 .6 Identify Construction delays and recommend to the NHAI the remedial

measures to expedite the progress .

3 .2 .7 Review and certify the 'As Built' drawings for each component of the works

prepared by the Concessionaire .

3.2.8 Review the safety measures provided for the traffic and Project workers.

Page : 0-13

National )lighwa-Ns Aurhoniy of India Request !,,r Prohocal PART-III : Non Technical Schedule

3,29 Delcrntinc anv extension of the Project C0mplc6on Schedule and the

Concession period, to Mhich the Concessionaire is entitled and shall nolil ; the

NHAI accardingh .

32 .10 To assist in resolving disputes between NHAI and Concessionaire durinu

Construction Stage .

32 .1 I Assist the NHAI in arrivim, al any cast vat ration and its impact on Concessioli

Agreement .

3 .2 . 12 Evolve MIS and provide it to the NHAI

3 .2 .13 Issue Provisional Certificate duly appended wilh a list oh outstanding hems (Punch List) signed jointly by the IC and the Concessionaire, if the situation so demands .

3 .2 .14 Issue Completion Certificate after checking the results of prescribed tests .

3.3 Operation and Maintenance Phase Responsibilities

During operation and maintenance phase the Independent Consultant shall inspect, review and report to ensure that O&M is carried out in accordance with the provision of the Concession Agreement . His duties shall include, but not limited to :

3 .3 .1 Review work plan and schedules of various operation and maintenance activities .

33 .2 Review Operation and Maintenance manual prepared by the Concessionaire . 3 .3 .3 Review the performance of Operation and Maintenance (O&M) activities

including equipment, service, traffic operation and safety, toll plazas and fees collection system, landscaping, environmental issues and way side amenities .

3 .3 .4 To mediate and assist in resolving disputes between NHAI and Concessionaire during O&M stage .

3 .3.5 Initiate necessary action to undertake maintenance obligations of the Concessionaire at the risk and cost of the Concessionaire in the event of his failure to carry out O&M .

3 .3 .6 Undertake audit of the traffic using the Project Highway at least once a month . 3 .3 .7 Review and inspect the Project Highway at least once a month during the

O&M period and issue an Inspection Report of such inspections .

3 .3 .8 Review the accident record on the Project Highway and suggest remedial

measures .

\ation ;d If ichw ;iys,Authonh ,it lndia Request Ibr Pnpu,pl PART III : Non technical tichedulr,

3 .d Tr:utsfer/Termiuatiou

~A . l Salhll- himself than all the dive>mnenl raluirrnu°nl have heen ntcl b-\ t'rt,

Concessionaire .

3 .-12 Issue 1 ransfer Certilicale to the Concessionaire

3.5 All other activities as per provisious of the Concessionaire Agreement

t . INTERACTION NVITfl NHAI

The Independent Consultants shall interact with the NHAI on a regular basis . NHAI

shall geneiall% hold meetings every nnonth to review the progress etc . during the phase

of Design and Construction. and every second month doting the Operation and Maintenance staoe . Within 30 cizn s of the receipt of the Dran inLs, the Independew Consultant shall review the sanne and convey its connnncnts/observations to the Concessionaire with particular reference to the conformity or otherwise with the specifications and standards set forth in the Agreement .

5 . REPORTING REQUIREMENT

The Independent Consultants shall prepare and submit to the NHAI three copies and

to the Concessionaire two copies each of the following reports .

(a) Design Phase

" Monthly Progress Report .

(b) Construction Phase

" Monthly and Quaterly Inspection Report covering all aspects such as Progress Monitoring, Quality Assurance (QA)/Quality Control (QC)

etc .

(c) Operation and Maintenance Phase

" Monthly and Quarterly report on existing condition of the Facility

including advice on all aspects of Operation And Maintenance, Toll

Booths, Bridges or other Structures, Traffic Management & Safety,

Telephone, Ambulance, etc .

Page : 0-15

National I Iighw:q s AuthoritN o f Indla Request fort Pmp,sal PART -III'. N'nn l eclinieal Schedulr,

Monthly report on audit of the traffic using dtr Piorci Ili~h~~a~ at

ic .,sl once a month .

!dl Variotu other reports provided it, the Concession Agioement sucl :n

Completion Report .

6 . I'FRFC}RMAN'CE CLAUSE

Independent Consultants shall be expected to fully comply with all the provisions of

the 'Terms of Reference', and shall be fully responsible for supervising that the Designs. Construction and maintenance and operation of the facility takes place in accordance with the provisions of the Concession Agreement and other schcduics . And failure of the independent Consultant in notifying to NliAl and the Concessionaire on non-compliance of the provisions of the Concession Agrcemem and other schedules by the Concessionaire, non-adherence to the provision of ToR and non-adherence to the time schedule prescribed under ToR shall amount to non-performance .

7. CONSULTANT'S PROPOSAL

7.1 List of key personnel to be fielded by the Consultant shall be as below

i) Team Leader-cum-Senior Highway Engineer

ii) Senior Bridge/Structural Engineer

iii) Traffic & Transportation Expert

iv) Senior Pavement Specialist

v) Senior Quality/Material Expert

vi) Financial Expert

vii) Legal Expert

7,2 Broad job-description and minimum qualification for key personnel mentioned

above is enclosed as Appendix A . However, higher marks shall be accorded to the

Candidate with higher relevant qualification and experience. It is estimated that

about 105 man-months of services of key personnel are required as detailed in

Appendix B. However, the Consultant should feel free to submit tits proposal on the basis of the man-months which it considers to be necessary to undertake the

assignment . All the key personnel mentioned in para 7.1 above shall be evaluated

Page : 0-16

National Highways Authority of India Request for Proposal PARK-III No nIechnicalSchedules

%..

VhW

1641

`.

8 .

8 .1

~'

~. 8 .2

of 48 months. Estimated Design and Construction schedule for completion of the project for commercial operation is 30 months . The proposed manpower

t`' deployment for this period shall be matching the activities to be performed ~. during the said period- The time frame for services during Operation and

Maintenance shall be for about 12 months from the date of commissioning of the facility .

L

at the time of evaluation of technical proposal . Consultants arc advised in their own

interest to frame the technical proposal in an objective manner as far as possible so

that these could be properly assessed in respect of points to be given as pall of

evaluation criteria . The bio-data of the key personnel should be signed on even

sheet by the personnel concerned and the last sheet of each bio-data should also be

signed by the authorised signatory for the Consultant . 'rhe key personnel shall also

certify at the end of their bio-data proforma that they have not accepted any other

offer at the time of signing of the bio-data and as such shall be available to work with the Independent Consultant, if the project is awarded .

PERIOD OF SERVICES

Page : 0-17

The services of an Independent Consultant will be in phases as per Article XXII of the Concession Agreement-

The appointment of the Independent Consultant shall initially be for a period

\'aliotmi I I ItNp1t5 Authority of Ind Request for Prnl� nal PAR I Ill : Non I cehiucal ~ched,,nc>

Afy)elitl(r A

MINIMUM QUALIFICATION OF KJFY PERSONNEL

I EAn4 LEADER CUM SENIOR HIGHWAY ENGINEER

This is the senior most position . the nominated expert as the team leader ,hall be

responsible for reviewing the entire prgiect preparation and implementation actin ides

of the Concessionaire . lie shall check all the Designs prepared by the Concessionoire . ensure execution of iaorks on site as per specification and standards . and continuously

interact with the NHAI and the Concessionaire . lie shall undertake project site visits and shall guide, supervise, coordinate and monitor the work of other experts in his team as tscll as those of the Concessionaire . The candidate should have a proven record of supervising, organising and managing of project preparation and construction of highway projects of large magnitudes, as defined below, financed by international lending agencies and others . Knowledge of project management shall be an added advantage .

This position requires a Senior Highway Engineer who shall be a graduate in Civil Engineering with higher qualifications and specialisation in highway engineering . He should have a minimum 20 years of experience of highway engineering including 10 years of experience in developing countries . He should have handled as ]earn Leader or similar capacity in at least one Project Preparation and Construction supervision work of major highway project of four laning/six-laning/expressway costing more than Rs. 1500 million (1997 cost) or of at least 50 km length . Alternatively, he should have handled as Deputy Team Leader or in similar capacity Project Preparation and Construction supervision of at least two projects of four laning/six laning/ expressway costing more than Rs . 900 million (1997 cost) each or of at least 30 km length .

SENIOR BRIDGE /STRUCTURAL ENGINEER

The Senior Bridge Engineer shall be responsible for checking the designs of bridges,

ROBS, interchanges and any other structure to be constructed as part of the Project

Highway. He shall also inspect the construction of structures and monitor bridge

rehabilitation and repair works to be undertaken by the Concessionaire .

National H411maYs Audrnr6 of India Kequcet lili Propm:d PAR l-II1 : Non 1 echnicol Schcdwc,

the position require ., a graduate in Civil Engineering . all a Masters dc_tfee "r

equivaldnt in Structural/Bridge 6ngincering to lilt mininnfrtt 1 j )'cars cpcrienec ow c;(

which at least 10 )-ear` on Design and Consn-uction of bridges/inlerchangesian~ other

strLIcuucs including rehabilitation, ilc should have handled in die last 5 Fears tine

detailed engineering work lot iehahilitation and/or upgrading of major highmay of

expiessNj a\ . The candidate should have a thorough understanding and experience t% ith

international -best practices-- and of modern bridge construction technology . Ile

should have designed independently, at least two major bridges (150 m or more ill

length) .

TRAFFIC AND TRANSPORTATION EXPERT

Shall review and check the traffic analysis, projection, and assignment exercises to be carried out b .' the Concession : ire . 11e shall also revieNc the `type and locations of traffic control (e.g . signal) and safety measures, design of intersections and interchanges- toll plaza layout, toll collection method and use facilities and scheme for traffic management during construction period . He shall also study and comment on safely audit report prepared by the Concessionaire .

The position requires a graduate in Civil Engineering with higher qualification in

traffic engineering . The minimum period of professional experience is 15 years including at least 5 years on projects of similar nature, of which at least one should involve works of four laning /six-laning /expressway or similar project . The candidate should have enough knowledge on road safety aspects .

SENIOR PAVEMENT SPECIALIST

The expert shall be continuously interacting with the Concessionaire, to ensure life cycle cost effectiveness and viable design of pavement including appropriate

rehabilitation / strengthening of the existing two lane pavement which is significantly distressed . He shall also be responsible for ensuring complete adherence to maintenance standards during Construction and Operation period . Thus, the position requires a pavement specialist with thorough knowledge and understanding of

international `best practices' in the field of Design, Construction and maintenance of

flexible/rigid type of pavements including latest coda) stipulations and specifications .

The candidate should be a graduate in Civil Engineering with higher qualification and specialisation in Pavement Design . He should have a minimum of 15 years of

Page : 0-19

National Highways Authority of India Request for Proposal PART II I : Non technical Schedules

pi olessional experience of pavement Design . Constioction and its maintenance . The

ininiouttn experience oh 15 years should include assipnments of at least 3 years in

developed countries or al least 3 years on major highway projects funded by

international funding agencies in developing countries in Senior Lxpert capacity .

SENIOR QUALITY/MATERIAL EXPERT

The Quality/Material Expert shall review the test results of quarry and borro\\ area

material to Iind out their strength characteristics and suitability for using them in pavement construction . He shall inspect the Concessionaire's field laboratories to ensure that they are adequately equipped and capable of performing all the specified testing requirements of the contract . He shall look into the quality assurance aspect of the construction works and supervise the setting-up of the vaiious Concessionaire's rock crushers and bituminous mixing plants to ensure that the specified requirements for such equipments are fully met .

The position requires a graduate in Civil Engineering with a minimum of 15 years of professional engineering experience including 6 years in quality assurance programs in highway projects using modern technology.

FINANCIAL EXPERT

Over 8 to 10 years as a Financial Advisor particularly in the field of project financing . Advisory experience in the field of transportation project would be desirable .

LEGAL EXPERT Lawyer with over 8 years experience in contracts and financial documentation related to project financing . Advisory experience in transportation would be desirable .

Page : 0-20

National I Iiehxcas s Authority of India Request for Proposal P.41<T-III . Nor, 7echnical lchedules

Appendix B

v MANNIONTH INPUT FOR k E ":1 PERSONNELAND %W SUPPORTING STAFF

%W SI . No . Key Personnel Suggested Manmonths

Construction stage ; O&M Stage i

I Team Leader cum Senior 36 12 highway Fnginecr I i

2 Senior Bridoe Engineer 12 I

3 Traffic & Transpo;-tation 6 j Expert

4 Senior Pavement Specialist 12 2

5 Senior Quality/Material 12 I Expert

6 Financial Expert 2 2

7 Legal Expert 2 2

Total 82 23

TOTAL

105

Page : 0.21

National Highways Aulhori(Y of India Request for Proposal PART-III : Non'I-ecitnical Schedules

APPENDIX 1 : FORMATS FOR TECHNICAL PROPOSAL

(as' mentioned at para 1.1 of the data .dteeQ

r.

SCHEDULE O

l..

11 . Appendix 1-1 Firnt's references

'b Appendix 1-2

Firm's comments and suggestions on (lie Terms of Reference and nn

W.. data, services, and facilities to be provided by the NIIA1 .

Appendix 1-3 Approach paper on methodology and work plan for performing the

L.. assignment .

%. Appendix 1--f Composition ofthe team and iask(s) ofeach team member

%W Appendix 1-5 Curriculum vitae of proposed professional staff.

Appendix 1-6 Time schedule for deployment of professional personnel L

Appendix 1-7 Activity (works) schedule .

`.

i..

Page : 0-22

National Highways Authoiih of India Request fn Propos,il PAR 1-III : Non fechnical Schedul,,

APPENDIX I-I : FlIlAI'S RFFGRl?NCFS

I2efev:int Services Carried Out in the Last Five Years

That Best IflustrateQuafifications

Using the format below; provide information on each reference assignment for \Oich

your firm/entity. either individually as a corporate entity or as one of the inajrn

companies within an association . eras legally contracted .

Assignment Name : Country

Location within Country : I

Professional Staff provided by Your Firnr. I

Name of Cliem : No . of Staff :

Stan Date (Month/Year)

Completion Date (Month/Year)

No. of Staff-Months : I

Approx, value of services (in Current INR)

Names of Associated Consultants, if any:

No . of Months of Professional Staff.

provided by Associated Consultants

Names of Senior Staff involved

Narrative description of Project

Description of actual services Provided by your Staff :

I

Firm's Name

National Highways Authority of India Request for Proposal I'AR 1-I II : Non Technical Schedules

APPENDIX 1-2 : COMMENTS AND SUGGESTIONS OP

CONSULTANTS ON 'I HE I1{RMS OF REFERENYCL

AND ON SERVICES AND FACILITIES TO 13I

PROVIDED BY THE NHAI

On the Terms of Reference

4 .

On the services and facilities to be provided by the NHAI

4 .

National Hichxvays Authoiity of India Request for Proposal PART-III : Non 'fcchnical Schtoulu,

APPENDIX 1-3 : APPROACII PAPER ON h1FTIIODOLOGY AND "WORK PLAN ]ION PERrORMINC : 7111. ASSIGNMPNT

National HighivaYs AuthoriIN of India

APPENDIX 1-4 :

Request for Proposal PAR 1-11I : Non lechnical Schedules

COMPOSH ION OF THE TEAM PERSONNEL, AND TASI~(S) OP EACH'; IRAN? DIi'_NIBER

I_ 'I'echnica!/Mana~crial Staff

S! . No.

!

Name Position Task -~

i

3

a

2. Support Staff

SI. No. Name Position Task 1

22

3

5 4

National Highwavs Aulharrtv of Indhi Keques( for Piupn>dl I'AK I -III : Non I cchnlcal Schedu tr,

AI'I'ENI)IX 1-5 : FORMAT OF CURRICULUM VITAF (CV) FOR

I'IMPOSED PROFESSiONA L : : D AFY

Proposed Position : . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Name of Firm : . . .--- . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .---- . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Name of Staff : . . . . ._ .---- . . . . . . .--- . . . . . . . .--- . . . . . . . .--- . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Profession . . . . . . . .

Date of Birth : . .--- . . . . . . . .--- . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Years with Firm/Gnat) : . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Nationality :- . . . . . . . . . . . . . . . . . . . . . . . . . . .

Membership of Professional Societies : . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Detailed Tasks Assiined . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .---- . . . . . . . . ---

Key Qualifications

[Give an outline of the staff member's experience and training most pertinent to tasks on assignment . Describe degree of responsibility held by the staff member on relevant

previous assignments and give dates and locations . Use about half a page.]

Education

[Summarise college/university and other specialised education of the staff member .

giving their names, dates attended, and degrees obtained . Use about one quarter of a

page.]

Page : 0-27

National Highways Authority of India Request Ior Proposal PART-III'. Non hechnical Schedules

Frnplo)'mcnl Record

ititanine with present position . list in reverse order every employment held . I .isl all

positions held by the staff member since graduation- giving dates . name ofentplo\ inL

0r2anisations . titles o1 positions held, and locations of assignments . 1--or experience in List let-, ",ears . also give types of activities perfbrined and client references . iaherc

appropriate . Use about three-quarters of a page.]

Languages :

[For English language indicate proficiency : excellent, good, fair, or poor: in speakinlo . reading, and writing

Certification

I . 1 have not accepted any other offer at the time of signing this CV and as

such 1 shall be available to work with (Name of the firm) .

2 . 1, the undersigned, certify that to the best of my knowledge and belief, these data correctly describe my qualifications and experience .

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .Date : . . . . . . . . . . . . . . . . . .

[Signature of staff menrher and authorised representative of the Firm]

Day/Month/)ear.

Note / Instruction : -

1 . The CVs should be signed on every sheet by the concerned key personnel .

2. Last sheet of CV should also be signed by the authorized signatory for the

Firm

3. All the Original Signatures shall be in Blue Ink.

r r r r f r r r r r r r r r f r r r r r r r r r r r r r r C t r I r r National Highways Authority of India Request fog Proposal

PART-III : Non technical Schedules

APPENDIX 1-6 : TIME SCHEDULE FOR PROFESSIONAL PERSONNEL

A. Activity Schedule

Sl. Name Position Monthwise Program (in form of Bar Chart) No . ljs`, 1"d, etc. are montlrsfrom the start of assignmentl

Ist 2nd 3rd 4th Stn 6t° 7 tu 8111 9m 1Ot" Iltt' 12th and Number subsequent of months Nlon!hs

1 I Subtotal (1)

` Subtotal (2)

3 - - --

subto'.al

4 Subtotal f (4)

( ( f f f f f.lat ,.al gh ys chor(y okdiaf f f f f f f f f ( ( f f 'F f ( f ( ( r f

Request for Pioposal PART-11h. Non Technical Schedules

APPENDIX I-7 : ACTIVITY (WORKS) SCHEDULE

A. Activity Schedule

Monthwise Program (in form of Bar Chart)

I V. "d -1 of ci.ss~zwnewj 2 etc . arc, inon(hsfironi the slai

S I . No . Item of Activity (Works) 1st 2nd 3rd 4111 Su, 6ti, 7111 Bill gill Il On, 1 [[I, ~ f th

1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . -- -- I I

2 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . --

-- . . . . . . . . -- --

- . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ~-- 1-

B. Completion and Submission of Reports SNo Reports : Programme : (Date) ~

1 Monthly reports

--

(Design and Construction) ~ 2 Quarterly Reports

--_ --~

3 Various others reports as provided in the Concession Agrecmcrl such a Completion Report

pags : :1 -so

1rl

%W

Mainnal Ilighwms Aulhoailp of India

%#

", [TEN UIX it : FORN ~" (as me

"~ Appendix II-1 f=inancia

`v Appendix il-2 Stunmary

Appendix 11-3 Breakdow

L

I-

v

Request 6x Proposal PART-III : Non Technical Schedulcs

SCHIU)LZI; 0

IATS FOR FINANCIAL PROPOSAL

ntioned in para 2.1 of !.rata Sheet)

l proposal submission form

of costs

n ofcosts

Page : 0-31

NaiionaI Highwavs Aut11061 V of India Request for Proposal PART-III : Non Technical Schedules

,~VPEN13IX I1-1 : FINANC1Ai. PROPOSAL Stlil~llSSION FORM

FROM : (Name of Firm) 6Y) Nalional Highways AuthorilN of

!ndid ?JctN Delhi (India) Subject

We, the undersigned, offer to provide the consulting services for the above in accordance with your Request for Proposal dated [date] . and out proposal (technical and financial Proposals) . Our attached financial proposal is for the sum of [amount in \+ords and figures] . This amount is exclusive of the local taxes which we have estimated al (amount in words and figures) .

Our financial proposal shall be binding upon us suhjert to the modifieatiow, resulting fiom contract negotiations; up to the expiration of the validity period of the proposal, ix . . (date] .

We undertake that, in competing for (and, if the award is made to us, in executing) the above contract, we will strictly observe the laws against fraud and corruption in force in India namely "Prevention of Corruption Act 1988°.

Commission and gratuities, if any, paid or to be paid by us to agents relating to this proposal and contract execution, if we are awarded the contract, are listed below

Name and Address of Amount and Purpose Couurtission Agents Currency Gratuity

We understand you are not bound to accept any proposal you receive.

We remain,

Yours sincerely,

Authorised Signature

Name and title of Signatory

4Arp R~� Page : 0-32 S .\

National Iliehwavs Audioiity of India Request fm Proposal PAR f -III : Non l ech iiical Scnmiulrc

,� AITE,NDIX II-2 : SUNIMARY or COSfS

%W

L

L

L

L

No. ( Description Amount

I

1 Remuneration for Professional Staff 11 Remuneration of Supporting Staff

111 fransporiation

IV Duty Travel to Site

V Office Rent l

l Nil Office Supplies, Utilities and Communication I Vl1 Office Furniture and Equipment l Vlll Reports and Document Printing

Subtotal Total Cost Net of Tax

Taxes and

Duties

TOTAL COST (Including Tax)

Nalional Highwavs Aulhorih, of India Reyuesl for Proposal PART-111 : Non Technical Schedules

API'ENDIN 11-3 : BREAKDOWN OF COSTS

REMUNERATION FOR STAFF

N

o.

Positio

n

Name )TI-'Ir I Year 2 I'mr3-

~

~ -Ycara -

Rate SM Amo

and

Rate SM Amou

lit

Rat, SM

--

Amo

i urat

Rat

e

~ SM l

Amo

unl

Prates

sional

Stan I

I I I

I

4-

5.

6-

7 .

8. 9 . - 10 .

Sub - Total

Techn

ical

Suppo

rt

Staff

I

1 . TBN 2 . TBN 3 . TBN

~ 4 . ~ TBN

National liiehwavs Authority of India Request for Proposal PART-III Non Te chnical S chedules

N PUJIIIo Na llle Y ea l'I ~cal2

T

2.11' 3 I - Pal' s -

I2 ate s h7 Alno Rat(- sn1 Anloll Rate 5n9 Alno Rat Sft1 1 Aloo

l not l III - --

ullt I l ulll ~-

57 I6 .

7 .

I

I-BN

T13N

TBN

I -- -

-

I -~ . .--

-

8 .

--

TBN ± -

9 . I BN I l l I -- -rt 10 . TBN - I

I sub- Total ~

I TOTA l I I i i

, I

L I I 1 - ~- -~ -1 I 1 I ~

SM = Staff Month TBN = To be Named

National Highways Authority ofludia Request loi Proposal PARK-III : Non Technical Schedules

l( . Support Staff

No. j Position \amc

4

I Staff --

4anths 2

r-I3illingRate ( )

-

j Amount( 1

-

- 4 . ~

I 6 . I % .

_ -

- R . i

I ~

- -Total :

1

III Transportation (Reimbursable)

f . The vehicles provided by the Firm

shall include the cost for rental drivers,

operation, maintenance, repairs, insurance, etc .

Purchases

Operation, maintenance, repairs

Total

I V Duty Travel to Site (Reimbursable)

Professional Staff

- x trips x - days @

Transport - x - trips @

Total

National Hi°hways Authority of India Requesi for Pinpxal PART-III : Non l rchntcA Schcdulcc

`. V Office Rent (Reimbursable)

4 The rent cost iuCIHdes maintenance,

cleaning- repairs . etc .

~' months x 200 sym . x

L Total

VI Office Supplies, Utilities and Communication (Reimbursable)

Item I

Months Monthly

I Rate I Amo unt in

l 1 . Office Supplies

2- Drafting Supplies

3 . Computer Running Costs 4. I Communication

Total

Page : 0.37

National If iglnrays Authority o1 India

V11 . Office Furniture and t:quipmcut (Reimbursable)

Request for Prolysal PART-III Non Technical Schedul,s

ml - Uescriptiocc(')- - Uuit Quantity j Rate Amount

Office Furniture (Purchase)

I ( t ( )

I -~ i

1

4 I 5 ! I 6 I 7 I I I I 8

9 10

1 Office Equipment (Purchase)

2 3 4 5 6 7 8 9

10 11 12 13

14

Total I

National IIiglnways Authority of India Request for Proposal PART-III : Non -fechnicaI Schedules

VII . Reports and Document Printing

F-NO " Description* No. of No. of Copies I Rate per j Amount

Volumes per Volume Cope ( )

1 Monthly reports -{- (Design and Construction)

,

Quarterly Reports

3 Various other reports as provided in the Concession Agreement such as Completion Report

Total l

Page : 0-39

National IIighkA ;iys Authinit .N till ndia Request tot Ploposal PAR-1 -III-Nou Technical Schedule,

SClIEDUf E P

I RAEFICSnMPLING

NI-IAI through Independent Consultam ;hall have the right to undertake traffic sampling

for the purpose of detennination and or verification of the actual traffic on the Pn,icct

Highway . This shall be done through Automatic Traffic Count -cunt-Classifier .

I-or the purpose of traffic sampling . the Concessionaire shall procure a portable tvpe Automatic Traffic Count-cum-Classifier and provide it to the Independent Consultant . Tlie Traffic Count -cunrClassifier shall be light wei=ht and portable with weather resistant casing . The system shall be capable of detecting and recording all types of vehicles plN inc on the Project Highway and of classifying any other vehicle cateeorv as per user needs . -file vehicle classification shall be user selectable based on length of vehicle and number of axles . h would have the following main components :-

Sensor - combination of piezo electric sensor and inductive loops . The sensor shall be

portable as well as permanent so that either of these could be used as per the needs .

Electronic - the logic unit shall be micro processor based and programmable through a

key board . It shall have legible electronic display with requisite number of entry pons and

exit to communication system . The vehicle counting/classification interval shall be programmable from one minute to 1440 min . (24 hours) . The system shall count and

classify vehicle by each lane .

Data Collection - The system shall be capable of recording for later analysis on an individual vehicle basis, the time, date, speed, direction, lane, number of axles, axles

spacing and site identification . The system should be able to record and store vehicle data

for a period of at least two weeks.

Data Retrieval - The system shall have the capability of data retrieval through removable

floppy diskette, data catridge, direct data transfer through a serial link to a portable computer and telemetory transmission via telephone link by modem.

National I Iirheuvs Aulboiitr of India Request for Pnges.d PAR -1 -II I . Non I echnteal Schodide,

Soffivare - The system shall have sollwarc and manuals to analyse the data I}out output of

ychicle count . clmsifcalion speed and head-oat', h should have capahilin of

graphic/Iabulat Wprcsentationofanalvsisdate .

13efoic the use of portable ;rtnomatic traffic counter cum-taassillcr . it shall be kalidated

and calibrated through sample counts to establish the reliability' and acccpiabilitx oh the

Automatic I iaffic Counter-cunrClassifiei both bythe Concessionaire and the Independeni Consultant .

The sampling shall be done at intervals of 15 days by continuous 24 his counting for thtec days . If no abnormal trends are observed in three days counting at the frequency of l ; days, the frequency would be increased to I month after a period of one scar . The

sensor/loops shall be permanently installed to capture the traffic on all the approaching lanes . in accordance with the instructions of the supplier . I hey shall be located about 5

knis away front the toll plaza transitions taking care that no diversion of traffic is possible in between . The portable logic unit shall be plugged to these sensors whenever counting is to be done . Portable sensor can be utilised for traffic counting at any other location as per the need .

Apart from these periodical counts, the Independent Consultant shall have the right for

traffic counting at a request from the NHAI . The traffic count as obtained from the samples shall be taken as actual traffic on the Project Highway at the locations of the

counting .

Page : P-2

i.0 Nationul Iiigh\%ays Authority ol India Request for Rwposal

PAR-1 -III : Non -Technical Schedule,

1.. SCIIEI3ULE Q

~" DR A F T ~, ESCROW ACCOUNT AGREEMENT

W. R.mong.

W.

L

4. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (THE COMPANY/ CONCESSIONAIRE)

L

And

L

~., . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

L As Lenders Representative

And

As Escrow Agent

And

NHAI

(Subject to the terms of the Facility Agreement(s) between the Concessionaire and Senior Lenders. However, NHAI position in the cash flows shall not be changed)

National Highmeys AuthoritN, of India Request to! Proposal PAR r-III : Nor. technica l Schedules

I IIIS AGREEIvILNI (the '-Agrecment') is made at . . . . . . . . . . . . . . . . . . . . . . . . . on the . . . . . . . . . .

JaY of . . . . . . . . . 200 ._ . b) and amonc :

. . . . . . . . . . ., . ._ . . . . . . . . . . . . . . . . a company incorporated in India under the Companies Act .

19,)6 and having its registered office at . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . � . ., . . . India (thc I j Company`) :. L- --

and

_ . . . . . . . . . . . . . . ._ . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ., . . . . . . . . . . . . . . . . . a bank constituted under

11 .1 . . . and having its registered office at . . . ., ., . . . . . . . . . . ., . . . . � . . . . . . . . . ., . . . . . . . . . . . .

as Senior Lenders' Representative (the "Lenders Representative') :

and

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ., a bank constituted, under

. . . . . . . . . . . . . . and having its registered office at . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(the "Escrow Agent') .

And

National Highways Authority of India (NHAI), a statutory body constituted under the

provisions of the National Highways Authority of India Act, 1988, and having its principal

office at G-5&6, Sector 10, Dwarka, New Delhi - 110075, as Employer and Sub-ordinate

Lender (the "NHAI") .

Page : Q-2

National Highways Authority of India Reyunst for Proposal PAR I-III : Non I echnic :il SC11COUles

WHEREAS :

The Contpant is undcriaking a project for "(Name of the Project) in the state of

(Name of State), India on BOT basis (the "Project")--

The Company has entered into a Concession Agreement dated as of . . . . . -- 200 . .

with NHAI (the "Concession Agreement") wherein NHAI has granted Concession to

the Company for the work referred to above . on BO -1 basis .

e The Company has entered into Financing Documents with Senior Lenders Nvhetein

Senior Lenders (the "Lenders") have agreed to lend and advance to the Company

Rupee amounts aggregating Lacs and foreign currencv amount,

aggregating US Dollars . . . . . . . . . . . . . . . for the Project, in terms thereof;

" One of the terms of the Concession Agreement and the Financing Documents is that

the Company is required to establish an Escrow Account, inter alia, on terms and

conditions satisfactory to the Senior Lenders and NHAI, for routing through it all

funds constituting the Financing Package for meeting the Total Project Cost and all the

fees collected-and disbursements made to the Company during the Operations Period .

NOW IN CONSIDERATION FOR THE PREMISES IT IS AGREED BY THE PARTIES

AS FOLLOWS :-

1 . Definitions and Construction

1.1 Definitions : Each capitalised term used herein and not otherwise defined shall

have the definition assigned to such term in the Concession Agreement or the

Financing Documents or the Substitution Agreement as the case may be

" "Account" means the Escrow Account to be opened by the Company in

accordance with this Agreement ;

National I 1iglMays At] tIlorilp of India Request for Proposal PART-I II : Non 7echnieai Schedule .,

e "Authorised Investment- means any authorised investments which the Lenders

Reprcsenunivc may, from time io timr permit the Comptmy to make in accordance

with this Aereeutent.

. .Business Day' means any da; on trhich banks are open for business in . . . . . . . . . .. r

ill relation to any notice or ronununication to be made under this Agreement- a day

on which banks are open for bu,IneSS in the place of receipt of such notice of

communication :

"Compatr: Account" shall mean any bank account of the Company . othet than the

Escrow Account .

"Enforcement Notice` means any entorcemeni procedure commenced by the

Lenders Representative under any of the Security Documents exectned in favour of

the Senior Lenders;

"Escrow Accoum" means an Escrow Account established in terms of and under

this Agreemem ;

" "Event of Default" means an event of default as defined and detailed in the

Concession Agreement or the Financing Documents ;

"INR" means Indian Rupee, the lawful currency of India ;

" "Payment Date" means in relation to any Permitted Payment, the date(s) specified

for such payment ;

"Permitted Payments" means the payments agreed to in this Agreement excluding

payments to the Company Accounts as more particularly given in clause3 .3 .1 ;

"Required Balance" means on any Date in relation to the Sub-Account of the

Escrow Account, an amount in INR/Dollars which if proportionately built over the

National I Iighmays Authority of India Request for Proposal PAR 1-111 . Nun hechnical lchedul,~

G

month ; . mould be sufllcictn to meet Permitted Payments on the Payment Date(s) .

"Sectuity Documents-' means all or any of the Documents executed . delivered or

furnished to secure the Financial Assistance I!nder the Financing Documents

including but not limited to the Deed of Hypothecation . Mortgage Deed . Equitable

Mortgage . Deed of Guarantee, Pledge Agreement. Undertakings, Negative Lien

and other incidental or supplemental documents related thereto .

`Sub-Accounts' mean the Sub-Accounts of the Escrow Account . into Which the

monies due in relation to Permitted Payments would be credited every month and

paid out if due and if not due in a month then appropriated proportionately in such

month and retained in the Sub Account and paid out therefrom on the Paymcm

date .

"Year" means each twelve month period ending on March 31 .

1 .2 Construction

In this Agreement:

" Unless the context otherwise requires, the singular includes the plural and vice versa ;

Headings and the use of bold typeface shall be ignored in their construction ;

A reference to a Clause, or Schedule is, unless indicated to the contrary, a reference to

a clause or schedule to this Agreement ;

" References to this Agreement shall be construed as references also to any separate or

independent stipulation or agreement not contained in it;

National I-lighw;p"s Audixra ily or India Request fbr Proposal I'AR9 -III'. Nun Technical Schedules

F 1 lie words "other-, "ot otlienvise" and "whatsoever" shall not be construed to he as

any limitation upon tht genendit)of onv preceding words or matters specifically

referred to .

References to the word "includes" o : "includine" are to be construed v.imow

limitation :

" References to a person shall include such person's successors and permitted assignees

or transferees :

All references to agreements. documents or other instruments include (subject to all

relevant approvals) a reference to Inai agreement . document oi instrument as amended .

Supplemented, substituted . novated oi assigned from time to time.

" The words "herein", "hereto" and "hereunder" refer to this Agreement as a whole and

not to the particular Clause in which such word may be used ;

" Words importing a particular gender include all genders;

" "person" includes any individual, partnership, firm, trust, body corporate, government.

governmental body, authority, agency, unincorporated body of persons or association :

" any reference to a public organisation shall be deemed to include a reference to any

successor to such public organisation or any organisation or entity which has taken

over the functions or responsibilities of such public organisation ;

" references to "Party" mean a party to this Agreement and references to "Parties" shall

be construed accordingly ; and

" references to any law shall include references to such law as it may, after the date of

this Agreement, from time to time be amended, supplemented or re-enacted .

National 18ghma,s Autlmrit) of India

1-111 : ACCOUNTS

2 .1 Acceptanceof'AppointmentofEscrow Agent

Request for hupus .il PART-III : Non 'Fechnicat 1diedulc,

(a) File Escrow Agent hereby a urecs to act as such and to accept all payn; :w~ and

other amounts to be delivered to or held by the Escrow Agent pursuant to the terms

of this Escrow Agreement . The Escrow Agent shall hold and safeguard the

Escrow Account during the team of this Escrow Agreement and shall treat the amount in the Escrow Account as monies deposited by Company /NHAI with the Escrow Agent . as agent for the benefit of the Lenders Representative/1\'1-IM, or

their nominees . successors or assigns, in trust in accordance with the provisions of

this Escrow Agreement . In performing its functions and duties under this ia,Iow Agreement, the Escrow Agent shall act as agent for the Lenders

Representative/N HAI .

The Company also hereby declares that all right, title and interest in and to the Escrow Account, the Authorised Investments and Permitted Payments made front

the Escrow Accounts shall be vested in the Escrow Agent and held in trust for the

Senior Lenders acting through Lender's Representative, NHAI and the Company

in accordance with the terms of this Agreement and as their respective interests are

provided for herein . Amounts deposited in the Escrow Account from time to time

shall be held by the Escrow Agent in trust and received and applied as provided in

and in accordance with this Agreement . No person other than the Lenders

Representative, NHAI and the Company shall have any rights hereunder as the

beneficiaries of or as third party beneficiaries under this Agreement . (b) The rights of Company/NHAI in the monies held in Escrow Account are set forth

in their entirety in this Escrow Agreement and Company/NHAI shall have no other

rights against or to the monies in the Escrow Account .

National Hight4ays Authority of India Request for Proposal PAR I-II1 : Non Technic al Schedulu ,

2 .2 Establishment of Escrois Accounl

At least thirty (~W) dacs prior to seeking anv disbursement from the Senior Lenders

(including . issue of Uuarantces or all forms of Financial Assistance), the Compan,,

shall establish the Escrow Account with the Esciotk Agent .

2 .3 Maintenance of the Account

The Escrow Agent shall maintain the Escrow Account in accordance with the

terms of this Agreement and its usual practices and applicable regulations and pad

the maximum rate of interest payable on such Accounts to its customers on the

balance in the said account fiom time to tinie .

2 .4 Operating Procedures

The Escrow Agent and the Company shall agree (after consultation with the

Lenders Representative and NHAI) on the detailed mandates, terms and conditions

and operating procedures for the Escrow Account but in the event of any

inconsistency between this Agreement and such mandates, terms and conditions or

procedures, this Agreement shall prevail :

3 . Currency

3.1 The Escrow Account shall be established with the . . � ., . . . . . . . . . Branch of the

Escrow Agent . The Escrow Account shall be denominated in INR.

3.2 Deposits

3.2 .1 The Company

(A) agrees, confirms and undertakes that it shall deposit and/or credit the Escrow

Account with :

National I Iighwavs Authority of India Request for Propo:eal PART-III Non Technical Schedul es

(i) all funds constituting the financing Package lot iueeting the Total Project

Cost ;

(ii) All lees collected by the Company Iiom the users of the I'roject Ili'1huay :

(iii) all its receivables :

(iv) all proceeds received pursuant to any insurance claims : alto

(v) all monies received from any other sources in relation to and in respect of

the Prgject-

(i3) may make other deposits of the Company's other funds into the Escrow Account al

any time . Provided however that the terms of this Agreeuteni shall apply to such

other funds deposited in the Escrow Account by the Company .

The NHAI agrees, confirms and undertakes that it shall deposit and/or credit the Escrot\

Account with :

(i) all Fees collected by NHAI in exercise of its rights under Concession

Agreement;

(ii) Revenue Shortfall Loan;

Grants, termination payments and other monies paid or disbursed in

accordance with the provisions of the Concession Agreement and/or the

Substitution Agreement. .

3.2.2 The Escrow Agent shall ensure that all interest, if any, on the balances of the

Escrow Account and interest on Authorised Investments made from the Escrow

Account shall be credited to or deposited in the Escrow Account .

National Highea)s Authority of India Request fin Proposal PARI-III : N on-rechuicai ScheJute,

3 .3 .1 The Escrow Agent shall withdraw amounts from the Escio\r Account an(l

appropriate in the lollowiug orJer ever) month as 1ro1C particularly given rn the

Bank Prolorma in Schedule I and deposit in the relevant Sub-Accouni 1()i

paymcnls and if not due in a month then appropriate proportionately in such numf;

and retain in the Sub-Account and pay out therefrom on the Payment Daic(s) :

(a) All taxes due and payable by the Company;

(b) All expenses in connection with and relevant to the Construction of Proieet

Highway by tvay of payment to the EPC Contractor and such other persons

as may be specified in the Financing Documents .

(c) O&M Expenses including Fees collection expenses incurred by the

Company directly or through O&M Contractor and/or Tolling Contractor.

if any, subject to the items and ceiling in respect thereof as set forth in the

Financing Documents but not exceeding one twelfth (1/12) of the annual

liability on this account ;

(d) The whole or pan of the expense on repair work or O&M Expenses

including Fees collection expenses incurred by NHAI, and 1 .25 times of the

O&M expenses incurred by the NHAI, if any, in the event of repair and

maintenance work being carried out by NHAI (pursuant to the failure on

part of the Company in doing so) to maintain and / or repair the Project

Highway or a part thereof up to and in accordance with the Specifications

and Standards and / or failure on part of the Company to commence

remedial works within 30 (thirty) days of receipt of notice in this regard

froth NHAI or the Independent Consultant, if any, including those on

account of exercise of any of its rights under the Concession Agreement

provided NHAI certifies to the Escrow Agent that NHAI had incurred such

expenses in accordance with the provisions of the Concession Agreement ;

(e) All Concession Fees and Negative Grants payments due to NHAI from the

Company under the Concession Agreement .

Page : Q-10

National I lighwnys Authority of India Request Ibr Proposal IIAR I-III Non Technical schedules

f I) Monlhlh hropoliionate provision of Debt Service Payments due in an

Accoumin2 Year and payment of Debt Service Pavmems in the month

when due

(e1 Reiinbursentenis of expenditure incurred by NIHA1, it and, for payment of

insurance prenua, etc ., which are otherwise the Company's responsibility .

on account of failure on part of the Company to keep such insurance(s)

effective and in force .

(h) Any payments and Damages due and payable by the Company to NNAI

pursuant to the Concession Agreement including Recovery due to reduction

in Scope of Work and repayment of Revenue Shortfall Loans; and

(i) Balance in accordance with the instructions of the Company .

The amounts specified in Clause 3 .3 .1 (a) to (i) constitute the Permitted Payments .

For each year, Bank Proforma would be separately provided by the Company to

the Escrow Agent. with the permission of Lenders Representative/NHAI, not later

than 60 days prior to the first day of each year.

3.3.2 Notwithstanding anything to the contrary contained in this Agreement upon the

earlier of (i) issue of Termination Notice (ii) termination of Concession

Agreement, or (iii) the expiry of Concession Period, all amounts standing to the

credit of the Escrow Account shall be appropriated and dealt with in the following

order:-

(a) all taxes due and payable by the Company;

(b) all Concession Fees (including Negative Grant) due and payable to NHAI under the Concession Agreement;

Milionnl I Iighm ays Aulhorlt) of India Request for Pmoosal PAR"1-III : Non Technical Schcdujcs

(c) all accl-ued Debt Ser%-ice Payments:

(d) any pavnwnts and Damages duc and payable by the Company to NHAI pursuant to the Concession .Agnreement . including Recover du(' !o reduction in Scope of Work . 1 ermination claims and repayment of Revenue Shoitfall Loans;

(c) all accrued ORM Expenses :

(f) any other payments required to be made under the Concession Aereemcnl : and y

(g) balance, if any, on the instructions of the Company .

3.3 .3 Not withstanding anvthin2 to the contrary contained in the Concession Agreement, any termination payments made by NHAI into the Escrow account shall not be appropriated therefrom for any purpose whatsoever, until the Vesting Certificate has been issued by NHAI. Provided, however, that this restriction shall not apply to appropriation in favour of the Senior Lenders to the extent of debt due .

3.3 .4 From the date, which is two years prior to the expiry of the Concession Period, a sum equal to the fees realizable during the last two years of the Concession Period for a traffic volume calculated at the rate of 10,000 (ten thousand) PCUs per day per year, or, a higher sum estimated by the Independent Consultant for renewal works, shall, not withstanding anything to the contrary contained in the Concession Agreement, be retained in the Escrow Account provided that if a Bank Guarantee of an equivalent sum in the form and content acceptable to NHAI has been furnished by the Company to NHAI, no such retention shall be made. If following the second Inspection, it is agreed or determined that no renewal works are required, then within 14 days of such agreement, 50 % of the sums thus retained shall be released from the Escrow account to the Company . Within 14 days after the issue of Vesting Certificate (issued in accordance with Article XXXIII of the Concession agreement) the sums thus retained shall be released from the Escrow account to the Company .

3.4 Application of Insufficient Funds

As provided in Clause 3 .3, the application of funds in the Escrow Account shall be

in the serial order of priority set forth therein . If the funds available for payment to

the Sub-Accounts are sufficient to pay a portion, but not all, of the amounts

Page : Q-12

Nation :d Highways Authoiiiy of India Request lot I'zopo,ai I'AR 1-III : Nun Tech nical schnlnes

rcq«iied to be paid to any Sub-Account . the Escrow Agent shall apply such fun

fn the serial order of pnoriiy set forth in Clause 3 .3, umil cshaustion theueof

Authorises[ Investments

4 .1 Power to Invest

The Escrow Agent shall invest the amounts standing to the credit of am- of the

Sub-Accounts in Authorised Investments on the instructions of the Company a,

approved by the Lenders Representative / NHAI from time to time, in accordance

with the provisions of this Agreement . The Escrow Agent shall not be bound to

and shall not make investments under the Indian Trusts Act . 1882 without prim

approval of the Lenders Representative/NHAI .

4 .2 Procedure for Investments

4.2.1 All Authorised Investments shall be made and/or realised by the Escrow Agent on

the instructions of the Company as approved by the Lenders Representative/NHAI

from time to time, in accordance with die provisions of this Agreement .

4.2.2 All documents of title or other documentary evidence of ownership with respect to

Authorised Investments made out of any Escrow Account will be held in the

custody of the Escrow Agent .

4.3 Realisations

Upon the realisation of any investment made under this Clause, the proceeds of

realisation shall immediately be credited to the relevant Sub-Account by the

Escrow Agent or immediately invested in another Authorised Investment in

accordance with the Company's instructions as approved by the Lenders

Representative/NHAI .

4.4 Mandatory Realisations

Neuonal Highwu)x AuthoriIv of India Request loi P;"Pnsnl PAR f-III : Non Technical Schedule,

In the event that the Conal:anv hecomes wxarc [fiat and Authorised Imestmen', has

ceased to be an Authorised Investment ; the Company shall imntediateh insu-uci

the Escro\\ Agent ors a best efforts basis to realise such Authorised Investment on

its matwit-' date or earlier if possible under intimation to tile 1 .end(,I~

Representative / NI IAI .

4 .5 Accounts include Investments

Any reference in this Agreement to the balance standing to the credit of (he Escrow

Account shall be deemed to include a reference to the amount of the Authorised

Investments in which all, or pan of such balance is for the time being imrs[ed

4.6 Interest on Investments

Any interest or other income received on account ofAuthorised Investments shall

be to the credit of the Escrow Account .

4 .7 Enforcement Notice

On receipt of an Enforcement Notice from the Lenders Representative/NHAI, the

Escrow Agent shall realise the Authorised Investments, whether such investments

have matured or not on a best effort basis, and apply (he proceeds as directed by

the Lenders Represeniative/NHAI .

5 . Withdrawals following Event of Default

5.1 If the Lenders Representative/NHAI notifies the Escrow Agent that an Event of

Default is likely to occur or has occurred, and is continuing, then, until such time

as the Lenders Representative/NHAI has notified the Escrow Agent that the Event

of Default has been cured or waived under the Financing Documents/Concession

Agreement, the Escrow Agent shall only make withdrawals from the Escrow

Page : Q-14 ~Xp .

R a~~

National IIighwa) s Authoiitr of India Requ^st for Proposal PARI-III : Non Technical Schedules

Accounts %which constitute Permitted Payments and shall not make and payments

fiom the Escitm Account to the Comnam Accounts .

G . Escrow Agent Provisions

(.1 The Escrow Agent and the Lenders/NHAI

The Company hereby appoints the Escio\\ Agent to act as trustee for the Lenders

Repiesentativc/NI1AI in connection herewith and authorises the Escrow Agent to

exercise such rights, powers, authorities and discretion as are specifically delegated

to the Escrow Agent by the terms hereof together with all such rights, powers .

authorities and discretion as are reasonably incidental hereto, and tile 1--.scjo\,:

Agent accepts such appointment pursuant to the terms hereof .

6.2 Particular Duties of the Escrow Agent

The Escrow Agent :

(A) may, in the absence of bad faith or gross negligence on its part, rely as to

any matters of fact which might reasonably be expected to be within the

knowledge of the Company upon a certificate signed by or on behalf of the

Company :

(B) may, in the absence of bad faith or gross negligence on its pan, rely upon

the authenticity of any communication or documents believed by it to be authentic ;

(C) shall, within five (5) Business Days after receipt, deliver a copy to the

Lenders Representative/NHAI of any notice or document received by the Escrow

Agent in its capacity as the Escrow Agent from the Company or any other person

hereunder or in connection herewith ; and

(D) shall, within five (5) Business Days after receipt, deliver a copy to the

Company of any notice or document received by the Escrow Agent from the

Lenders Repnesentative/NHAI in connection herewith .

Page : Q-ti

Natiunul Highways Authority of India Keyucsl tiu Prop-,sat PAR I-III Non T echnical SchNdc-

Segregaliun of Funds

Movies and other properly received h\ the I-scam AL!ent under f.i, Agreement

shall, until used or applied in accordance x61) this Agreement, he held I?) ii c

Escrow Agent in 1rus1 for the purposes foi which they scene received . and shall be

segregated from other funds and proper) of the Escrow Agent .

6 .4 Termination

6.4,1 This Agreement shall remain in full force and effect so long as amounts remain

outstanding from the Company ill respect ufthe Financial Assistance tcccived b% ii

from the Senior Lenders or its obligations to NHAI, unless terminated earlier In

the mutual consent of the part ies or otherwise in accordance with the provisions of

this Clause-

6.4.2 The Company may, by not less than 45 days prior notice to the Escrow Agent.

NHAI and the Lenders Representative, terminate this Agreement and appoint a

new Escrow Agent, provided that the new Escrow Agent is acceptable to the

Lenders Representative and NHAI and arrangements are made satisfactory to the

Lenders Representative/NHAl for transfer of amounts deposited in the Escrow

Account to a new Escrow Account established with the successor Escrow Agent-

6.5 Fees

The Company shall pay the Escrow Agent fees in an amount and at such times as

may be agreed between the Escrow Agent and the Company .

7 . Escrow Agreement Defaults

7,1 If the Company is in breach of any of its obligations under this Agreement and .

following a notice of default from the Lenders' Representative/NHAI, fails to

Page : Q-16

Nalional HAtithulit,, ill Iudi :I Request fur Pnm~n .Il PART-III : Non I cc hnical `,chcdul .' .

renlcde the SP.Illi .

tAi in the case of ZI iailtlrc to deposit funds receiked bN file (-onlpanv in the 1

Account . b- de IN) siting, the ;anlc in the Escrolc Account +~ IIIin fi\c Busines " Da,>

of receipt o1 such nollce_

(B) in the case of a breach consisting ohcausing the Escrow Agent to tansfer funds to

any C'onipanv Aeeounf in bleach of the terms of this Agreement . by depositing tllc

relevant funds in the Escrol+ Account or any Sub-Account in which such translel

should hate . been made within five Business Days of receipt of such notice

(C) in the case of -a breach of the Coulpany's obligations under Clause q_ by insiru,lin,

the Escrow Agent to realise any investment made in breach of Clause 4 within five

(5) Business Days of receipt of'such notice : or

(D) in the case of any other breach, by remedying the same within five (5) Business.

Days to the satisfaction of the Lenders Representative/NHAL

the same shall constitute a Default under this Agreement . .

7 .2 The Company and the Escrow Agent agree and confirm that any Default by either

the Company or the Escrow Agent in the performance of their respective

obligations under this Agreement resulting, in the opinion of the Lenders

Representative/NHAI, in a breach of this Agreement, shall qualify as an Event of

Default under the Financing Documents/Security Documents/Concession

Agreement .

8 . Miscellaneous

8 .1 Closure of Account

The Escrow Agent shall, at the request of the Company made on or after the

payment by the Company of all outstanding amounts under the Financing

y%5,855 >v 4 kW 7 l

ra ge : Q-I7

National I IipII\kak ; Authority of India Roquest ton Proposal

-PAR-1-111 : Non Technical Sel',cdule,

Documents / Concession Agreement and upon confirmation of receipt b\ the

Lendef : Rcnrescntative/ NHAL clove the I :;aov, rwcotnn and pay and 11,10,1111

standing to the credit thereof to the Contpain .

Not~\ithsiandimg anything to the contran contauied in this Agreement . this

Agreement shall remain in Hill force and effect till the transfer Date mentioned in

the Concession Agreement provided however if NI-IAI shall certify to tile Esclm~

Agent that Concession Agreement and/or the Concession has been ; terminated on

account o1' default o1 the ('ompany under the Concession Agreement . then

notwithstanding anything to the contrary contained herein . all the amounts standing

to the credit of the Escrow Account shall be dealt with in accordance with

provisions of Clause 3 .3 .? .

8 .2 Successors and Assignors

This Agreement shall be binding on and shall enure to the benefit of the Parties and

their respective successors and permitted assigns .

8.3 No Set Off

The Escrow Agent agrees not to claim or exercise any right of set off, banker's lien

or other right or remedy with respect to the amounts standing to the credit of the

Escrow Account . For the avoidance o1 doubt, it is declared by the Escrow Agent

that the monies and properties held by the Escrow Agent shall not be considered as

part of the assets of the Escrow Agent and being trust property, shall in the case of

bankruptcy or liquidation of the Escrow Agent be wholly excluded from the assets

of the Escrow Agent in such bankruptcy or liquidation .

8.4 Notices

8.4.1 All notices or other communications to be given or made under this Agreement

shall be in writing, shall either be delivered personally or sent by courier,

registered or certified mail or facsimile . The address for service of each Party and

Nalkmal Iliuho+avs Authomv of India Request for P~n~nn ;il PAR h-III Non Icchnical Schcdidc,

its Iacsimilr number is set out midei it, name on the signing pages hereto . All

notices shall be effective upon ;iCttral reccipl s.I\r that inhere a 1101 ;CC is rrceh-cd

after 5,30 p_m, on a Business Day or on o da\ that is not a Business Da%_ such

notice shall be deemed to be received on the fist Business Day following the dale

of actual rcceipl . Without prejudice to the Ibregoing a Party giving or making a

notice or communication by facsimile shall promptly deliver a copy of such notice

or communication personally, by cornier or mail to the addressee of such notice of

coil) nunication .

8.4 .2 Any Part, may by notice change the addresses and/or addresses to which such

notices and Conlinunicaiions to it are to be delivered or mailed . Such change shall

be effective when all the Parties have notice of it .

8.5 Waiver

Failure by any Party at any time to enforce any provision of this Agreement or to

require performance by other Parties of any provision of this Agreement shall not

be construed as a waiver of such provision and shall not affect the validity of this

Agreement or any part of it or the rights of the relevant Party to enforce airy

provision in accordance with its terms.

8 .6 Severability

If any condition, Clause or provision of this Agreement not being of a fundamental

nature, is held to be illegal or unenforceable, the validity or enforceability of the

remainder of this Agreement shall not be affected thereby .

8.7 Amendments

No amendment to this Agreement shall be binding unless in writing and signed by

the duly authorised representatives of all the Parties .

8.8 Governing Law

Notional IIiehnaa)% AulhoIitN iii Iodiu Request loi Propo.tel

----PAR 1-[1I . Non -Iechnieal ?ehadulr.

N-9

I his Au ice mclit shall be ,okerned b% and construed in accordance \t-iIli Injiau lak, .

ILc~ulafo~-~ Alaprnvals

The Escrme A~~ent shall use its best efforts to procure and shelf thereafter mainl:iin

and comply with all regulator) approvals required lot it to establish and operate the

Escrow Account . The liscrow Agent represents and warrants that it is not ax+are of

any reason why such regulatory approvals will not be ordinarily granted to the

Escrow Agent-

8 .10 Notification of Balances

Seven Business Davs prior to each Payment Date (and for this purpose tile Lsomk

Agent shall be entitled to rely on an affirmation by the Company and/or the

Lenders Representative/NHAI as to the relevant Payment Dates) . the Escrow

Agent shall notify the Lenders Representative/NHAI of the balance of the Escrow

Account as at the close of business on the immediately preceding Business Day-

IN WITNESS whereof the Company has caused its Common Seal to be affixed

hereto and to a triplicate hereof on the date first above written and the Escrow

Agent. NHAI and the Lenders Representative have caused the said triplicate to he

executed by the hands of their authorised officials .

SIGNED AND DELIVERED BY

. . . . . . . . . . . . . . . . . . . . . . within named Escrow Agent

by the hand of

an authorised official of the )

Escrow Agent )

NaGunnl Ili0h\eaNs nulhorin of India

Flu!farsimile Number:

At IenIion : . . . . . . . ._ . . . . . .

Request lot Proposal PAR f-III .1\1011'IechI,ieal Schedule'

SIGNLD AND DELIVERED b3

__ . . . . . ._ ., within named Lenders

," Representative by the hand of

r,� au authorised olficiai of the Lender :;

Representative

L

V

v

Address :

Fax/Facsimile Number :

Attention : . . . . . . . . . . . . . . . . . . . .

SIGNED AND DELIVERED by

NHAI within named by the hand of

an authorised official of the NHAI

Address :


Attention : . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Page : Q-21

Nil] umal If ighwarsAulhurin of IIldi ;i

'IIIF UOINIiM()N SLAT c)i- . . . . . .

ha, pursuant to the ResoILitLoin I

of II, Board of Directors pasmd in t

that behalfon the . . dal' of .- . . . . . . . 200 I

hereunto been affixed in the presence oh I

Shri . . . . . . . . and Shri . . . . . . . . . . . . . . . . . . I

Directors who have signed these I

Presents in loken thereof and

Secretary/authorised I

Person who has countersigned the Same in token thereof.

Address :


Request tin Yroposul PART-III Nun ItrhrdculSchedwc>

Attention : . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

National Highways Authority oh ludia Requcst far Proposal I'AR7-I If : Non Technic al Schedu les

SCHEDULE R

STATE SUPPORT AGREEMENT

THIS SUPPORT AGREEMENT is made at . . . . . . . . . . . . . . . . on this --day of__ 200 AMONG

I THE GOVERNOR OF THE STATE OF (Name of State) through tile Secretaiv, Ministry of-. , Government of (Name of State), having his Office at

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .(hereinafter referred to as `GO%-which expression shall unless repugnant to the context or meaning thereof include its successors and assigns) .

National Highways Authority of India, a statutory body constituted under the provisions of the National Highways Authority of India Act . 1988 . and having its principal office at G-5&6, Sector 10 . D\varka, New Delhi - 110075 (hercinaftet referred to as "NHAI" which expression shall unless repugnant to the context or meaning thereof include its administrators, successors and assigns),

AND

3 [ LIMITED], a company incorporated under the provisions of the Companies Act, 1956 and having its registered office at

(hereinafter referred to as the "Concessionaire", which expression shall unless repugnant to the context or meaning thereof include its successors and substitutes) .

WHEREAS

A. The NHAI intends to implement a project envisaging (Name of the Project) in the State of (Name of the State) , India on BOT basis (hereinafter referred to as the "Project Highway") .

B . The Ministry of Shippng, Road Transport & Highways, Government of India (MOSRT&H) had invited proposals for empanelment of BOT Entrepreneurs for Four-laning of National Highways (Non-NHDP) on BOT basis and empanelled the BOT Entrepreneurs .

C . NHAI had laid down and prescribed the technical and commercial terms and conditions for implementation of the Project Highway and had invited bids from the empanelled BOT Entrepreneurs vide Letter No . . . . . . . . . . . . . . dated . . . . . . . . . . . . . ("the Tender Notice") including, inter alia, the Consortium comprising . . . . . . . . . . . . I ., . . . . . . . . . . . . . . . . . . . . and . . . . . . . . . . . . . . . . . . . . (collectively the "Consortium") with . . . . . . . . . . . . . . . . as its Leader, for undertaking the work referred to in Recital À' above on BOT basis .

Page : R-1

Naniooal IhLlkn ;ps Aothorih on India Request fin Pro!,n :-,! PAR I-III : Non lechnrt.ul Schcdu!I'

1) . After en :fwitioii of th ;° hills ~, . recehed. MHAI had r:ereplcd the bid of the Consortlinn and issued ns Lcner of Acceptance No. witrd

(Ilie'LOA' ) n, the Consortium requiring- inter alia- the ,- .mccu!ion of a Conccssion Agreement pitrsua :v thereto .

E . The Cons;oifum has piontoted ,rid inenipoiaied the Concessionaire as :r lmikcd liability conipanv to enter into the Concession Agreement pursuant to the LOA for undertaking, inter alia . the design . engineering, financing, procurement . utility Shifting, , tree cutting , construction, operation and maintenance of the Project Highway on BOl basis as referred to in Recital À' and to fulfill other obligations of the Concessionaire pursuant to the LOA and has requested NHAI to accept the Concessionaire as the entity which shall undertake and full-ill and perform the obligations and exercise the rights of the Consortium under the LOA, including the obligation to enter into the Concession Agreement for the design, cnpmeering . financing . procurement, utility shifting . nee cutting ; construction, operation and maintenance of the Project Highway Oil BOT basic .

F. NHAI has agreed to the said request of the Consortium and has accord ung I\, agreed to enter into the Concession Agreement with the Concessionaire pursuant to the LOA for, inter alia, the design, engineering, financing, procurement, utilih shifting . tree cutting, construction, operation and maintenance of the said Proieci Highway on BOT basis .

G. GO*, NHAI and the Concessionaire agree that the implementation of the Concession including performance of its obligations by the Concessionaire under and in accordance with the Concession Agreement requires extensive continued support and grant of certain rights and authorities as hereinafter set forth by GO* which is an essential pre-condition for mobilization of resources therefor by the Concessionaire .

NOW THEREFORE THE PARTIES HERETO HEREBY AGREE AND THIS AGREEMENT WITNESSETH AS FOLLOWS:

DEFINITIONS AND INTERPRETATIONS

1 .1 For the purposes of this Agreement the following terms shall have the meanings hereinafter respectively assigned to them .

1 .1 .1 "Agreement" means this Support Agreement and all annexures hereto and amendments if any hereto made in accordance with the provisions contained herein in this behalf.

1 .1 .2 "Concession Agreement" means the Concession Agreement dated entered into between NHAI and the Concessionaire, and shall include all of its

Page : R-2

National I liehU-tn~ AWhom) of India Request lui Proposal PAR 1-111 : Non 1 echnical Schcdulcc

annexurcs and appendices and an ; amendments made ihcreto in accordance with the provision, contained in this hehalf therein . A cop :, of the said Concession Aeicemcnl is annexed hereto and marked 9s "Anncxure --A -

11 .3 . °Substhution Agreement" means the Substitution Agreement dated entered into between the Senior Lenders. NHAI and the Concessionaire providing Ini substitution of the Concessionaire by the Party (Selectee) selected by the Senior I,endet:s in the manner and subject to and on the terms and conditions set forth therein, A copy of the said Substitution Agreement is annexed hereto and marked as "Annexure B~ .

I-1 .4 . "GO* Support" means the obligations assumed and the facilities agreed to be provided by GO` to the Concessionaire hereunder or pursuant hereto-

1 .2 . The words and expressions beginning with or in capital letters used in this Agreement and not defined herein but defined in the Concession Agreement shall have. Unless repugnant to the context, the meanings respectively assigned to them in the Concession Agreement . Words and expressions used in this Agreement and neither defined herein nor in the Concession Agreement but defined in the Substitution Agreement shall have the meanings respectively assigned to them in the Substitution Agreement .

13 . In this Agreement unless the context otherwise requires-

(a) any reference to a statutory provision shall include such provision as is from time to time modified or re-enacted or consolidated so far as such modification or re-enactment or consolidation applies or is capable of applying to any transactions entered into hereunder ;

(b) the words importing singular shall include plural and vice versa. and words denoting natural persons shall include partnerships, firms, companies, corporations, joint ventures, trusts, associations, organizations or other entities (whether or not having a separate legal entity) ;

(c) the headings are for convenience of reference only and shall not be used in and shall not affect the construction or interpretation of this Agreement ;

(d) terms beginning with capital letters and defined in this Agreement shall have the meanings ascribed thereto herein ;

the words "include" and "including" are to be construed without limitation .

any reference to a "day" shall mean reference to a calendar day;

any reference to "month" shall mean reference to a calendar month;

Nalinnel III hw:ns Aulhorlh of lndin Rcqucsl to[ Propoaal PAR I -III Non Technical Schedules

(h) the Annexures and appendices to this Agreement tbrnt an integral part of the Agreement and till he in (Lift force and elf"ci :,s though they %~eie eNprCSSl\ set out in the bodv of this A_~rcvmenl :

(i)

(I )

any relerence at anv lime to any a~trccnicnt . deed, instrument . licence ni document of any description shall be construed as reference to than agreement, deed, insuument,. licence oi omci aocunteni as amended . varied, supplemented, modified or suspended at the time of such reference provided that this clause shall not operate so as to increase liabilities or obligations of GO* hereunder or pursuant hereto in any manner whatsoever .

References to Recitals, Clauses . Sub-clauses, Paragraphs . Annexures or Appendices in this Agreement shall, except where the context otherwise requires . be deemed to be references to Recitals . Clauses ; Sub-clauses, Paragraphs . Annexures and Appendices of this Al-reement .

(k) Any agreement . consent . approval, authorization, proposal, notice, communication, information or report required under or pursuant to this Agreement from or by any Party or Senior Lender(s) shall be valid and effectual only if it is in writing under the hands of duly authorized representative of such Party oi the Senior Leuder(s), as the case may be, in this behalf and not othenvise : and

(1) Any reference to any period commencing "from" a specified day or date and "till" or "until" a specified day or date shall include both days or dates .

(m) "Concessionaire" shall include the Selectee under the Substitution Agreement .

2 . TERM

2 .1 . This Agreement shall come into force on the date mentioned hereinabove and shall continue to be in full force and effect for the period the Concession Agreement is in force and effect including any extension thereof.

3 . SUPPORT OF GO*

3.1 . Upon and with effect from the date hereof, GO* agrees

(i) so long as the Concessionaire is not in breach of its obligations under this Agreement, to enable access to the Site to the Concessionaire for peaceful use of and operations at the Site by the Concessionaire under and in accordance with the provisions of the Concession Agreement without any let or hindrance from GO* or persons claiming through or under it ;

Naional Iliuh%+'.ns Authorit% of India Request for Pronnsai PA RT-III : Non 2chiucnl Schedules

(ii) subject to the Concessionaire complying N0h Applicable Laws. to pto, idc to the Concessionaire Applicable Peintits to the extent GO' 0r um Governmental Agency ofGO* is entitled to issue :

(iii) upon written request 1}om the Concessionaire . to assist the Concessionaire in obtaining access to all necessary infrastructwe facilities and utilities . including water, electricih and telecommunication facilities at rates and on terms no less tatorable to the Concessionaire than those generally available to commercial customers receiving substantially equivalent . services :

(iv) to ensure that no barriers are erected or placed by GO' or any Governmental Agency of GO* that interrupt free flow of traffic on the Project Highway except on account of any law and order situation or upon national security considerations : .

(v) to provide the Concessionaire with assistance through a dedicated team against payment of prescribed fee and charges, if anv . for

xulation oftraffic on the Project Highway : i -eL

(vi) to provide the Concessionaire with police assistance in the form of dedicated highway patrol parties against payment of prescribed costs and charges, if any, for patrolling and provision of security on the Project Highway;

(vii) to observe and comply with its obligations set forth in this Agreement;

to support, cooperate with and facilitate NHAI and the Concessionaire in the implementation of the Project Highway;

(ix) subject to and in accordance with the Applicable Laws, to assist the Concessionaire in the procurement of all Applicable Permits required from any municipal and other local authorities and bodies including Panchayats in the State of . . . . . . . . . . . . . . . . . . . .for the implementation of the Project Highway ;

(x) to ensure, subject to and in accordance with the Applicable Laws, that all relevant municipal and other local authorities and bodies including Panchayats in the State of (Name of the State) do not put any barriers or other obstructions that interrupt free flow of traffic on the Project Highway ; and

(xi) not to do or omit to do any act, deed or thing which may in any manner be violative of or cause the Concessionaire to violate any of the provisions of the Concession Agreement .

N;rtional Hiehma)s Aulhnrily of India Request 14tr Proposal PAR f -lilt inn I'cchnical Schednir,

3? . Nott+dthslandim, an

~thin to the contrary contained in iht~ Agreement . GO' may construct and opetatc either itself or have the same . inter ! ;cih and operated on ; 1301 basis or othernisc and PApresswav or other toll road . not being a hoc-pays . between inter alia . (Name of' Project Section) and . . . . . . . . . . . . . . . . . . . . . ..(tbc "Additional Tollwav ) . provided that such Additional f oll\rav shall not be opened to rralllc before expiry of 8 (eight) years from the Appointed Date or before achic\ emeut ofa traffic lr.el of R0 000 P (Vs per day on the Project l lighwa\-, \whichever is earkct

3 .3 . GO* agrees and undertakes that it shall not levy any additional toll, fee . charge of tax on the use of whole or any part of the Project Highway . GO* acknowledges the rights of Senior lenders and NHAI under the Substitution Agreement and hereby covenants that upon substitution of the Concessionaire by the Selectee pursuant to the Substitution Agreement, it shall be deemed for the purposes of this Agreement that as if Selectee is a Panty hereto and the Selectee shall accordingly be deemed to have succeeded to the rights and obligations of the Concessionaire under this Agreement on and with effect from the date of substitution of the Concessionaire b\ the Selectee .

4 . CONCESSIONAIRE'S OBLIGATIONS

4.1 . Concessionaire agrees and undertakes to perform, observe and comply with the following

(i) All Applicable Laws and Applicable Permits ;

(ii) The provisions of the Concession Agreement, the Substitution Agreement, and the Project Agreements; and

(iii) This Agreement .

5 . REPRESENTATIONS AND WARRANTIES

5 .1 . The Concessionaire represents and warrants to GO* that

(i) It is duly organized, validly existing and in good standing under the laws of India .

(ii) It has power and authority to execute, deliver and perform its obligations under this Agreement and to carry out the transactions contemplated hereby ;

(iii) It has taken all necessary corporate and other action under Applicable Laws and its constitutional documents to authorize the execution, delivery and performance of this Agreement ;

(iv) This Agreement constitutes its legal, valid and binding obligation enforceable against it in accordance with the terms hereof;

N:i000al Ilit_lm~i~ .s Autluntit) of ladin

(\7

Request for I'iuposnl PnR I III Non 7t-chnical Schedule

It is subject to civil and commerci-tl lmc~ of India with respect In this Agreement and h her,b\ cxp;cssl\ and Irrc\ocabh \vai\c` air; imnrttnny in any jurisdiction in respco thereol .

(vi) All the information furnished io the GO- pertaining to ilic Concessionaire includiq its constitution and existing and proposed shareholding structure is non, and shall be true and correct as on the Appointed Date and COD and the Balance Sheet and Profit and Loss Account of the Concessionaire for each of its Accounting Year after the Appointed Date to be furnished to GO' shall give true and fair view of the affairs of the Concessionaire .

(vii) The Concessionaire shall furnish a copy of its audited Balance Sheet within 120 (one hundred twenty) days of the close of its each Accounting Year after the Appointed Date and any material change subsequent to the date of such Balance Sheet shall be notified to GO' by the Concessionaire within :0 (thirty) days of it> occurrence . The Concessionaire warrants that the Balance Sheet and the information furnished as aforesaid shall be true and correct :

(viii) The execution, delivery and performance of this Agreement will not conflict with, result in the breach of, constitute a default under or accelerate performance required by any of the terms of the Concessionaire's Memorandum and Articles of Association or of any member of the Consortium or any Applicable Law's or Applicable Permits or any covenant, agreement, understanding, decree or order to which it is a party or by which it or any of its properties or assets is bound or affected ;

(ix) There are no actions, suits, proceedings or investigations pending or, to the Concessionaire's knowledge, threatened against it at law or in equity before any court or before any judicial, quasi judicial or other authority, the outcome of which may result in the breach of or constitute a default of the Concessionaire under this Agreement or which individually or in the aggregate may result in any material adverse effect on its business, properties or assets or its condition, financial or otherwise, or in any impairment of its ability to perform its obligations and duties under this Agreement ;

(x) The Concessionaire has no knowledge of any violation or default with respect to any order, writ, injunction or decree of any court or any legally binding order of any Governmental Agency which may result in any material adverse effect or impairment of the Concessionaire's ability to perform its obligations and duties under this Agreement ;

(xi) The Concessionaire has complied with all Applicable Laws and Applicable Permits, and has not been subject to any fines, penalties,

Page : R-7

Nalionel Ilighwava Aulhrnitt of ludu, Request for Proposal 1'AR I -III : Non I c c-finical ScllcJuic~

injunctive relic! or am other civil oi c:I ininal liabilities which in the agglegatc h Z!\- of ina: halve material ad~crsc effect on its financi,i : condilion of ii, abiiil : to pellurin ii ., ohli,glions and dulics nnd~i Ihis ~~gfeCrnC~tl .

(xii) i!ach Consortium Member v:as and is duh' organized and existing under the News of the jurisdiction of its incorporation and has

11 .1,

power and authority to consent to and has validly consented to the Concessionaire entering into this Agreement with the GO* ;

(xiii) No representation or N\airanty b) the Concessionaire contained herein or in am other document furnished by it to GO*, or to sm Governmental Agency in relation to Applicable permits contains or will contain an v untrue statement of material fact or omits or will omit to state a material fact necessary to make such representation or warranty not misleading;

The Concessionaire warrants that no sums have been paid or will be paid . by oi on behalf of the Concessionaire, to any person by way of fees, commission or otherwise for entering into this Agreement or for influencing or attempting to influence any officer or employee of NHAI, GOI or GO* in connection therewith ; and

(x v) The Concessionaire is subject to civil and commercial laws of India with respect to this Agreement .

5 .2 . GO* represents and warrants to the Concessionaire that

(i) It has full power and authority to execute, deliver and perform this Agreement .

(ii) It has taken all necessary governmental action to authorize the execution, delivery and performance of this Agreement ; and

(iii) This Agreement constitutes the legal, valid and binding obligation of GO* enforceable against it in accordance with its terms .

6 . SOVEREIGN IMMUNITY

6 .1 . GO* hereto unconditionally and irrevocably :

(i) Agrees that the execution, delivery and performance by it of this Agreement do not constitute sovereign acts ;

(ii) Agrees that should any proceedings be brought against it or its assets in relation to this Agreement or any transaction contemplated by this Agreement, no sovereign immunity from such proceedings, execution, attachment or other legal process shall be claimed by or

Page : R-B

National Ihehw~ivsAuthorvt\ of India I'rop " ,B' Request 101 PART-III . \ou l eehnical Schediar,

on hehall of itself or with respect to am, of its assets, to the extent pcrntitled h .' lw,~ . and

To the extent permitted by lair . vraives am right of s~~~crti~n imnuutitN . Nchieh it or its assets noiv has or may acquire in the lioul'e .

62 . Not withstandin ;= anithing to the contrary herein contained such waiver of fi,~nt n : intninnity shall not apply to

a) Property and assets of any consular or diplomatic mission or consulate of

b) Property belonging to the Defence services and such assets of the Union of India .

7 . Breach and Compensation

7 .1 . In case GO' is in breach of any of its obligations under this Agreement, which breach is not cued within 30 days of receipt of a notice in writing from the Concessionaire to GO* and NHAI and which has not occurred as a result of the Concessionaire's breach of its obligations under this Agreement or the Concession Agreement, GO* shall pay to the Concessionaire, all direct additional costs suffered or incurred by the Concessionaire, determined by NHAI as arising out of such material default by GO*.

7.2 . 6t case of any dispute by GO* on admissibility of the claim or extent of compensation determined by NHAI, the claim shall be settled as per provisions of the Dispute Settlement mechanism provided in Article IX of this Agreement .

73 . Any such compensation payable shall be paid to the Concessionaire, in one lump suns within 90 (ninety) days of receiving NHAI's determination of compensation .

8 . INDEMNITY

8.1 . The Concessionaire will indemnify, defend and hold GO* harmless against any and all proceedings, actions and claims for any loss, damage, cost and expense of whatever kind and nature arising out of design, engineering, construction, operation and maintenance of the Project Highway or arising out of any breach by the Concessionaire of any of its obligations under this Agreement or on account of failure of the Concessionaire to comply with, and observe Applicable Laws and Applicable Permits ;

8 .2 . GO* will, indemnify, defend acid hold harmless the Concessionaire against any and all proceedings, actions and third party claims for any loss, damage, cost and expense arising out of failure of GO* to fulfill any of its obligations under this Agreement adversely affecting the performance of the Concessionaire's obligations under the Concession Agreement other than any loss, damage, cost and

N.aional I liphma, s Author m ,d India: Request ioi Proposal PAR i-Ill' '=on 1 cchnica! sehcdula,

expense. arisim_ kaa of acts done in discuarge of their lamful functions b-\ {:O'_ its oil iceis_seirams. ndaacnts_

Without liinitin ;_ the gcneralil\ of Clause 8 . ;, fit(' GO''` shall indemnik the Concessionaire and shall save it harmless from and against am payments required to be made br the Concessionaire with respect to levy of any Local l axes l�-o~ ided nothhig contained herein shall be construed or interpreed as restricting in al\ tc a_~ or manner the rii-ht of GO' or any municipal, panclla\at or other local authorities to levy any taxes which they or any of them are lawfulh entitled to levy, impose or collect (the "l-Apected Taxes") . The Concessionaire shall not be entitled to and GO` shall be under no obligation to reimburse t:xpeeled Taxes to the Concessionaire or any person claiming through or under the Concessionaire :

8 .4 . In the event that either party hereto receives a claim from a third party in respect of which it is entitled to the benefit of an indemnity under Clause 8 or in respect of which it is entitled to reimbursement (the "Indemnified Party") within 14 (fourteen) days of receipt of the claim or payment . as the case may be.it shall not settle or pay the claim without the prior approval of the Indemnifying Party . In the event that the Indemnifying Party wishes to contest oi dispute the claim, it may conduct the proceedings in the name of the Indemnified Party and shall bear all costs involved in contesting the same . The Indemnified Party shall provide all cooperation and assistance in contesting any claim and shall sign all such writings, and documents as the Indemnifying Party may reasonably require .

9 . GOVERNING LAW AND DISPUTE SETTLEMENT

9.1 . This Agreement shall be governed by and construed and interpreted in accordance with the laws of India . The provisions contained in Clause 8 shall survive the termination of this Agreement .

9 .2 . Any dispute, difference or claim arising out of or in connection with or in relation to this Agreement which is not resolved amicably shall be decided finally by reference to arbitration to a Board or Arbitrators comprising of one nominee of each party to the dispute . Such arbitration shall be held in accordance with the Rules of Arbitration of the Indian Councill of Arbitration and shall be subject to the provisions of the Arbitration and Conciliation Act, 1996 . The Arbitrators shall issue a reasoned award . The venue of such arbitration shall be New Delhi, India . The Award shall be final and binding on the Parties .

10 . MISCELLANEOUS

10.1 . Alteration ofTerins

All additions, amendments, modifications and variations to this Agreement shall be effectual and binding only if in writing and signed by the duly authorized representatives of GO* , NHAI and the Concessionaire .

10.2 . Time or Indulgence Allowed

National Highways Authority of India Request for Proposal PART-III : Non'i echnical ~cheduln

An indulgence by one Pane to the other in respect of any obligation or matter hereunder including time tot perfoiinance to the other party hereunder or it) remed)" any breach hereof shall not be construed as a waiver of any of its rights hereunder . Such indulgence allowed bY the Pam may be on such terms and subject to such conditions as the Party giving it may specify and shall be kNithout prejudice to that Party's then accrued rights under this Agreement except to the extent expressly varied in writing when giving such time or other indulgence.

10 . ; . Severance ofTerms

If any provisions of this Agreement are declared to be invalid, unenforceable or illegal by any competent arbitration tribunal or court, such invalidity . unenforceability or illegality shall not prejudice or affect the remaining provisions of this Agreement, which shall continue in full force and effect .

i0 4 . Language

All notices, certificates, correspondence or other communications under or in connection with the Agreement shall be in English

10.5 . Notices

Any notice or communication hereunder shall be in writing and shall either be delivered personally or sent by registered post, with copy by facsimile transmission or other means of telecommunication in permanent written form . A copy of all the notices and communications will also be forwarded to the Lenders Representative . The service of notice shall, unless otherwise notified by a notice hereunder, be at the following address of the Parties :

IF to GO* :

Attn Fat ; no Tel no .

IF to the NHAI

Alto Fax no. Tel no .

Kouonalllighauys Aulhorhh ~dlndia

IF to the ('onceuinn,nre

Ann : Fax no . Tel no .

Rcyuest for vropo ; .il P,\R I-III . Nau hechnice! Sdicdia :^

The notice pursuant lie lctu ~N-ill he deemed to have been received on the date ashen such notice is in fact recei\ed b\ the addressee .

10 .6, Authorised Representatives

Each of the Parries shedl t,1 notice in writing designate their respective authorised representatives through whom only all communications shall be made. .A Parly hereto shall be entitled to remove and/or substitute or make fresh appointment of its such authorised representative by similar notice .

10 .7 . Original Document

This Agreement is made in three counterparts, each of which shall be deemed to be an original .

IN WITNESS WHEREOF THE PARTIES HERETO HAVE PUT THEIR BANDS HEREUNTO ON THE DAY, MONTH AND YEAR FIRST ABOVE WRITTEN.

FOR CONCESSIONAIRE

BY :

Name :

Title :

Pursuant to the resolution passed btthe Board of Directors of the Concessionaire In this behalf on the . . . . . . . . . .day of . . . . . . . 2005

FOR NHAI

BY :

FOR GO V'r. OF (Name of the State)

BY :

Name :

Title :

Page : R-12

Illw National I-lighwais .Audhoro of lnciia

Ills, Name

V41" l rile :

In the presence of :

Request !or Pntpu~l PAIR l -Ill Nor Technical ~,:hraalc%

.ficlredreie :~

SAFETY REQUIREMENTS

I . OBJECTIVE

1 .1 Safety of road users and Project workers is a vital requirement which the

Concessionaire has to attend during the Concession Period under the

Concession Agreement .

2 . SAFETY STANDARDS 2.1 Objective

2 .1 .1 The objective of safety standards is to provide safe travel to the drivers of vehicles plying on the Project Highway at all times of the day, throughout the year and provide protection to the Project workers when they are on the work . This Schedule delineates the safety standards in terms of construction zones signs and safety measures in work zones and during normal operations .

2 .1 .2 The guiding principles for safety measures shall include

(i) warning to the drivers unambiguously and sufficiently in advance of the situation on the highway,

(ii) providing clear demarcation for movement of vehicles ; (iii) providing devices to guide the drivers and their movements through

construction zones/lane closures/traffic diversions etc. (iv) protection to Project workers on work site-

2.2 Construction zone

In order to plan and provide appropriate traffic management and safety measures . it is

necessary to appreciate the concept of a construction zone. A construction zone can be

defined as an area of the highway which involves the conflict of the right of use

between the road users and authority responsible for the maintenance /improvement

of the highway . From traffic safety point of view, a construction zone comprises four

sub-zones (shown in Figure-1) as described hereinunder :

2.2.1 Advance Warning Sub-Zone

The advance warning sub-zone is meant to prepare the driver for-an alert behaviour �w:~~., ` a ~. and i s an esse~ any traffic control syste m . Tn~~'mt g.system shall

prepare the driver ,kell in advance by providing information regarding distance

extent and type of hazard ahead so that he can gradually reduce the speed of his

vehicle The information in this Sub-zone is conveyed mostly through a series of

traffic signs along its length,

2.2 .2 Transition Sub-Zone

The transition sub-zone is the area in which the traffic is steered and guided into and

out of the diverted path around the work sub-zone This is the most crucial sub-zone

from safety point of view since most of the movements are turning movements The

traffic in this sub-zone is mostly taken across with the help of barricades and

channelizers .

2.2.3 Work Sub-Zone

This is the actual area where construction or maintenance activity is taking place and the main concern, therefore, is the safety of the workers at the site from the plying traffic . The path of the traffic must, therefore, be very clearly delineated to avoid

intrusion of vehicles moving into the work area . The work sub-zones shall not be

close to each other and the distance between the two work sub-zones shall be such

that the flow of traffic can return to normal stream by permitting fast moving traffic to overtake slow moving vehicles . These distances shall preferably be 2 km on urban sections and 5 to 10 km on rural sections of the highway The length of work sub-zones will vary . The length of warning and transition sub-zones shall be basically

governed by the speed of approaching vehicles and shall be regulated as shown in

table S-1 below:

Table S-1 : Recommended Length of Construction Zones

Average Speed Length of Length of Length of Work

(kph) Advance Warning Transition Sub- Sub-zone (m)

Sub-Zone (m) Zone (m)

50 100 50

51-80 100-300 50-100 Varies

81-100 300-500 100-200

Over 100 1000 200-300

The traffic across these sub-zones is guided and taken with the help of various traffic control devices erected at the site-

S-2

2.2.4 Termination .huh-Zone

An information sign board shall be erected to inform road users of the end of

Construction Zone

2.3 Traffic Control Devices

Traffic control devices in the construction zones perform the crucial task of ~rarnincr,

informing and alerting the driver apart from guiding the vehicle movement ; so that

the driver of the vehicle as well as the workers on site are protected and safe passage

to the traffic is possible .

The primary traffic control devices used in work sub-zones are signs, delineators

barricades, cones, pylons, pavement markings, flashing lights etc Thev shall be such

that they are easily understood without any confusion, are clearly visible during day

and night, conform to the prevailing speeds in immediate vicinity, stable against

sudden adverse weather conditions and are easy in installation, removal and

maintenance.

2.3.1 Signs

The construction and maintenance signs fall into the same three major categories vtz regulatory signs, warning signs and guide signs as other traffic signs do . The IRC 6%-2001 (Code of Practice for Road Signs) gives a comprehensive list of traffic signs to which the size, colour and placement of signs shall conform. These signs shall be placed on the left hand side of the road. Fig 2 shows typical positioning of signs Some of the common type of signs which shall be provided in construction zones are discussed in the following para and shown in Fig 3

2.3.1.1 Regulatory signs

Regulatory signs mean legal restrictions on the traffic . They shall be used only in consultation with the local police and /or authorities. The most common types for use in construction zones are "Do not Enter", "Road Closed", Give Way to Pedestrians" . "Speed limit" etc. 2.3 .1 .2 Warning Signs

The most common type of warning signs to alert the drivers of the possible dangers ahead in constructio~t es are "Lane Closed", "Diversion to rriageway'

»� , w 0 ~ ~ ASS S-3

"Divided Carriageway Starts", Divided Carl ag eway Ends- and ' fwo Way Traffic"

etc . Sometimes it might be advisable to explain these signs with the help of a

rectangular definition plate of size appropriare to the size of warning triangle and placed 0 . 1 5 in below. from the bottom of the triangle .

2 .3 .1 .3 Guide Signs

Guide signs in construction zones shall have different backi=round colour than the normal informatory signs of IRC : 67-2001 . These signs shall have black messages and arrows on yellow (Traffic Yellow of IS . 5-1978) background . The commonly used guide signs are . "Diversion", "Road Ahead Closed" and "Sharp Deviation of route" etc .

2.3.2 Delineators

These channelising devices such as cones, traffic cylinders, tapes, drums are placed in or adjacent to the roadway to guide the drivers along a safe path and to control the flow of traffic . These shall normally be retro-reflectorised for night visibility . IRC 79-1981 (Recommended Practice for Road Delineators) gives details of some of the delineators . The other delineators are discussed in following paras .

2 .3.2.1 Traffic Cones and Cylinders

Traffic cones shall normally be 0.5m to 0 .75m high and 0.3m to 0.4m in diameter or in square shape at the base . These are mostly made of plastic or rubber with retro reflectorised red and white band and have suitable anchoring so that they are not easily blown over or displaced, it might be preferable to use double cones; one over the other . The cones shall be. placed close enough together to give an impression of

the continuity . The spacing shall be 3m (close) to 9m (normal) . Larger size cones can

be used for high speeds or where more conspicuous guidance is required .

2.3.2.2 Drums

Empty bitumen drums (made of metal) cut to the required height can be used as channelising devices since they are highly visible , give the appearance of being

formidable objects, thereby commanding the respect of the drivers . These drums can

also be of plastic which are lighter, easy to transport and store As delineators, these

drums shall be about 0 .80 to I m high and 0 .30m in diameter . They shall be painted in

circumferential strips 0 .10 m to 0.15 m wide, alternatively in bla hite colours ',Z ~\

b~s~ aYSt

S-4

2.3 .:3 Barricades

Whenever the traffic has to be restricted from entering the work areas, such as excavations or material storage sites so that protection to workers is provided or these is a need for separating the nvo way traffic, barricades can be used . The barricades can be portable or permanent type and can be made of wooden planks, metal or other

suitable material . The horizontal component facing the traffic is made of 0 .30 m wide wooden planks joined together and painted in alternate yellow and white strips of 0 1 5 m width and sloping down at an angle of 45 degree in the direction of the traffic Fig 4 shows three types of barricades . Types 1 and II are portable type useful for smal' works and Type Ill is permanent type, suitable for major work areas . Suitable support or ballasting shall be provided so that they do not over turn or are not blown away in strong winds . In case of a permanent type barricade, a gate or movable section shall be separately provided to allow the movement of construction/supervision vehicles

2.3.4 Flagmen

In large construction sites, flagmen with flags and sign paddles shall be effectively used to guide the safe movements . The flags for signalling shall be 0 .60 m x 0 .60 m

size, made of a good red cloth and securely fastened to a staff' of approximately l m in length. The sign paddles shall conform to IRC : 67-2001 and provided with a rigid

handle .

2.4 Safety & Management Practices

Measures for providing safe movement of traffic in some of the most commonly occurring work zones on highways shall be as follows

2.4.1 Detour on Temporary Diversion

In the cases of major repairs or reconstruction of cross drainage structures on a highway section, damaged due to flood etc., the traffic may have to pass on a diversion, moving parallel to the highway.

-5

2.4.1 .1 A temporary diversion road shall basically satisfy the folic~:iacg

requirements

i) it shall have smooth horizomal and vertical profile with smooth vertical and horizontal curves .

ii) it shall not get overtopped by flood or drainage discharge under any conditions . iii)it shall have adequate capacity to cater for the diverted traffic ;

iv)it shall be dust free and shall ensure clear visibility at all times ofday and niLht .

v) It shall be provided with the required safety standards , and

vi)It shall be provided with suitable barricades to prevent intrusion affecting the

movement of the traffic

2 .4 .1 .2 The warning for the cons'cruction ahead shall be provided by the sign "Men at Work" about 1 kni earlier to the work zone . In addition, a supplementary plate indicating "Diversion 1 km ahead" and a sign "Road Closed Ahead" shall be placed . It shall be followed by "Compulsory Turn Right/Left Sign" 'File

"Detour" and "Sharp Deviation" sign shall be used to guide the traffic onto the

diversion . Hazard markers shall be placed just where the railings for the cross drainage structures on the diversion starts . Figure 5 illustrates a typical

arrangement according to the above plan .

2.4.2 Partial Closure of existing two lane Carriageway

2 .4 .2 .1 Such an eventuality will arise only in a special situation where. the existing two lanes in use for the main traffic need emergency repairs and the new lanes under construction are not available for diversion of the traffic . It will becomc

necessary to carryout special repairs through partial closure of the existing two

lane facility .

2 .4 2.2 In the said situation care shall be taken that the traffic is guided from the

closed lane onto the operating lane without conflicting with the traffic from

opposite direction .

2.42 .3 The warning sign for "Men at Work" shall be the first sign to be seen by the drivers of the approaching vehicles . This sign shall have supplementary plate also showing the distance of work zone . The next warning sign shall be for the "Road Narrowing" (depending upon the lane closure) . Compulsory "Keep Right" or "Keep Left" sign depending upon the situation shall be provided at the beginning of the transition zone and taper . The point from where the traffic: is to deviate from its normal path, the channel for traf be clearly

S-6

marked with the aid of painted drums or traffic cones . The spacing of these

cones and/or drums shall be about 9 m or closer as per site requirement

The traffic lane or carriageway closed' sign shall also be provided at

barricades along with "Keep Right/Left" sign A typical layout of si=ns for a

nib lane carriageway having one lane closure is shown in Figure 6 .

2.4.3 Closure for Work on one side Carriageway of a 4 lane divided carriageway

The first sign shall be for the "Men at Work" alongwith distance plate for construction zone. Thereafter the sign for "Road Narrowing" shall be provided, followed by the signs for lane closure one after another This shall

be followed by sign for compulsory "Keep right/Left (depending upon site

situation) .The sign for the "Closure of carriageway" along with that for "keep Left/Right" shall be provided at the point from where the vehicle is expected to change the lane for the diversion . The sign for the "Diversion to the other

carriageway" shall be provided between the "Carriageway Closure" sign and

the median gap . The sign for "Sharp Diversion of Route" along with

compulsory "Turn right/Left" shall be provided at the location where the gap

in median opening starts and traffic is expected to get diverted to the other

carriageway . The warning signs for "Two way traffic" alongwith the plate

indicating the distance upto which the two way traffic is allowed, shall be placed at the median which shall be to the left of the moving traffic . Cones of painted drums shall be placed for delineation, starting from the sign location

for "Carriageway Closed" . A Typical arrangement is shown in Figure 7 .

2.4.4 Carriageway Repairs

When the work is of small magnitude, to be done in the middle of the

carriageway, such as minor repairs of potholes, cracks and patches, then the

traffic control measures shall mainly consist of providing cautionary signs of

"Men at Work", about 500m before the work zone for the approaching vehicle

and other cautionary sign of "Road Narrows", shall be placed at I 00m ahead

of work area . Regulatory sign of "Keep Left/Right" shall be placed at the

commencement point of the work zone and next to the barriers for the

approaching vehicles . Movable type of barriers shall also be placed on both

sides of the work area . Cones or drums shall be placed at suitable interval to

demarcate the work area . The "Work Zone Ends" sign shall be installed 120m

beyond \1 e c area. If the operation is to contit]ue_-uTing night time .

. ~YS.~ /c: AYt > S-7

necessary lighting arrangements t~ith Bashing lights shall be provided .

T ypical arrangement is shown in Figure S,

2 .4.5 Construction of New Carriageway

2.4.5.1 Urban Section of the Project Fhghway

a) The service roads on either side together with side drains shall be constructed initially .

During this period the main traffic shall use the existing two lane carriage" ay .

The construction traffic in the work zone shall be safely brought out from the main stream traffic by erecting appropriate signs at the beginning of the work site . Also on return it will be amalgamated with the mainstream traffic by erecting appropriate signs at the end of the work site . It shall be ensured that there shall be identified entry and exist points duly designed so that haphazard

entry or exit of construction traffic is avoided . Conflicting turning movements

shall be avoided . Fig . 9 illustrates the safety measures taken during

construction stage-] in urban sections,

b) On completion of the Stage-I_ the main traffic shall be diverted on their respective directions on to the newly constructed service roads and the

additional four lanes shall be constructed (2 lanes on each side) of the existing :

carriageway duly including the 1 .5m wide central median . During this stage;

position of different signs/ delineators/barricades to ensure safety of workers

and road uses shall be as illustrated in fig 10

c) On completion of the divided 4 lane carriageway of the project highway, the

main traffic from the service roads shall be restored on them and informatory signs shall be installed as illustrated in fig.11

2 .4 .5.2 Rural Section of the Project Highway

In rural section the stew 2 lane carriageway and the central median shall be

constructed eccentric to the Centre line of the existing carriageway . During

this construction phase, the existing two lane carriageway shall be used for the

main traffic . The construction traffic using the existing highway shall be

guided on to the work zone and allowed to return to the main traffic stream

safely . For this purpose identified exist and entry points duly designed shall be

provided . It shall ensure against haphazard entry or exist of the Construction

Traffic to/from the existing highway . Conflicting turning movements of the

Construction traffic shall be avoided . During this phase, si be as shown i n Fig.9 on the construction side of the road

On completion of the new 2 lane carriageway and the median throughout, the

traffic on the existing highway shall be diverted on it and the strengthening o

the existing 2 lanes and adding paved shoulder to it shall be taken up Layout

of signs and safety measures for this construction phase shall be as illustrated

in f&7 .

2.5 Safety Measures During Normal Operation

2.5.1 Introduction

Parking of vehicles on the carriageways leads to accidents many a times .

further, the fortuitous vehicle and/or debris on the carriageway are the cause of

further accidents besides obstructins the smooth flow of the traffic . For smooth and normal flow of the traffic on the project highway, the actions

stated hereinunder in 2 .5 .2 would be taken for the normal operation of the

Project Highway .

2.5.2 Highway Patrol Highway Patrolling shall be done to ensure safe, uninterrupted and smooth traffic flow so that (1) no parking of a vehicle on any of the divided carriageway takes place

at anytime .

(ii) Immediate assistance is provided to accident victims and their rescue as per clause 18 .8 .2 of the Concession Agreement .

(iii) Minor debris and stalled vehicles are removed from carriageway within an hour's time,

(iv) In the incident of traffic congestion, adequate measures shall be taken

to mitigate the same in maximum one hour's time and the approaching

traffic is duly cautioned about it

2.5 .3 Safety, Vehicle Breakdown and Accident 2 .5 .3 .1 In case of unsafe condition, vehicle breakdowns and accidents . the

Concessionaire shall follow the relevant operating procedures, which shall include the setting up of temporary traffic cones and lights as well as the removal of obstruction and debris expeditiously as per clause 18 .8 .1 of the Concession Agreement.

2 .5 .3 .2 The Concessionaire shall ensure that any diversion or interruption of traffic is remedied without delay as per clause 18 .8 .1 of the Concession Agreement.

2.6 Safety i'vieasures During Concession Period

2 .6 I Durine the Concession Period or extension thereof as per the Concession,

Agreement many activities are involved at different stages and at various

periods in respect of construction, operation and maintenance of the Project

Highway . Safety of the road users and the Project workmen at site is of

paramount importance and obligatory for the Concessionaire throughout the

said period .

2 .62 In Emergency arising on account of Force Majeure due to nature of

administrative reasons especial safety measures may be called for the traffic

and/or the workmen at site to be taken by the Concessionaire .

2_6 .3 The following principles shall be kept in view in Emergency situations from

safety considerations :

2 .6.3 .1 Where part width of the existing 2 lane carriageway is envisaged to be used

for passage of two way traffic, paved shoulders shall be used on the side on

which work is not proposed . A maximum of one lane (3 .5 m wide) closure

shall be allowed for a short duration depending on the extent on Emergency .

2 .6 .3 .2 At the points where traffic is to deviate from its normal path, the channel for traffic shall be clearly marked with the aid of pavement markings or other similar device as directed by the Independent Consultant . At night the passage shall be delineated with lamps or lanterns or any suitable light source

2 .6.3 .3 On the approach of any type of closure suitable regulatory/warning signs as

approved by the Independent Consultant shall be installed for guidance of road

users . At least two signs shall be put up one lose to the carriageway where

transition of carriageway begins and the other 120 m ahead The signs shall be

of approved design and of reflectory type as directed by independent

Consultant .

2.6.4 The Concessionaire shall ensure that safety standards specified in this schedule are strictly complied with in the event of any lane closure or diversion of traffic .

2.7 Safety of Project workmen at Site

2.7 .1 Safety of the Project Workers at site during duty hours is the responsibility of the Concessionaire . It shall be ensured by him that safety measures appropriate for the job a workman performs shall be provided .

2.7 .2 Also, safety measures against accidents of the Workers by the traffic using the

highway and/or diversions shall be taken . The Concessionaire shall provide

S-10 (j

`_ 7

helmets and protective chest vests to its workmen at site and make it compulsory for them to wear the same .

2 7 3 j he Concessionaire shall insure all the Project Workers against accident

2.7 4 Labour Laws in force shall be followed .

2.8 Safety Requirements

2,8 .1 Safety of Road users and workers on the Project Highway during its

Construction, Operation and Maintenance is obligatory and the Concessionaire shall be fully responsible to discharge it in terms of the Concession Agreement

including its Schedules .

2 .8 .2 In case of emergency situations the Concessionaire shall take action(s) for the safety of the road users and the workers as required by the site conditions immediately without waiting for consultation with the Independent Consultant and/or MORTH because any delay in it will not absolve the Concessionaire of its responsibilities under the Concession Agreement including its Schedules .

2.8.3 A breach by the Concessionaire of its obligations in respect of the safety standards shall be dealt with in terms of clause 18.8.3 of the Concession Agreement .

~ r r r r c r r r r ~ r r r r r r r f r r r r r r r t r c r r t` r c c r

ADVANCE WARNING SUB-ZONE

TRANSITION SUB-ZONE

-Fr lp

f WORK

SUB-ZONE

CONSTRUCTION ZONE

TERWNATION

SUB,ZONE

End

NOTE: 1 . Flashing beacon to be wed during night. 2 One way or two way traffic to be permitted by

flagman depoending upon the langht of work-sub zone, troffle worthy width available and troffle volumes

Fig. 2 Typical Layout of Construction .Zone On The Fx.isting Two Lane CarriageWA

CONES OR DRUMS - --/-~

WAPOlNRY fl RRIfADE

V

t

HOTS : Floshing beoton io be used during night

Fig. 3 Layout of Signs For Work Zone in , . .; . ( Lane of 4 Line Dual Carriageway

i

t.

of Reftective Bold Paint J

Yellow Centre Barnar Line 15mm Thick- solid

L

NOTE 1 . noshing beacon to he provided during night. 2. Locations for construction traffic exit/entry

tentative only and can be shifted to other locations depending upon site requirements .

r

IN PROGRESS - SiRENTHERNING/REHABI-ITATION

DELENEATORS (CONES OR DRUMS)

STRENGTHENING/ RE CONSTRUCTION IN PROGRESS

t1 l I

NOTE :-

Flushing beacon to be provided

Fig. S Layout of signs for Traffic Diversion From

NEW CARRIAGEWAY

A

75O,

r-2~6,.

NEW ::RaIt~EWj; ;

fi Tom

Carriagewat to New Cwriageway for Strenth on From One Median to other Median

cr(

h . [. II I-

. 1 r

L J

sung I e

L

l5mm Thick-void Centre Barrier Line of Reflective Bold Paint

Raflectorleed r~eat Deli

a I org

.2m c/c

Fig. 6 : Layout of Traffic Control device for Change to New Carriageway for Strenth

ction Existing Carriageway.

~Vmr

L

L

IM i .ONG V1ITH 1

F'>

--RCFIECTO<<I SE .-OCLINEATORS

iii

ruby/ Exit conatractlon Trorfc

Pavement Barricades 1m Long with Im Gap

C~~

NOTE 1 . Flashing beacon to be provided during night

2. Locations for construction traffic exit / entry tentative only and can be shitted to other locations depending upon site requirements .

,g -. 8 Layout of Trafc Control Devices for Urban Section`- (Stage e II) Construction of 4 Lane Divi

w

v Permanent 9arlcades lm Long with 1m Gap

Service road footpath and side drain under ConstrucPiou

NOTE :- Flashing beacon to be Provided during night.

Fig. 9 Layout of Traffic Control Devices for Urban Section {S 'e - ,n of service road, footpath and side drain

kbw

:~..z,rr:y 1 IV

GwUtt:~a'CS

Rood [heed Do oat enter 0 .e K-y ;-C09:rn'

Cl ;

Lnn . ct .. .d (two Ian . road)

Regulatory signs

Di ...ion to the other corrlagawoy

Dual conicgewoy Dual coriageway Two way trofa .tans end .

(a) Warning signs

Dillonee to Indic.0on of diversion di.ion

rood

cc

Row for R~bion.

OOAO CCm AIM

Road i..d al .. .d

Sham d.vio0an ^r .t. Reetriction end Croe.over in

(a) Guide signs

dual Carriageway

Fig. 10 Regulatory Warning And Guide Signs For a Construction Zone

v ~a-,s_~ .n~n_: +..x~x=.->.. . .==.z ~ a,~e~+ss..~ s±.êrrrnrw.wro~e+--y ~x. .~ .~r. .-< . - .ee~aex..v:.ea. .ssa .1^msxxex+ .rc cane-.arz ~:-,aavr.-..gym-

1m Nln~m

/ %45"

``

300mm x 40mm IAu .d wood planks

0 Type of support

varies

Alternate yellow-and white strips 150mm wide

Steel or wooden supports

Portable Barricade

f ~r

Portable Barricade

securedly to vertical posts 300mm x 40mm bolted

Hard wood planks

45'

SOOmm x 50mm x 6mm 75cm Angle iron

300x300x3mm M.S . Plate welded to angle iron

Permanent Barricade

Fig. 11 Portable And Permanent Barri

\riwnal Hitlm :t%s Auihorih of hidij Request !iii Pmrmci1 11 : k h-III : Icon :cchnical \cncAUlcs

.SCffF_f3CIf-t : s

CRITERIA FOR LIS7' O[' C[iAIZ"I'E[ZEI) ACCOUNTAN'FS

Selection of the Chartered Accountants for a nurtually aarccd list shall consist ol the followitnt steps

I " Shortlisling ofChartered Accountants by the NI IAI 2 . Issue of Letter of Invitation (Lot) along with Perms of Reference to shot listed

Chartered Accountants . ; . Evaluation of Technical Proposal and selection of maxinuml of 15 (fifteen)

Chartered Accountants . 4 . Pornarding list of 15 (fifteen) Chartered Accountants to Concessionaire to select

a maximum of 10 ('te.n) .

SELECTION COMMITTEE FOR SHORTLISTING

A Selection Committee shall do the selection ; the members of this committee shall be nominated by the NHAI.

Shortlisting by NHAI

For shortlisting, NHAI shall advertise for Expression of Interest (Eol) to serve as Statutory Auditors/ Chartered Accountants for the ongoing National Higho\ac (NH-(NH No.)) improvement project . The Eol will ask for summary information on ;

" Number of Partners and Professional Staff " Experience of the firm on roads projects " Presence in India and in the region " Experience of the firm on other similar work in other sectors .

2 . Request for Technical Proposal

The request for technical proposal shall be sent to the shortlisted firms . This shall include a Terms of Reference (ToR) besides information (Data Sheet) to the firms . It shall contain the guidelines for the preparation and submission of technical proposals by the firms .

The ToR shall include the following details

I . Project background

Page : T- I

National l ighaars .Awhoiill of India Request lot Pnoposa ; PAR 1-11I Non-IechnicalScbcwdc.

? . Oh jccll~rs 3 Scope of son ic(,~ 4 . Imcraciionkvid ,N'IIAI i_ Reporting rcyuiicmeln 6 . Pcrfofnrance clause 7_ Consultant's Proposal 8_ Period o1 Services

Evaluation of Technical Proposal

The technical proposals received front shortlisted firms shall be evaluated based on the following

" Specific experience of the firm related to the assignment Adequacy of the proposed work plan and methodologS in response to the ToR Qualifications and competence of the key staff for the assignment .

National Ifghwurs Authnii(I\ o1 ludia Request rot Roposei I'Alt[ III : Nou lechow,'d SchcJun_

SCII.EDULF- t

SUBS'TITUTION AGRGF;IVIEN'I'

THIS SUBS] I I U HON MGI;EG ;MGNl- is made at New Delhi on this the day nt

--- 200- .

BETWEEN

THE National Highways Authority of India a statutory hody constituted under

the provisions of the National Highways Authoriq, of India Act, 1988, and having

its principal office at G-5K6, Sector 10, Dwarka, New Delhi - 110075 (hereinafter

referred to as "NHAV' which expression shall unless repugnant to the cunnext or

meaning thereof include its successors and assigns),

2 . . . . . . . . . . . . . . . . . . . . . . . .. . . . . . .LIMITED, a company incorporated under the provisions of the

Companies Act, 1956 and having its Registered Office at

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (hereinafter referred to as the "Concessionaire" which

expression shall unless repugnant to the context or meaning thereof include it

successors and assigns),

AND

3 . a Bank constituted under . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ._ . . and

having its registered office at acting for itself and for and on

behalf of the Senior Lenders listed in Schedule 1 hereto (hereinafter referred to as

the "Lenders Agent") .

(NHAI. the Concessionaire and the Lenders Agent are hereinafter collectively

referred to as the "Parties" and individually are hereinafter referred to as "Party") .

WHEREAS

A . By the Concession Agreement dated . . . . . . . . . . . . . . . . . . . . . . . . entered into between the

NHAI and the Concessionaire, NHAI has granted to the Concessionaire the

Concession for 4-laning of (Name of the Project) in the State of (Name of the

State), India on Build, Operate and Transfer (BOT) basis subject to and on the

National Higlurays Authority of India Request tiu Proposal PART-III . Non Technical Schedules

terns, conditions and covenants set forth in the said Concession Agreement Or

forming part thereof.

13 . With a view to help facilitate obtaining of financing for the said Project by the

Concessionaire so as to enable the Concessionaire to build, operate and maintain

the same pursuant to and in accordance with the Concession Agreement, the

Parties have agreed subject to the terms and conditions of the Concession

Agreement and the Financing Documents, that the Senior Lenders shall have the

right to substitute the Concessionaire by a Selectee for the residual period of the

Concession in the circumstances and on the terms, conditions and covenants

mentioned herein below .

C . As a condition to making any disbursement pursuant to the Financing Documents,

the Senior Lenders have required and it is deemed necessary and expedient to

record the terms, conditions and covenants of the above agreement between the

Parties .

D . The Senior Lenders have appointed and nominated the Lenders Agent to act for

and on their behalf inter alia, for the purpose of executing this Agreement .

NOW THEREFORE THE PARTIES HITHERTO HEREBYAGREE AND THIS

AGREEMENT WITNESSESAS FOLLOWS.

ARTICLE I

DEFINITIONS

1 .1 For the purpose of this Agreement, the following terms shall have the meanings

hereinafter respectively assigned to them

1 .1 .1 "Concession" means the bundle of rights, obligations and covenants of the

Concessionaire under and as set forth in the Concession Agreement .

1 .1 .2 "Concession Agreement" means the Concession Agreement dated . . . . . . . . . . . . . . . . . . . . .

entered into between NHAI and the Concessionaire granting the Concession to the

Concessionaire in respect of the Project Highway and includes without limitation

any amendments thereto made in accordance with the rovisions contained in this

behalf ther

Page : U-2

National lin_h"a~s Aulhonh of India Request Inr Prolin,nl I' :1it I-IIL Non Technical tiChcdnlc,

I .I, i "I .vent of Delaulf, means occurrence of am of the Influx+infl dents

(i) A f4alcrial Breach by the Comessu,n:iue of Ih~ ( oncession Agreement . : ;i

the occurrence of a (;oncessiunLire !Acne k-! Dclault as defined in ill,

C oncessiolt Agreement,

A material delault in pa.Nnient by the Concessionaire to all or any of the

Senior Lenders under the FinancinL Documents . of and two instalments .

either of principal or interest nl both. due and payable by it on accomv of

Lenders Dues .

(iii) Any event of default under or breach of alt\ of the terms of any of the

Financing Documents or Project Agreements concerning the Project t+hich

in the sole opinion of the Lrtdcrs Agent is triatciial or major and Mtich

may seriously affect the ability of the Concessionaire to meet its payment

obligations to the Senior Lenders under the Financing Documents oi to

design . engineer, construct . complete, operate and maintain the Project

Highway pursuant to and in accordance with the Concession Agreement .

1 .1 .4 "Financial Assistance" means the loans, advances and other funding assistance

including any syndicated/ participation facility provided to the Concessionaire by

the Senior Lenders as set forth in Schedule 11 hereto for financing the whole or any

part of the Project Cost,

1 .1 .5 "Financing Documents" means the documents executed/ to be executed by the

Concessionaire or entered/to be entered into by the Concessionaire with the Senior

Lenders and/or the Lenders Agent in respect of the Financial Assistance and

include loan agreements, guarantees, notes, debentures. bonds and other security

agreements and other documents relating to the Financial Assistance and brief

particulars whereof are set forth in Schedule 11 hereto in relation to each Senior

Lender .

1 .1,6 "Lenders Agent" means . . . . . . . . . . . . . . . . . . . . . .�� , a Bank established under

the provisions of the . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . and having its principal office at .

. . . . . . . . . . . . . . . . . . . . . . . and any replacement thereof appointed by all the Senior

Lenders, inter alia, on the condition that as security for the Financial Assistance

they shall have the right to seek transfer and assignment of the Concession

Page : (l-3

:SAY%x+ Sw]~7~ .+ . ~ . Term.

National tlighmats Aulhoril~ (if lndiu Request fol fibpns .~l MV 1-111 : Non hechnical Schcnm, : "

Agreement including the Couresaion in accordance with the provisions tit 1.11%,

Agreement

1 .1,7 "Lenders Certificate` shall haac the mcauing ascrihed thereto in Clause 3 .31bj .

I .I .h "Lenders Dues' means the aggrrgme of all monies owned b) [lie Concessionave to

the Senior Lenders under the Financing Documents on account of principal

thereunder for funding the Project Cost . and all accrued interest, additional interest .

liquidated dama~-,es . commi inent fees . commission, prepayment premium . costs .

charges and other monies including financing charges and fees owned hk the

Concessionaire to the Senior Lenders for the Project up to the Transfer Date .

payable under the Financing Documents .

I . 1 .9 "Notice of Default' shall have the n;eaning ascribed (hereto in Clause 2 .2(a)

1 .1 .10 "Proposal" shall have the meaning ascribed (hereto in Clause 3 .1(iii) .

I .1 1 I "Project Agreements" means (his Agreement, the Concession Agreement and other

agreements and contacts entered into by the Concessionaire with NHAI and

others relating to the Project and brief particulars whereof are set forth in Schedule

111 hereto .

1.1 .12 "Project Cost" means the total capital cost of (he Project up (o the COD as

approved by the Senior Lenders .

1 .1 .13 "Senior Lenders' means the financial institutions, trusts, funds, banks and such

other persons who have provided or agreed to provide the finance to the

Concessionaire under any of the Financing Documents for meeting all or any part

of the Total Project Cost and who hold pari passu charge on the Project Assets .

1 .1 .14 "Selectee" means a new Concessionaire proposed by the Senior Lenders pursuant

to this Agreement and approved by NHAI for substituting the Concessionaire for

the residual period of the original Concession by amendment of the Concession

Agreement or by execution of a fresh Concession Agreement .

1 .1 .15 "Substitution Notice" means the notice given by the Lenders Agent pursuant to

Clause 2 .2 (c) of this Agreement.

1 .2 The words and expressions beginning with or in capital letters used in this

Agreeme t defined in the Concession Agreement , shall have, unless repugnant

Page : U-!

NaOmal 141e11%1 d ~%, Aulhoil(N i ! India Rcqucsr I,n f=n,rn ::al PAR I-i!! . N.w t.cluuc,d ~ .Lc.lturr

to the contest [lie meanings respectively a,;!gned to them i ;l the Conce� !o ;t

Aereenirnt .

1- ; In this A-reemew unless the contest othen~isc ieyniIC ;

a) an reference to ; : stahuorr provision shall includr such III-ONISiUn it

florin time to time modified of re-enacted of consolidated so far a~ ;uih

moditicauon or re-enacunent or consolidation applies or is capable of

applving to anv transactions entered into hereunder :

b) the words itnpolting singular shall include plural and vice versa, and ccoids

denoting natural persons shall include partnerships . firms, comp,inies .

corporations . ,joint ventures, trusts . associations, organisations or other

entities (whether or not having a separate legal entity) :

c) the headings are for convenience of reference only and shall not be used in

and shall not affect the construction or interpretation of this Agreement :

d) terms beginning with capital letters and defined in this Agreement shall

have the meanings ascribed thereto herein ;

e) the words "include" and "including" are to be construed without limitation ;

f) any reference to a "day" shall mean reference to a calendar day ;

g) any reference to "month" shall mean reference to a calendar month ;

h) the Schedules to this Agreement form an integral part of this Agreement

and will be in full force and effect as though they were expressly set out in

the body of this Agreement ;

i) any reference at any time to any agreement, deed, instrument, licence or

document of any description shall be construed as reference to that

agreement, deed, instrument, licence or other document as amended,

varied, supplemented, modified or suspended at the time of such reference

provided that this clause shall not operate so as to increase the liabilities or

obligations of NHAI hereunder or pursuant hereto in any manner

whatsoever;

J) references to Rrecitals ,Articles, Clauses, Sub-clauses, Paragraphs,

exures, Appendices or Schedules shall, except where the context

Page : U-5

NaI onal I Ii Iov.n c ALiII oriI) of India Request for Proposal PAR I -III . Non Technical Schedules

olhenvisc requires, be deemed to be references to Rrecitals. Articics,

I imue;. StAb-clauses, Parazmphs. Alwe.,\urer, Appendices or Schedufc~ of

tlti>, A~~rccinent

k) am agreement, consent . approval . authorisation . proposal, notice .

comnumication, information or report required under or pursuant to this

Agreement front of by any Party or Senior Lender(s) shall be valid and

ef7ectual only if' it is in writing under the hands of duly authorised

representative of such Part or the Senior Lender(s) . as the case mad bc, ill

this behalfand not otherwise ; and

1) any reference to any period commencing '`front' a specified day of date

and "till" or "until" a specified day or date shall include both days or dates .

ARTICLE 2

SUBSTITUTION OF THE CONCESSIONAIRE BV A SELECTEE

2 .1 NHAI hereby irrevocably agrees to substitute the Concessionaire by a

Selectee (selected by the Senior Lenders in accordance with the provisions

of this Agreement and approved by NHAI) by amendment of the

Concession Agreement or by execution oft fresh Concession Agreement in

favour of the Selectee for the purpose of securing the payments of the

Lenders Dues, provided that nothing contained herein shall entitle the

Senior Lenders to operate the Concession themselves as a Concessionaire

under and in accordance with Concessionaire Agreement either

individually or collectively.

2 .2 (a) The Lenders Agent shall notify by a notice in writing to the Concessionaire,

with a copy thereof simultaneously to NHAI, about the occurrence of an

Event of Default and requiring the Concessionaire to remedy and cure such

default within 30 (thirty) days from the date of delivery of such notice to

the Concessionaire (the "Notice of Default") . The Notice of Default shall

be accompanied by the Lenders Certificate as mentioned below.

N;dional f-tiplirc;n's Authont\' of India Reyue;i Fn P~on~~s, : PAR I-III : Non Fecltnical Jthcoudc "

(b) n ecllificate under the hands of an aulhorked ofliccl of the Lenders Agew

ariI1CSed to the M1iICC of DClatlll CCJlli'~ Ill,

(1) the occurrence of an I venl of i)claull, and

(ii) the Lenders Dues .

(the "Lenders Certificate") shall be conclusive evidence of' occurrence of

such Bent of Default and of such I enders Dues . Such Lenders Certificate

shall be final, conclusive land bindin^ upon the Concessiollalrc tot the

purposes of this Agreement and the Financingt Documents,

(c) NHAI and the Concessionaire hereh\ fnevocably agree that the Lender

Agent may within 30 (thirty) days of the (late of delivery of the Notice of

Default to the Concessionaire and lvhhoul nrejudice to any other right of

remedy available to the Senior Lenders under the Financing Documents,

notify NHAI and the Concessionaire on behalf of all the Senior Lenders

about the Senior Lenders' decision to invite, negotiate and procure offers .

either through private negotiations or public auction or process of tendering

for the residual period of the Concession, for exercise of the rights and

obligations of the Concessionaire under the Concession Agreement . by a

Selectee, subject to the approval of such Selectee by NHAI (the

"Substitution Notice") .

(d) Upon assumption by the Selectee of the liability and obligations of the

Concessionaire under the Financing Documents and the Concession

Agreement including obligation to pay any sums then due and payable to

NHAI under the Concession Agreement, NHAI shall grant the Concession

to the Selectee on the same terms and conditions for the residual period of

the original Concession, by amendment of Concession Agreement or, if

required by the Lenders Agent by a separate agreement with the Selectee .

2.3 The Lenders Agent shall apply in the selection of the following criteria

(i) the Selectee shall be capable of properly discharging the duties, obligations

and liabilities of the Concessionaire under the Concession Agreement;

No) lininl 11iehXwvs Aulhnril~ ul Indi :, Request forPtuhusal PAR 1-11I : Non Icehnical,Cchcdidus

( ii) the SeIMec shall provide s,e . writs to the satistactlon of Senior Lenders 1o ;

repaVI1LCnt of the t.ctldel s uUes_

iiii) the Seiectee shall haze the capabihtt and ih:lh unconditionally consent to

assum,- the liabilir, for the p;ly;new and dlscltarge of dues 0! the

Concessionaire to NIIAI under and in accordance l\itlt thr Conccssioti

Agreement and of Lender's. Dues upon terms and conditions as agreed n,

with the Senior Lenders

(iv) the Selectee shall have the networth, experience and technical equit-k

narameters as set forth in the Concession Agreement or prescribed bx

NHAI thereunder in respect of the Concessionaire oi as relaxed

subsequently by NHAI :

(v) the Selectee shall have not been in breach of any agreement between the

Selectee and NHAI ; and

(vi) any other appropriate circumstance, whereby continuity in the performance

of the Concessionaire's obligations under the Concession Agreement is

maintained and the security in favour of Senior Lenders under the

Financing Documents is preserved .

2.4 At any time prior to the acceptance of the Selectee by NHAI pursuant to this

Agreement, the NHAI may require the Lenders Agent to satisfy NHAI as to the

eligibility of the Selectee and the decision of the NHAI in this behalf (which shall

be reasonable), shall be final, conclusive and binding on the Senior Lenders and

the Selectee .

ARTICLE 3

MODALITY FOR SUBSTITUTION

3 .1 The following modalities shall be applicable to any substitution of the

Concessionaire by the Selectee pursuant to this Agreement

(i) The Lenders Agent may invite, negotiate or procure offers either through

private negotiations or public auction or process of tender or otherwise for

the substitution of the Concessionaire by the Selectee ;

Rational I Iigh\% .p,~ Ati(hor{t~ 0l Indlp R,."ym'si for Piohn,ai P.AHI-III .''-on rechn,e;i. >cnwYjuf,,

(it) (lie Lenders Agent shall ors behalf of the Senior Lenders propose lo 1v1-i ;\I

pursuant it, ;uli-clause (iii) heluM . the na!ne Of' the lot a1.( L1)1 ;111(C

and shall a pp I) as nrcessart Io N'IIAI lot

a) arrant to the Selectee (as substitute liar the Concessionaire) the iighi

to build, construct, complete, maintain, and operate the Proic .l

Highway under and in accordance with and subjecl to and on rhc

terms and conditions setforth in the Concession Agreement .

b) amendment of the Concession Agreement so as to grant to the

Selectee on the same terms and conditions . the residual period of

the Concession under original Concession Agreement,

c) the execution of a ncu, SubSIltu6on Agree:uert '.Vith the p;oposcd

Selectee for (lie residual period of Concession on the same terms

and conditions . and

(iii) The Lenders Agent on behalf of the Senior tenders shall be entitled, within

a period of 120 (one hundred twenty) days from the date of delivery to

NHAI of the Substitution Notice pursuant to Clause 2(c) above, to select

and propose to NHAI for its approval a Selectee (the "Proposal'-) . The

Proposal of the Lenders Agent pursuant to this sub-clause (iii) shall contain

the particulars and information in respect of the Selectee, the Lenders Uucs

and other data and information, all as prescribed in Schedule IV hereto .

Without prejudice to the foregoing the Lenders Agent agrees and

undertakes to provide to NHAI such further and other information and such

clarifications in respect of any data, particulars or information furnished

pursuant hereto by the Lenders Agent as NHAI may reasonably require .

NHAI shall convey its approval or otherwise of such Proposal, including of

Selectee, in its sole discretion within 60 (sixty) days of (a) the date of

receipt of the Proposal by NHAI, or (b) the date when last of further and

other information and such clarifications in respect of any data, particulars

or information comprised in the Proposal, have been provided by the

Lenders Agent to NHAI, whichever is later . It is expressly agreed that the

Proposal shall be accompanied by an unconditional undertaking of the

that it shall upon approval by NHAI of the Proposal including the

Page : It-9

Na tmnaI Aulhuul\ (if In, ha Request Grt Pionosn PAR I-III : Non fcchni .al Sclicdulc,

Selectec . observe . eon,pl; Mth, pcifonit and fulfill the terms . condili2ms

and ro'\en3lus of the ('onwtsinn Agreement which ;lccnrdinr t o ns kris

art required to he observed, comphod with . per(onrled and 44I-ilico h\

( unces,innaire Iherernndcr oil the i'notin_ c ;s if such Sclecter \%cr( tile

ConccssLmaire under the Concession -,_lwcniem and shall he liahle lot and

shall assume, discharge and pay the NI IAI Dues t,nd the Lcndcn Dues to

the Senior lenders under and in accordance with the Financing Documents

Upon approval of the Proposal including, of the Selectec b~ hl-l",I . such

Selectec shall become the Selectee/Concessionaire hcieunder .

tiv) NHAI shall, upon its satisfaction of the eligibility of the Selc-tee and in

accordance with the provisions of this Agreement and suhiect to the

provisions of Suh-clause (X-i hi ;otk prcrced it) substitute tile COn,CsSiolwti ;e

by the Selectee by amendment of the Concession Agreement or by

execution of fresh Agreement or such other writing as NHAI may

reasonably require on the same terms and conditions for the residual period

of the Concession in favour of the Selectee .

(v) The substitution as aforesaid shall be subject to the Selectee_ obtaining

requisite Indian Government / Government of . . . . . . . . . . . . . . . . . . approvals .

clearances and permissions necessary for operating the Concession under

and in accordance with the Concession Agreement .

(vi) The objection if any of NHAI to the substitution as aforesaid shall be

reasoned and be made after hearing the Lenders Agent, provided however .

that in the event of a refusal as stated above, the Lenders Agent may

propose another Selectee . In the event that no objection is raised with

respect to the Selectee by NHAI within the period set forth in sub-clause

(iii) above, the Selectee shall be deemed to have been accepted by NHAI .

NHAI shall, subject to the provisions of Sub-clause (v) above, grant the

Concession for the residual period within 15 days of its acceptance/deemed

acceptance of the Selectee .

(vii) The substitution as aforesaid, pursuant to the security interest hereby

created in favour of the Senior Lenders, shall be deemed to be complete

'-'`~ r es:

Page : U-10

National Hightva~s Authonq of India Rcyucct INr Pruha,Ji PAR I -II i s Nun 1 cchnlcal bchcoulc- .

only upon the Selectee as the netc Concessionaire accepting and compl% imp

tN it Ii the to mis anti conditions si Ilailaicd in the C oncrsslon Ap-reenieni .

(viii) The decision of the Senior Lenders and NHAI iii the selection of the

Seiectee shall be linai and bindine oil the Concessionaire and shall be

deemed to have been made wish the concurrence of the Concessionaire and

the Concessionaire hereby expressly naives all rights to objects In or

challenge such selection of the Seiectee on any ground whatsoever . No

third patty shall have the right to question the decision of the Senicn

Lenders/Lenders Agent and NHAI .

(ix) All actions ofthe Lenders Agent hereunder shall be deemed to be on behalf

of the Senior- lenders . and be binding upon them . The Lenders Aeent rs

authorised to receive payment of compensation . pavment to cure default

and any other payments and consideration for transfer in accordance with

the Substitution Notice and the Financing Documents and give valid

discharge on behalf of all Senior Lenders .

32 The terms and conditions for substitution of the Concessionaire by the Selectee

shall be proposed by the Senior Lenders through the Lenders Agent to the NHAL

on the occurrence of an Event of Default and continuance thereof for six months

but atleast 2 months prior to the anticipated date of substitution as aforesaid for the

residual period of the Concession.

3 .3 The Concessionaire hereby irrevocably agrees and waives any right to challenge

the Senior Lender's decision to apply to NHAI for substitution as aforesaid and

neither the Concessionaire nor NHAI shall be entitled to prevent the Lenders

Agent from proceeding to seek such a substitution of the Concessionaire by

Selectee as hereinbefore provided . The Concessionaire agrees and confirms that

the Concessionaire shall not have any right to seek re-valuation of the

Concessionaire's assets and the Concession Agreement including the Concession,

otherwise than as contracted in the Financing Documents while the NHAI permits

substitution as hereinbefore provided, pursuant to the Lenders Agent's request . The

Parties acknowledge that the rights of the Senior Lenders hereunder are irrevocable

and shall not be contested in any proceedings before any court of authority and the

Concessionaire shall have no right or remedy to prevent, obstruct, injunct or

Page : U-t t

N .niun .il Hikh~~ :ns 4uihuntt o! India kequest I'm Propo=ui PAR!-III : Nor reehnical Schedule,

restrain ~:HAI andiorthe Senior Lenders lion! clIechn- or causing the substitution

:!s alirres: : ;rl .

Where no sui!ahIC >eleclcc can he found h~ the Lcnders Agcn! . oi ~chefe MIA]

shall decide to take over the Concessio . then NHAI shali adc!w the Lenders ~\aeni

o1 all .,tops it proposes to take under the Concession A_iccmenl lur dcterminalinn

of 7'ermina(ion Payments thereof,

3 .5 (i) If NHAI decides to substitute the Concessionaire bs an) olher person INH .Al

Nominee) . it

shall take into account the Senior Lender's Dues while considrring offers from

such persons and shall include a suitable condition as agreed to by the Lenders

Agenl on behalf of the Senior Lenders fo! pa) !ncni of take over of such dues b ;

such NHAINnontinee to the extent agreed by the Lenders Agent while substiluling

die Concessionaire by the NHAI Nominee . The NHAI Nominee shall similarly he

bound to execute a supplementary/fresh Substitution Agreement on the same terms

and conditions as provided herein .

(ii) Notwithstanding anything contained in Clause 3 .4 and this Clause 3 .5-

NHAI shall not be required to take over, upon Termination of the

Concession Agreement including the Concession, the liabilities

representing the Lender's Dues save and except to the extent of

Termination Payments due and payable upon such Termination under the

Concession Agreement . In such an event NHAI's obligation shall he

limited to assumption of such liabilities and payment of dues as NHAI has

agreed to bear under the Concession Agreement .

3 .5 .1 Nothing contained in these presents shall mean or be interpreted as provision of

any guarantee or surety by NHAI and it is expressly agreed that NHAI has not

provided any surety, guarantee or counter guarantee whether directly or indirectly

for the recovery of amount of Financial Assistance advanced by the Senior Lenders

to the Concessionaire .

Pagc : t'-12

MaionaI IIiitt~~ .gS Aulhur6 of India Request iol P :ohnsal PAR I -III Non technical 1chcdulc,

AR I tCL!, 4

FN I fv:Rl aI I'ROTG('TK)N of SENVHJ AN'[) PR L,S FI2\ A hf (tN o f 'IL. C lJR ;7 P

In the event o(the Senior Lenders notif%in-) INH .AI and [lie (oncession.,ire of the

Event of Default (and the Concessionaire haven!, not cured file de1ault rur a period

of ?,0 da\s) or in special circumstances atfccting the s.eeurin o1 the Senior I endcn .

the Senior Lenders shall be entitled to institute protective 1cf,al proceedings fur a

Receivership (the "Receiver") to maintain . preserve and protect the assets /other

than the Concession Agreement including the Concession) held as seculit) [,~ tile

Senior Lenders provided always that such Receiver shall be NHAI if such assets

are in the opinion of NHAI necessary and required for the operation and

maintenance of the Project Hiahwav and the Parties herebN consent and lnrce to

the same . The Lenders Agent shall in such an event nolil\- NHAI to assvrlrle

Receivership of the assets held as security and NHAI shall operate and maintain

the same pending the substitution of the Concessionaire by the Selectee . In the

event NHAI does not assume Receivership and declines the request of the Lenders

Agent, the Lenders Agent shall for itself and each of the Senior Lenders, be

entitled to seek the appointment of a Court Receiver for the Concessionaire's

assets held as security and NHAI shall operate and maintain the same pending

substitution as aforesaid and/or the takeover of the Concession Agreement

including the Concession and the Project Highway in accordance with the

Concession Agreement or this Agreement by the NHAI . All the receivables shall

be deposited by the Receiver in the Escrow Account and shall be dealt with in

accordance with the Concession Agreement . The Receiver shall be responsible for

protecting the assets inRreceivership and shall render a true and proper account of

the Receivership to the Senior Lenders in accordance with the terms of its

appointment . The Receiver shall make best efforts to operate and maintain the

Project Highway, in accordance with the obligations of the Concessionaire under

the Concession Agreement. Any person other titan NHAI may be appointed as

Receiver only with the prior consent of NHAI . In a declaratory suit for

appointment of a Receiver, notwithstanding that no recovery or mortgage suit or

any suit or proceeding for enforcement of the Senior Lenders' security under the

Financing Documents is instituted by the Lenders Agent for itself or the Senior

Page : 0-13

National Iiiuhkk :ns .1nthnriI% of India rteyacst fni Piohmu ; PARK-III : Non technical Schedule :.

Lendc! :~ . an) acliorl for appoinunrn[ of \11:11 as Receiver or appointment of tlr1

1lClCpl'ndCill (*otlti 12rceiscl mall he ".IIhiR11 I)J6nd1CC LO the olhel lil~hl~ and

remedies of N11A I . and oflhe ~enmr Leodk>rs under the I inaucing Docunteni>

A12fICLL

TERMINATION OFTLIh CONCTSSION N1-rill; NIfAI

5.1 If under the Concession A,)rcemenl an event occut< which shall entitle \UAl w

Terminate the Concession Agreement . NIIAI shall intimate [lie Senio: Lender,

prior to exercising of its decision to Icrminate the Concession and advise the

Senior Lenders to ensure the cure of the event which otherwise can result in

Termination of Ille Concession and the Concession Agreement . Such a notice shall

entitle the Senior Lenders tc cum al:v financial or other default of 1i1,

Concessionaire within a period of two months fiom the date of the notice received

from the NHAI failing which NHAI without any further notice to either the

Concessionaire or the Lenders Agent/Senior Lenders, shall be entitled to Terminate

the Concession Agreement .

5 .2 Upon receipt of the Notice as referred to in Clause 5 .1, intimating occurrence of an

event which can entail 'l ermination of the Concession Agreement including the

Concession, the Senior Lenders shall be entitled to consider such notice as an

Event of Default and may initiate steps to invite, negotiate and procure offers for

the substitution of the Concessionaire by a Selectee in accordance with the

procedure set forth in this Agreement .

ARTICLE 6

SEN IOR LENDERS RIGHT TO RECEIVE TERMINATION PAYMENTS

6 .1 NHAI and Concessionaire hereby agree, and confirm that without prejudice to any

other right or remedy, NHA! shall be entitled to deposit the Termination Payments

into the Escrow Account and the Senior Lenders shall be entitled to receive the

same without any further reference to or consent of the Concessionaire under and

in accordance with the Concession Agreement towards the satisfaction of the

Senior Lenders Dues out of and limited to the sum of Termination Payments

worked out under and in accordance with the Concession Agreement . The Senior

Lenders shall be entitled to appropriate any consideration received for the

National ! ligh ;% ;ir .a quihm n\ ul India kequesi Ibi Prohu,,r I'AM-111, Non Icchai,al >Acdwc,

subsllull on as hcreinabove provided lroni tile Selectee lowaids !he pa`menl

thcii and NJ IAI s iespcctive dues to the eXCIU,1Uli of the ( nncessionair~ .

6? 1 he Concessionaire hereby nominates, constitutes and appoints the Lender; Agcrrt

as JIS eonstiturtCB auorne) for doing ail acts, deeds and thin ; ., as mad- he rrgilired t .

b? done iili tile suhslitution of the Concessionaire I)\ -'the Selectee ptw5uanl hcieio

and lot receiving consideration for discharge of the Lenders' Dues pursuant io

Clause 6.1

6 .3 the Concessionaire hereby expressly authorises payment of sums by NHAI on

account of 'Termination Payments into Escrow Account and the Lenders Al2cnt to

draw the same therefrom for and on behalf of the account of the Senio : Lenders

nohvi!hstanding the pendency of any dispute or objection or claim :hat Il ;e

Concessionaire mad have against the Senior Lenders and/or NHAI . The deposit h .

NHAI into the Escrow Account and payment to the Senior Lenders directly or

through the Lenders Agent in accordance with this Agreement, made or caused to

be made by NHAI shall constitute a valid discharge of its obligation of the

payment thereof to the Concessionaire . All such payments shall stand charged to

the Senior Lenders under the Financing Documents and shall be receivable by the

Lenders Agent from the Escrow Account on behalf of the Senior Lenders to the

exclusion of any Receiver or Liquidator appointed .

ARTICLE 7

GENERAL

7.1 The Parties hereto expressly represent and warrant that they are duly

empowered to sign and execute this Agreement and the Lenders Agent is

duly and fully authorised by each of the Senior Lenders to enter into this

Agreement on their behalf.

7.2 Notices under this Agreement shall be sent to the Addresses first

hereinabove mentioned . Any change in the address of any Party shall be

duly notified by a registered post acknowledgement due and delivered to

the other Parties .

7 .3 The expressions "NHAI", the "Concessionaire", the "Senior Lenders" and

the "Lenders Agent" herein used shall unleWg~ anything repugnant

Page : (,-Is

N,iliuniI IIi,h,ws :luthorit% of Indiu Request forI'mpos .d PAR I-111 : Nnn technical \chcdulcr

to the subject or ccnteM include thcil tespccurc sucecssors . icga

~ihlcuntati~-cs . adminisualors and penniucd :a<si_~ns .

this A~ireement shall not be affected b~ reorranuatinn of ank tieniw

I cider- Lenders Agent or NHAI and the successo in interest o ; such

Senior I cndcr- Lenders Agent or iNHAI snail ha\c the hencllt of ti;k

A .~rcetnent .

75 No amendment . variation or modification to this Aereenrem shall he valid

and effectual unless made in wrifne and executed by the duly authorised

representatives ofall the Parlies hereto .

7 .6 All stamp duties or othet imposts and charges as are applicable on this

Agreement or on amendment of the Concession Agreement or execution o'

1}esh Concession Agreement for the purpose of substitution as aforesaid

shall be borne by and be to the account of the Concessionaire- In the event

of the Senior Lenders making such payment for the time being, it shall be

deemed to be a pail of the Lenders Dues

7 7 The Parlies hereby expressly agree that for the purpose of giving full and

proper effect to this Agreement . . the Concession Agreement and this

Agreement shall be read together and construed harmoniously . The terms

of this Agreement shall prevail in the event of any inconsistency ~aitli the

Concession Agreement .

7 .8 The consultation, recommendation or approval of the Lenders Agent under

this Agreement shall always be taken as consultation, recommendation or

approval of every concerned Senior Lender and each such Senior Lender

shall be bound by the same and hereby waives its right to question of-

dispute the same .

7.9 This Agreement shall be in addition to and shall not be in derogation ofthe

terms of the Financing Documents.

7.10 It shall not be necessary for the Senior Lenders or the Lenders Agent to

enforce or exhaust any other remedy available to them before invoking the

provisions of this Agreement .

.~in _6w

Page : U-te

rJ .rihm :d I-lichr~a~s Authority of ludic Request 101 Prolmsal PAR t -t11 ; Non Technical,,chedi lc~

7 .1 I Any dispute, difference or aaim ansing out of of to connection With or 1u

relation to this Ai-nrecment which is not s-esolved iumcahl7 shall he deciaeo

finally by reference to arbitration b . a Board of 'W)ilraiors comprising rn

One nominee of each parip if) the dispute Such arbitration shall he held in

accordance with the Rules of Arbitration of !he Indian Council o!

Arbitration and shall be subject to the provisions . of the Arbitration and

Conciliation Act, 1996 . The Arbitrators shall issue a reasoned award . The

Venue of such arbitration shall he New Delhi, India . The Award shall be

final and binding on the Parties . The Parties agree and undertake to earn

out the Award of the Arbitrators (the "Award") without delay .

This Agreement and the rights and obligations of the Parties hereunder

shall remain in full force and effect pending the A%vard in any arbitration

proceeding hereunder. The Courts in New Delhi alone shall have

jurisdiction over all matters arising out of or relating to the arbitration

agreement contained herein or proceedings arising out of or relating to the

arbitration proceedings thereunder .

IN WITNESS WHEREOF THE PARTIES HITHERTO HAVE SET THEIR HANDS HEREUNTO ON THE DAY, MONTH AND YEAR HEREIN ABOVE

MENTIONED. SIGNED AND DELIVERED ON BEHALF OF

LIMITED

BY :

Name :

Title :

Pursuant to the resolution of its Board of Directors passed at their meeting held on . . . . . . . . . . .

SIGNED AND DELIVERED ON BEHALF OF THE NATIONAL HIGHWAYS AUTHORITY OF INDIA

BY :

Name :

Title

SIGNED AND DELIVERED ON BEHALF OF

all! L auleN

l£I

I ,~ 1')V S?LIQIVTI

;,lnp~q,,~~ IPItLlq,5a-L uoiV III- .1 .21Vd ^~ndui,l .iul Isanba2l

input 1u saiuglnV NC1;~uliiN Iem :gqV

Schec!¢rie V

VESTING CERTIFICATE

National Highways Authority of India("NHAI") hereby acknowledges :

l . Compliance and fulfilfnent by the Concessionaire of the Divestment

Requirements set forth in Clause 33 .2 of the Concession Agreement in respect of

the Project Highway,

2. . Receipt of actual possession of the Project Highway from the Concessionaire : and

3 . Receipt from the Concessionaire of a certificate confirming that there are no liens

or encumbrances whatsoever on the Project Highway including Project Assets :

on the basis that upon the issue of this Vesting Certificate, NHAI shall be deemed to have

acquired, and all title and interest of the Concessionaire in or about the Project Highway

shall be deemed to have vested, unto NHAI free from all encumbrances, charges and

liens whatsoever .

Notwithstanding anything to the contrary contained hereinabove, it shall be a condition of

this Vesting Certificate that in the event of any defect or deficiency in any of the

Divestment Requirements setforth in Clause 33 .2 of the Concession Agreement being

found or discovered at any time hereafter, nothing contained in this Vesting Certificate

shall be construed or interpreted as waiving the obligation of the Concessionaire to

rectify and remedy the same and/or relieving the Concessionaire in any manner of the

same,

Agreed and accepted For NHAI

For the Concessionaire

By: . . . . . . . . . . . . . . . . . . . . . . . . . . . . By : . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Name: Name:

Title: Title:

Dated . Dated :

National IIigh ;4uthoIiIN of India Hu(uest lot Proposal PAR I-III . Non TcehnicaI schedui ;>.

SCHEDULE r+

PASSENGER CAR UNIT FACTORS

The equivalency lacloi foi the cooversiuo ofdiftcrem apes oltchicles into equkalenl Passenger Cat Units (PCUS) based oo their relative interference value shall be as pet the t'OHONN ill~g lable :

S f 1 . No . Vehicle Type

Fast Vehicles

Equivalency fxctorx'`

l . Motor C, de of scooter ~ J 0 .50

2 Passenger Car. Pick-up Van or Auto-rickshaw 1 -00

3 .

4-

Agricultural Tractor, Light Motor Vehicle

Truck or Bus

I SO

3 .00

5 . Truck-trailer, Agricultural Tractor-trailer

---

4.50 1~

Slow Vehicles ***

6 . Cycle

7. Cycle-rick shaw

8 . Hand Cart

9 . Horse-drawn vehicle

10 . Bullock Cart*

0.50

2.00

3 .00

4.00

8 .00

* For smaller bullock-carts, a value of 6 shall be appropriate . ** Recommended PCUfactors for various types of vehicles in accordance with IRC. 64-1990 on "Guidelines for Capacity ofRoad in Rural Areas" *** While computing the design service volumes and the capacity ofhighway, slow vehicles (of the table) shall not be considered for the sections where Service Roads are provided.

National l pglmaq~ Authm m of hidia Request for f roposat ,PAR l-II I : Non l eehnlcal Schedules

"CIIEUULE X

REPORTING AND RECORD REQIJIPERIENTS

1 .0 INTROUDUCTION

the reporting and records requirements spelt out hercinundei have been provided in terms of the indicative I_vpe of information required . The Independent Consultant shall determine the following : " Format of such reports and record requirements

Sollwaie standards " Number of copies required

Thell,anguage of the reports and records shall be English

2.0 Part 1 Reporting Requirements

From the date of the Concession Agreement until the end of the Concession Period, the Concessionaire shall prepare and submit to the NHAI and Independent Consultant I copy each of the following Reports/ Documents/ Drawings else otherwise stated in the Concession Agreement .

A . Design & Construction Staff

1 A detailed work plan supported with CPM/PERT charts for completion of all project activities related to the Project Highway, at the beginning of the Design Works .

2 Monthly Progress Report : Within S Days of end of each month or a part thereof, which falls within the Construction Period, the Concessionaire shall provide to the NHAI and the Independent Consultant the monthly report, which shall at least identify the following :

" Working drawings submitted/ resubmitted to NHAI/ Independent Consultant during the month ended

" NHAI/ Independent Consultant's comments there on, if any. " Concessionaire's compliance with NHAI/ Independent Consultant's comments on

the drawings submitted to NHAI/ Independent Consultant, during the month ended .

Page : X-1

National lIighways Authority of India Request Im Pmlaisjt 11ÀR 1 -I II : Nun'hechnicuV tichcJuic-

" "As built" drawings submitted to N'IIAl Indepevdenl Consultant durmg 1h,

month ended,

" Progress of pic-coustmction aokilics such as utilil~ relocation and other obstructions .

" Concessionaire' compliance \\idt tl}c imlxaion Report during file mronh ended .

" Construction Constraints .

" Progress data tvlth `S' curses . if applicable ; project Data %vith contract detail and sectional completion details .

" Tests carried out during the mouth ended- if any: results of these Tests furnished to the NHAI/ Independent ConsultaN durinc the month ended, if any .

" Remedial measures lakelt by the Concessionaire on the basis of these Tests . if ant .

" Traffic management steps undertaken by the Concessionaire during the month (particularly on the existing hvo lanes ofthe Project highway) .

" Achievement of a Project milestone (Schedule H) during the month, if any. I lie Concessionaire shall also provide information on delay in achievement of such milestone, if any .

" Any suspension of the Construction Works bv NHAI as per provisions of the Concession Agreement, if an),- The Concessionaire shall also provide information on reason of such suspension, duration of such suspension and the steps undertaken by it to revoke such suspension .

" Any Change of Scope Notice issued by NHAI and status thereof.

" All actual or potential departures from the Project Completion Schedule (Schedule H) .

" All grounds for a substantial Dispute which have occurred or which may reasonably be foreseen as likely to occur .

" All substantial disagreements among the Concessionaire, and the NHAI and/or Independent Consultant to the design/ construction of the Project Highway.

" The proposed measures to be taken by the Concessionaire to overcome such departures or to resolve such grounds for a Dispute.

" The date on which the Concessionaire expects the Project Highway to be completed .

" The Concessionaire is required to maintain the existing two lanes during the Construction Period . This monthly construction report shall also contain information _l__respect of maintenance activity, if any, carried out by the

F t .:, BLS Pap : x-z `q1; s

t, .

~. National IIiglnc:pe, AuthoiiIy 0l India Re q uest for Pro osal p

iWr

'1r

lkw

4

a. 5

'`r

6

6.1

v

6.2

7

8

a, 9

copies of all information, records and test results (including any interpretation of such test results) resulting from any ground, physical or geophysical investigation

``~ orarchaeological or ecological survey of the Site or Adjacent Areas .

~.. B. Operation Phase

I Monthly Tragic Report : With in 5 Days of end of each month which falls within the Operations Period, the Concessionaire shall provide to the NHAI and the Independent Consultant a copy of the report containing the following information:

~n\

'11Alt r-II1 : Non Technical Schedules

Concessionaire during the 111011th ended in respect of these existing t~+o lane, .

t he ( ('neessioruaire anu the f11tiependent Consultant; shall agree on tic

inlbnnauon requirements in respect of these two existing lanes during the Construction Period .

Monthh Weather Report giving daily temperature maximum and minimum value : rain fall and anv other significant event .

Detailed Engineering Design Report including working drab% hips . and Environmental Management Plan .

Video Recording as per clause 44 .f of the Concession Agreement .

Monthly Escrow Account Report : Within 5 Days of end of each month which falls within the Operations Period . the Concessionaire shall provide to tile NIJAI and the Independent Consultan! a cop:; of the report! containing the sw»man of the receipts in and payments from the Escrow Account for the month ended . '

The Concessionaire shall supply to the NHAI free of charge the following documents prior to requesting the issue of the Completion Certificate :

Detailed, accurately scaled, and sequentially numbered plans of the Project Highway "As Built" covering all relevant engineering features, which in relation to structures shall also include cross sections in each plane; and

Copies of all geo-technical and borehole reports obtained by the Concessionaire in preparation for and during the construction of the Project Highway .

All other reports in accordance with the provisions of the Concession Agreement .

Such other reports as may be reasonably required by NHAI/ Independent Consultant .

Additional Reports : The Concessionaire shall supply to the NHAI free of charge

Page : a-s

Naliunal I Iiglmacs Aulhorirv of lodia Rcquesi fix Proposal TAR I -III . Non I ethnical Schrdulcs

Iota I baffle count by mode lot- each dap of the month . and

a Tollahle traffic count b .\ mode for each dad of ll,e n,onlh .

Monlltiy Escrow Account Report . With in 5 Dd\ > of end o1 each month \riucli falls within the Operations Period, the Concessionaire shall provide to tile NHAI and the Independent Consultant a copy of the report containing the sunnnan of

the reccipis in and payments from the ESerow Account for the moinh ended.

Monthly Operations Report : With in 5 Days of end of each month or a pan thereof ; which falls within the Operations Period, the Concessionaire shall provide to the NHAI and the Independent Consultant a cop) of the report, which shall identify the following, al the minimum :

Inspections undertaken by the Concessionaire during file month ended, if an) .

< Maintenance Reports submitted to the Independent Consultant during the month ended, ifany .

" O&M Inspection Compliance Report submitted to NHAI/ Independent Consultant during the month ended, if any .

" Preventive/ Periodic maintenance undertaken during the month ended, if any .

" Any material modifications made to the Project Highway during the month ended, if any .

" All the accidents or incidents on the Project Road during the month under report (including all accidents on which a report has previously been made to NHAI) .

" Tests performed during Operation and Maintenance stage along with the defects identified on the Project Highway, if any .

" Number and type of the complaints received from Users and others in respect of the Project Highway and the conduct of operations .

" Incidents of emergency de-commissioning of the Project Highway during the month ended, if any .

" Incidents of lane-closure on the Project Highway during the month ended, if any . The Concessionaire shall provide information on reason and time of such lane-closures .

" all actual or potential departures from the O&M Requirements as specified in `Schedule L' .

" all grounds for substantial Dispute which have occurred or may reasonably be

foreseen as likely to occur .

Page : X-0

NatmnaI I Iigho\ars Authorily of India Request fot Proposal TART [if : Non'I'echnical Schedules

C the proposed measures to he taken h) the Concessionaire to overcome such

dcparttu-es or to re,oIve such ~,aa:ds 1o : a Uisputc

4 . An annual report on [lie ~+-orking of the toll collection system . This report will provide information on method` of toll collection (semi-automatic, automatic .

ete.) . usage of pass system (manual . elcetiunic . eic .) . mera2c time taken in loll-

collection . Concessionaire's suggestions on improvements in the toll-collection system . which would be considered by NHAI appropriately .

Accident Reports : As soon as practicable and in any event no later than 7 days following the occurrence of any accident on the Project Highway involving a fatality or serious personal injury or substantial property damage, the

Concessionaire shall inves[iLlate the circumstances oi'such accident and submif to the NHAI and Independent Consultant a report setting out details of such accident and . to the extent they are known. the causes of such an accident . and the Concessionaire shall thereafter promptly report to the NHAI and/or Independent Consultant any additional details of such accident or its causes which become known to it .

G . The Concessionaire shall submit a copy of the audited accounts within 120 days of the close of each Accounting Year after the Appointed Date .

7 . All other reports in accordance with (lie provisions of the Concession Agreement .

8 . Such other reports as may be reasonably required by NHAI/ Independent Consultant .

9 . Additional Reports : The Concessionaire shall supply to the NHAUIndependent Consultant free of charge copies of all information, records and test results (including any interpretation of such test results) resulting from any ground, physical or geophysical investigation or archaeological or ecological survey of the Site or Adjacent Areas.

National IIigh%vays Aulhorih of India Request foi Propn,.d 1PAKT-III_ Non 'I uchoical Schcdulr>

3 .0 Part 11

keeord Requireorunts

h he Concessionaire shall take the follo\king actions) in rCSpecl of preparation of dl(

record, its submission toN) IAI and reteruion by the Cot ice 5siojiaiic I Ise It .

~1, ~1, Design Design Retention Period of tile Concessionaire

1,

eslL 'o st~

standards containing all ielevam design Till havidovei Ii., NHAI ,v. aa ss sunipiions . codes of practice . clesig-ri loadings, design J erniniation of the Conccssiori pp

arameters

arameters and product data sheets for all components

0

f Project 1_

of Project Highwav. 1 .2 Full set of final design calculations for all parts ofthe Till handover to NIJAI at

Project Highway including details of the influence on Termination of (lie Ccncessioli design of actual construction methods, and any ehauges or any remedial works during construction . ~

1 .3 Full set of working drawings Until 2 years after issue of the Completion Certifica te

1 .4 Full specification for construction and all revisions Until 2 years after issue of the made thereto . Comp letion Certificate j

1 .5 Change of Scope Order(s) ------777

Till handover to NHAI al' Termination of the Concession _

2 C . onstruction 2 .1 Video recording submitted to NHAI Until 2 years after the issue of

Completion Certificate ~ 2.2

_ Full set of construction site records relating to progress,

-- Till handover to NHAI at

testing of materials, monitoring of standards of l

Termination of the Concession workmanship, meteorological conditions, instructions issued and other site correspondence .

2 .3 Full set of "As-Built" drawings and schedules Till handover to NHAI at incorporating all changes to the design and all remedial Termination of the Concession measures applied to the Project Highway during construction, and all final As-built details and dimensions of the Project Highway. These drawings shall include permanent modifications made to suit the construction method.

2 .4 Full set of Tests results Till handover to NHAI at Termination of the Concession

2.5 The appropriate proprietary rights, licences, agreements Till handover to NHAI at I and permissions for materials, methods, processes and Termination of the Concession systems used or incorporated into the Project Highway. 1

Page : a-6

Mutotud I Itg,hr~s .Authorih s, f Ind� Idcquest for Proposal TAR I -111 :-Non Technical Schcdidc>

2 6 Monlltl) Progress RcporisJ-- --- --- Trill handover to NI-LAI at

i Termination of I!,(' I- --- - -- -- concession . I ;-

. 1

Operations and Maintenance - I -, . I Pull records of all incidents which affect the operation l ill handover to NH AI at

and/or maintenance of the Projec Highway including Termination ofthe Concessirnt traffic accidents . _ I

' 13,2 Full records of inspections and surveys and results of fill handover to NHAI at such inspections and surveys (including photographs ) Termination of the Gonces;iun

_ _ r+here applicable) . -

- 3 3 Details of all repairs to the Project Highway and/oi I Till handover to NHAI at replacement . includin; photographs . As-built drawings Termination of the Concession and other documentar) records .

3 .4 Pull sets of all Monthly Reports Jill handover to NHAI at ~ , Jerminatinn of the Concession i 3 .5 Adequate records ofadveise meteorological conditions . l till handover to NHAI it

'VeiiiiiiiationoftlieCoiicessioti 3 3 .6 Records of landscape planting- Fill hanclover to NJIAI at

Termination of the Concession 3 .7 Schedule and strip plan of grassed areas with details of 'fill handover to NHAI at

the Routine Maintenance required in the normal Termination of the Concession course .

3 .8 Record of all permanent traffic signs on the Project Till handover to NHAI at Highway . Termination of the Concession

3 .9 All traffic (both total and tollable) count for each day Till handover to NHAI at of the Operations Period Termination of the Concession

3.10 Record of daily toll collection at each toll plaza Till handover to NHAI at Termination of the Concession

3 .11 All financial and accounting records to be maintained Till handover to NHAI at as per Applicable Laws Termination of the Concession

t.12 Encroachment particulars and details Till handover to NHAI at Termination of the Concession

4 . All other records in accordance with the provisions of the Concession Agreement .

5. Additional Requirements

5.1 When there is a conflict between the Reporting and Record Requirement of Schedule ̀ X'of the Concession Agreement and a requirement in respect of these stated elsewhere in the Agreement, the latter shall take precedence .

5.2 The requirements set out in Reporting and Record Requirements of Schedule ̀ X' indicate the minimum requirements to be complied with but are not limited to those only.

Page : X-7

Natlonul I ighma .)s Aulhorit) of India Request I-)I Plorm.d WAR I -III : Non Technical Schedules

A vaiIabiIity of Records shall be as folIo\+-s :

5 .3 .i All records ofoperalional aspects of the recoro reehing system sh;,ll he retained .

5 .3 .2 Operations' Records shall be systematically and penodically up-dated and filed so as to be readily retrievable .

5 .3 .3 All records which have been supetsedecl but arc still of historical, contractual or le .-al importance shall be retained and filed sysienialically so as to be available anytime .

5 .3 .4 Texts of all documents shall be prepared and recorded using agreed software systems and retained in hard form and on diskettes, with full back-up diskettes available in case of diskette corruption .

g1114A',f ZlRft4 f T (TgrW Rtq-r ai'ri Zwgr4 TT4rEw)

National Highways Authority of India (Ministry of Road Transport & Highways) G-5 & 6, Sector-10, Dwarka, New Delhi-110075

Phone 91-11-25074100/ Fax : 91-11-25093507/2` Extn . 2223/2318/246

NHAI/BOT/110191312003 Date : 19" February, 2004

To The Bidders (as per enclosed list A)

Sub: Four laning of 622 km of National Highways (7 projects) on SOT basis under PMB3P- Submission of SOT Bid for Raivur Aurang Section of NH 6 in the State of Chhatisgarh,

Sir,

Kindly refer to NHAI letter no . NHAI/15012/42/2003 dated 27,11.2003 on the above cited Project. Addendum to the Bidding Documents pursuant to clause 1.11 of RFP for the above-mentioned project is enclosed herewith which shall form an integral part of the RFP. The querles raised by the prospective bidders have been carefully examined and suitable modifications as considered necessary have been incorporated in the bid document through the Addendum referred above . In this connection your attention is hereby invited to the following points.

2. The broad changes made through the Addendum to the Original RFP documents relates to inter-alia the important items as given in the enclosed Annexure-X . However, Bidder must carefully go through the Addendum and the original Bid Documents before he submits his bid . NHAI shall not be held responsible for any inaccuracy in the information provided and shall not be liable for or be bound by the data used by the Concessionaire in evaluating the Project viability . The Concessionaire is required to carry out his own independent surveys and investigations for assessing the actual position of the Project Highway corridor . 3 . This letter along with its enclosures, supersedes the contents of MORT&H letter no . RW/NH-15012/42/2003-SP dated 11.11 .2003 communicating therewith the minutes of Pre-bid meeting held on 05.11,2003, Further, this letter along with its enclosures shall form part of the Concession Agreement to be eventually drawn with the selected Bidder .

4. To effectively reflect the contents of this letter along with enclosures, suitable changes, wherever necessary, in the Concession Agreement and its Schedules shall be made before signing the Concession Agreement with the selected Bidder .

5. In case the bidder quotes Grant exceeding 25% (at NPV @ 10%), his bid shall NOT be considered as non-responsive.

6 . Please note that any conditional bid shall be su

T-1

7. It has been decided to re-open the sale of Bid Documents with immediate effect up to the Proposal Due Date which has been fixed for 04 .03 .2004 (14 .00 hrs) as can be seen at page 1 of Addendum (Part-1 of Bidding Document -Instructions to Bidders) .

CrtJ . As t4ui.~ Plot No. 5

(Ashok Wasson) C.G .M . (BOT)

oom No . 501, NHAI, Sector - 10 Dwarka New Delhi - 110075 .

Annexure X

The broad variations to RFP Documents are as under:

1 . Scope of Project The project highway shall be 4 - laned with paved shoulders . In addition, provision shall exist for service road in urban sections . However, all structures will be built 6 - lanes .

2. Land Acquisition & Utility Shifting etc. The responsibility for land acquisition, Removal of encroachments, utility shifting including R&R etc. are as under: _

SI . Activity Responsibility of NHAI Responsibility of No . concessionaire

1 Land Acquisition

NHAI shall take all necessary steps towards accomplishment of land acquisition . The cost of land to be acquired will be borne by NHAI . The land so acquired would be handed over to concessionaire free of cost as per site handing over schedule . For toll plaza, land acquisition will be restricted to

Concessionaire has to work optimizing the use of existing Right-Of-Way handed over to them. For additional land acquisition, the concessionaire will identify and submit proposal, pursue the same with the concerned State agency for early accomplishment of LA task .

2 Remov encroa

maximum 8-lane design .

al of NHAI will coordinate with chment the District authorities for

completing the legal requirements and maintaining law and order.

3 Environ mental NHAI will provide Clearance, cutting of trees and compensatory afforestation

necessary support and shall bear all such costs, which are intimated by the concerned Government Agencies .

Concessionaire will make al! necessary arrangements for physical removal of the encroachments at his cost under directions of the official authorities . NHAI will not be responsible for any delay on this account. Concessionaire will obtain all the necessary clearances/permits, cut the trees and carry out compensatory afforestation . NHAI will not be responsible for any delay on this account.

4 Shifting of NHAI will provide Onus of shifting all involved utilities i .e . necessary support and utility services rests with the electric lines/ shall bear all such costs, Concessionaire, poles, water which are intimated by Concessionaire is required supply/ the concerned to take all necessary steps in sewerage Government or other this regard and NHAI will not pipelines, gas/ concerned Agencies . be responsible for any delay oil pipelines, on this account. telephone lines/ OFC .

5 Railway NHAI will provide Concessionaire will obtain all j ROB/RUB necessary support in necessary

obtaining approval to clearances/permits from GAD and bear the cost Railways and carry out for the same as intimated diligently all necessary tasks by the Railways . to accomplish the objective .

In this connection, NHAI will not be responsible for any delay on this account.

6 Rehabilitation -

NHAI will provide Concessionaire will liase and necessary help and bear with concerned Government resettlement the cost of R&R of Departments for

Project Affected People implementation of the R&R (PAPs) as may be plan . NHAI will not be required under responsible for any delay on Government policy. this account.

The cost of all the above items shall not form part of the Total Project Cost and therefore, no Grant/Subsidy will be payable on these items.

3 . Grant/ Subsidy Total grant admissible shall not exceed 25% (considered at NPV @ 10%) of the Total Project Cost . However, grant may be increased up to maximum 40% (considered at NPV @ 10%) of the Total Project Cost, wherever justified. Disbursement of Grant shall be limited to 40% during construction period and balance 60% during O&M period with maximum 15% in a year . The total grant shall be disbursed maximum within a period of ten years starting from the Appointed Date.

4. Bid Security As already communicated by MoRT&H to submit one Bank Guarantee towards Bid Security of maximum amount, in case bidder (Consortium/sole applicant) submits bids for more than one contract packages, the same provision is to be retained .

5. Evaluation Criteria for Price Proposals

Minimum quoted Grant/Subsidy lat NPV discounted @ 10%) shall be the sole criteria for the award of work . For the purpose of the bid evaluation, Grant/Subsidy shall be compared considering Total Project Cost as Rs. 190 crores .

6. Users' Fee Rate including local traffic

The vehicle categories have been modified to include Multi Axle Vehicles (MAV) as separate category and Earth moving Equipment/Heavy Construction Machinery is to be considered under MAV category .

7. Project completion schedule Project shall be completed within 30 months from the Appointed Date without any stage construction .

8. Appointed Date and Financial Close The position stated in the Minutes of Pre-Bid Meeting shall prevail i.e . Appointed date: " Appointed date " shall be defined as the date 180 days from signing of Concession Agreement. Time period for achieving Financial close: FC is to be achieved within 180 days of signing of Concession Agreement. Extension up to a maximum period of 180 days may be allowed with penalties as per CI . 22.2 of draft Concession Agreement provided specified project milestones are achieved . During the period between Appointed date and the Date of achieving FC, the concessionaire at his risk and cost would carry out the work with no liability of the NHAI . The Concession Agreement may be terminated if the Financial Close is not achieved within 360 days of signing CA, with no liability of NHAI. No disbursement of grant will be made till the Financial Close is achieved .

9. Levy of Toll on Sectional Completion In case Project Highway stretches are quite long, tolling shall be allowed when four laning of the specified continuous length is completed . The following Table in this context may be referred .

Project Stretch I Project I Sectional

Length KM Completion

Vadape-Gonde 1100 Allowed

Pimpalgaon- Allowed

Dhule w`

1 -S

3 6 Chattis arh Rai ur-Auran 45 ------

4 11 Rajasthan Bharatpur-

Mahua

57 -y

-----

5 11 -Do- Mahua-Jai ur 108 Allowed

6 33 Jharkhand Barhi-Ranchi 115 Allowed

7 58 Uttar Pradesh Meerut- Muzaffarna ar

78 .31 Allowed

Total 622

10. Capacity Augmentation Based on traffic study, capacity augmentation if required shall be carried out at any time 8

years after COD.

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~Z1 Y13r9T4f Zi . 1 [ 212.000 f'di . . 1fi 9UIR YrvZ7 ZiqWR

387 .100 i.lft . 1W (VRMW/4W #

3~ ZD~ Ff RW] .'f . 10, -# . 15, -0 . 20, ~f.

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Zi . 11 [63 .600 fct.Tft . * 228.000 %A. U"5

('+TTic T - 3rT- J 4'f UYW71 , . Zi . 12 . T . 14

[246.800 NA A 306 .000 WA cTcW

(fT~rr-zr~~rra/~ ~1~Tr ~) ~1 ~l~], ~i . 15, Zi . 65 . Z# . 79 (~ < <* ?'f f c' 3Tfco T4s

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iizt1vzlol) rf~t ~A797h71 ,a4- 17 (358.000 ff; 'fl TF 370 .300 (h.=f1 . (~ rr 1 ~ )~r 1 U) ,z,'rf?) ,`ti ti3, ?f, fl7, T . ;307, 'f . 7_09 :i1'- :`f-212 FfMl?cf ~r l I =RTI R~f IMT 3!h erls)TT erv-T=mf 1t . 48 [328 .000 fkA . t 345 .000 f' .Tf1, mw ( f~f1 z1 Trli- ~ T1"sT~T)

Ul,3~_ ] ._206, ~i_, _ 2_18 r -- ^ 12 . ~1-0 YrvTTTTTf Z1:17, # 47 r 182-040 f A. t-xg WPM ~WR

~1 358 .750 f -TFT- ~w (aRrR=Trj/*-M 4-TT ~t Z'rfr) all 9YWWV.j ~. 49, #. 208. -# . 212,

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TcTi 0 ~r '~~Z] 4~ IM-fl t Zi . 7 ( 400.544 W-Tft . ;ft 651 -500 WA. M (HwqTg1=T ~t Trot OT/TfgTqc~ Zf1TTr) zb~ TDrTTq , Zf~

7890 R 12, 74 . 124;, A. 27, Z1 . 59. V . 69 30 ~i . 75 (0.000 fk.t . -4 90.000 fc)5A ?WT (n7TTfcrm -A Trz-Sr war/wTR ukw fin) 44 U1Z-cff~~] 3f1'T R. 76 (0.000 f5.4 ;ft 30 .000 NA . (TT~r Ak3T 13 ZRMn ~n) A

f~n 1) a;1 caY J ~r~ff 7tvTfA -0 . 78, It 79, rt . 66 311 Tf . 92, TTM Abr " a; AM-

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f~m lTvT 3T=IZ w ;ir7TTT4 '-ii . 59 iw 1

Zf~U ;WurrTff~ ZT 3_ . . .-[-561 .0~WA 7t 585 .0-

f .Tfl ~r gr.RT 4 ;Rf~a k-sr~ A ffCF Av 380 .00 f)T.41. ;4 2`65,000 (f r!r~Tm-fir) MN

---------- - ----

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28 .

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(i0, ZV 80 all? 1T. 81 'I1 Ttfl ~l~TTcl

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,il - 6

(W. -0. 70.70.-1401219!2005-* 1rug "j

t..

MINISTRY OF SHIPPING; ROAD TRANSPORT AND HIGHWAYS (Department of Roa4 Transport and Highways)

NOTIFICATION New Delhi, the 4th August, 2005

S,O .1096(E).-,-In exea.cise of powers conferred by section 5 of the National Highways Act, 1956 (4R of -I-yS , am. in super;session of all previous notifications in so far as they relate in the stretches of National 1-lighways specified in the Schedule given below, tile Central (jovenunent hereby directs that the Rmca.ions in relation to the execution of works pertaining to each of the National Highways described in column 2 of the Schedule hereto annexed shall be exeatisable by the State Government specified in column 3,of the Schedule against each highway subject to the condition that th .tale Government concerned ,hall in the exercise of such funetians be hound to comply with tIleA f f',ne being in force made under the said Act .

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"TIME GAZETTE OP INDIA . EXTRAORDINAR-Y PnRr 1 3,

0

40

i '1Pi rl-- i~na-q(ii~,) . . . . . ~'rfrr! ~~! tT~7Tl~{ ' ;!??Ir~nq

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Ff . 1 IFi I

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12 .03 ft.* . ~F MTY afA 4rgTIM (A---r4 4r4(im

~UP2) 70 T3s1 t >~~ ,7T 45T, i'i 47 (0.000 I . . ~Y 182 .040 I -~tY . a-,W (16-FM a4

afl ~'? IM +) ?0) 9Y-sfl5 j ii . 40, ~t. 66, ei . 205, #. 207, w-T . 208, if . 209, Zi. 219 aN Ti- 220 ?RTFT-TIJ TfU4 Tf1aZ FOM TTTTT 30 RTC;& MTTTM Zi. 67. RT . 68 . t. 45U UWT Ti . 210 I

23 . VTE~af Tr-fgl,f Ti . 58 (228 fkA. .' Zi 524 .000 3Tf~c-f WPM Y1, I1--R5.Ift . WM ZY FDW~. Z0 . 72, Zi . 721EF, Zi. 73, Ti . 74 30 Zf . 87 (f31~ ~1 u~Tn1 WW TK~ft 44 dI4zhm 31R vi. 119 3ifdqqcT W7 ai

1ftR40 ITM M M& 11,44111 Vi . 94 (123 fOA. * 218 MF.Tfi . . ffW, mwq ZY zK f~ WW-4~f a*, Zi . 121, Ti . 123 3t Zi. 125

24. - - --- WE& +W . 2W, t. 7, W. 11, Zi . 19, Zi . 3tR PC WQV

24 (27.62 fO.Tf1 . ZY 166 .65 Wt. MF

( T~ra zY ~~ ate, f~1 ~ afTZ =pmT4TT wT44m 1ft c id 9 ) cM 180.325

Wt. W' WTaIM -44 "Z] ,Zf . 27 [ 0.000

RNA. (T.ZT . #. 2 Z~ 211 .700 fc'F .Tft.) t 5.410 RNA. (W.W. Zi . 27 $r' ;fV ~WWff) 944+ ] . Zi . 28U, T-f. 58 [52.250 fOA. Z'f 131.000

Zi. 72-W, Ti . 73, z { . 74, Zi . 75 [ 90.00 ftA.

TY 103.00 RNA. (IfaI P~W/3fT1 923f Tf1T

T} 3TTt aw fir' T4;g) !+ uyvZ) , wtcm TTuIm

Zi. 76, Yi . 86, T0 . 87 (8 fOA. W gk~ Z)q aI~ 30.050 Pi . t: TT 7W r' ;;l A > v , Zf . 92,

wts& w5mrjf z . ~a~ _9 (TTYT ~-r ~T-

Zf . 1 -19 Kff ff 0 sf VFW zt A) E!? Wa 'TTT'T AZ

8 THE GAZETTE OF INDIA : EXTRAORDINARY [PAR I IL-gam .

,r, ~nnrh r,f idaNrrnal llikl~(va,J~: final icxclurlinl; (Gr,~:, I :ni q.4 irl I<; .in-597 0 from 13angalore to Karnataka to/Wham;htra 13oidei.)), Nn 4A . hlo.4,No.1Alexclnrling hum Kin 74.1900 ro Kin 745 .000(Maroli Itnrction (o Nantoor .!unction)], No.l7fcxcluding from Km . '158 .000 to Kin . 375 .300(Suratkal to Nantoor)],No . 63, No67, No .207, No.209 and No.212 as are situated within the State of Karnataka and National Highways No .48 [excluding from Km. 32_8.1300 to Krn.345.000(B .C

"t a(c (inV".ril~lrenl i .

KaI nat Ika

12 Road to Podil,junclio~],-No .20G, No .218 . -

I ,So much of National Highways No, 17, Nt1A7 (excluding from Kill. SLaIF 182.040 to Km . 358.750 (train Tamil Nadu / Ker'ala Border to Kochi)) (iovermnent of No.49, No-209, No.212, Nrt 220 as are .situated within th

~ e State of Kernla

- Kerala and National Highways No_47A and No.213 (

.. . -- ._ _ n much of National Highways No.3 [excluding from Km . 60.000 to Slate Km . 103 .000 (Ralasthan/Madhya Pradesh Border to Gwalior) and From Government of Kilt . 319.7130 to Km . 332.100), National Highways Nu.7 [excluding Madhya from Km . 400 .544 to Km . 651 .500 (L,akhnadon to Madhya Pradesh Pradesh/Maharashtra Border)], National Highways Nos . [2,1 2A, 27 ; 59, 69 and No.75 [excluding from Km . 0.000 to Km. 90.000 (from-Gwalior to Madhya Pradesh/UtWPradesh Border)] and No.76 [excluding from Km. 0.000 to Km . 30.000 (Madhya Pradesh m Rajasthan Border -to Shivpuri)], National Highway Nos. 78, 79, 86 and No.92 as are situated within the State of_Madhya Pradesh and National Highway No.5_9A_. So much of National Highways No.3 [(excluding from Km. 561 .0 to Km . 595.0 from .function with NH 4 to Mumbai) and from Km. 380.000 to Km. 265.000 (Pimplagnon-Dhule) and Km 539.50b to Km 440.000 (Vadape-Gcmde)], No .6 (excluding from Km. 149.80 to Km . 166.0 Arnravati bypass), No .9, No.l3, No.l7, No.69 and No.222 as are situated within the State of Maharashtra and National Highway No.50 [excluding from Km .12.190 to Km.42.000 (Dune-Na sik section)],No

. 204 and No.211 .

So much of National Higwhays No.39, No.53 and Na 150 as are situated within the State of Manipur.

So much of National Highways No.44, No .51, No.62 as are situated within the State of Meghalaya.and National Highway No.40

So much of National Highways No.54, No .44A, No .150 and No.154 as are situated within the State of Mizoram and National Highways No .54A and No .54B . __ So much of National, Highways No. 36, No.39, No .61 and No . 155 as are situated within the State ofNagaland .

State --- - --Government of Maharash tra

State Government of Manipur- .. ... -- State Government of Meghalaya

State Government of Mizorraam Slate _- ---

Government of Nagaland _ _ __ __-, .-.--

So nmch of Natio nal Highways No .5 (from Km. 200/0 to Km_ 28.0/060 I State from Balasore to Orissa/Jharkhand Border), No.6, No.23, No.43, No .75, No.200 and No .217 as are situated within the State of Orissa and National Highways No.42, No.201, No-203 (Bhubneshwar-Purl S ----Zection , No,215 and ~!o.22d .

------------So n1IICl1 of NatJoual Itlghways No_ ![(excluding from Knl . 212.000 to ICm .i9"t.l0f" (Ilaiyana/huninh Border to Jalandl'1(it~], No .lb, WAS . No.2r1 . No . I- No.22 . No.64, No.70 and Nn.71 as .);ire situated within the ,Slate (r ;- runilh.aud National Highway No 95,

Government . of Orissa

[ lim fl-W^s 3(ii) ]

5

G ----

If)

urta ~ ~ : ~-sterna

SCHEDULE

SO much of National Ilighways NoA No,9 [exclwling Iron Km-1215 .9 to l<m-266 .A (From Nandigama to Viiyawada)) , No-16 f excluding from Kn, . 20 .5 .(1 to Kn .235 .0 (from Chennur to Atjnngutta)j, No-43,No-63,No .202, No-205, No .219, No .221 and Nn .222 as are situated within the Slnte of AmIlirn Pradesh and National Highways Nn-I8, No-214 And No .21A A- SO III u,C1-, of f"Inl:ionnl Ilighwav No.l51 as is silunled within the Sf :de of

ArnnaohM 111adesh .

00 rtntch of National Highways No-31 [excluding Kni. 963 .00(1 to kill-1126 (Junction of National Highways 3IC/31-Nalbari (Puwnhati)], No .36 (excluding from Km . 0-000 to Km. 38.000 (section front Daboka to Nagaon)j No.39, No.51, No .52B, No .61, No. 153 and No .154 as are

situated within the State of Assam and National Highways No.31B, No .37 (excluding from Km. 146 .(100 to Kih 274:000 (Guwahati to

_ _ N, apzaon including Guwahatl Bypass), No.37A, No.38 and No. 152. So much of National Highways No. 19, No.28 [excluding from Km. 365.570 to Km. 520.00 (from Muzzatfarpur-Plprakothi to Gopalganj --Ilttar Pradesh/Bihar Border)], No.31 [excluding from km. 410.000- to Kin 447.000 and Kin 470.000 to Km. 476.150 (Pumas to Goyerkata)], No .80 ; No.81, No.98, No.99 as are situated within the State of Bihar and National Highways No.28B, No.30, No.30A, No.77, No.87, No.83, No-84. No.85, No.101, No.102, No .103, No.104, No.105, No_106, No._I O_7 and No. I 10 __ So much of National Highways No .6 (excluding from Kin . 308 .6 to Km. 323 .6, (Burg Bypass) and from Km. 239.000 to Km. 282.000 (Raipur-Aurang)], No. 12A, No. 16, No.43, No38, No.200, No.202, No.217 and No.221 as are situated within the State of Chhattisgarb and National Hi wa No . l I I and 2 16 . So much of National Highways NoAA, No.17 as are situated within the State of Goa and National Highway No. 17A and No . I7B . .

So much of National- Highways No.6 (Including the Highway starting from its Junction near Surat on NH 6 and terminating at Hajira), NO. 15 [exehfding the Section Si makhyali to Radhanpur] and No-59 and No . 113 as are situated within the State of tiujarat and, National Highways No-RA (excluding from Km . 183-500 to Kin- 362.160 (section from Gandhidham to Samakhyali to Bamanbore)], No-8C. No.8D and

So much of National Highways No- 10, No.21A, No.22, No.64, No.65, No .71, MOM, No.72 and No.73 as are situated within the State of 1 jaryana and National Highway No. 7 1A . - .

Nu.98, No 99 as are situated will( Re State of -Iltark!ta o f No .' 5

So much of National Highways No.20, Noll, No 22 (excluding the

stretches en(rosled to Border Road Development Board), No-21 A, No .70

and No.72 As air situated within the State of Himachal Pradesh and

National Hi lnn;_N o .88- So much n ~' a a I lighways No.2, No.23, NO-' 1, No.7,~X-V**..w4oui

Sfnfae f Jrr,er,nne� I

Slafc~ ( overnmenf of Andhra Pradesh

Stale. Government of Amnachal Prarlr-sh ,State Government of Assam

State Government of Bihar

------ ------ . . . . . State Government of Chhattisgrah

.State Government of Gas State Government . of Gujarat

State Government of 1{ar ana State GOVC1nnrriemt Of Ilimachal 1'i-adrsh . . State (inveinment of

/,' 114p,

hwa 's No .6, No.32, No.'3 an

a 1

Y

V

10 'rHE riAZE-F FOFINDIA. :E,YnAORT)INARY Ynnril FC,3(ii)).

37f~~1)~°r :

aNa=Ihl -if)nn, 19AA (1s)Rrs zrr FA) a~l Fn°!r I I aer ;;err 'f(<Ii!11 ri ii%rlTl IY2i) f'~0 . .1)N 9i) afl7~~(I ((:Y :rl ?7Trj i?lt" 'IVCIil -,ilr, 21f?Uf) Tg! gill A% Fr ±a-11 (1

'hAll('II1 =1~ 1 ?f ~I ilrll'f ") i sim-4 mm mRrrft k Zmr (2) 4 ?(vi( aft(" cicalrl) k v~7m, Ul?rr ft :); 7TOr (:1) 7t rf4nPr? =zit c1 vv-=ilzi vrryf 7i znO f mf4TZUf 7u1 ZalrFfl A I

Trf;m~ ~

v

w

1r~yln ~l,irnrf =i?~n

?h

v1T+;f ~f391Zi

1 10 0 ifi 7fl . (Tr "IT!'1 it~j "~ w) 1 "1 7,1 f, Tfl, qFf ; 3 .6 WA. el 97 .3 f , . a4! 3 .6 Wt . ;;197,3 W.Tft . cW

;PRtaf (144 W.rfl . ) on WA. ;t 20 .4/9-2 t.tft, aW AV agffV ar"M )1 8.7 9.2 W.Tft. # 2©6 :00 ft.Tft . (w = >-=ft) Vftr wni-4hw 43 eflzgz Ar*rlii 28600 Weft . A 303 .60 f~i .Tft . aw

3 mum v3-"c 380.001 W.Tft, 0 265.00 Weft . d'4+

3 4134-qt 539.500 fN.Tft- 0 440.000 WIft- aW

4 ;tilt ------ . .

0.0 W)k 4 107200 fk .f, mw -7r$Vlii Tir VW(r-4 #, 4 ~k 13 .8 Wift . ?t 17rta1

ift*z AT W%& VMrf -0 . 5 -k 12 .6 WA. , . 97 N RA citF

6 mv-Wr ------- ---- --

239.000 Walt. zt 282.000 WA . caw

11

- - - T7~c~_z)~f_~z

------------------- 63 .000 %A. A ?-28 .000 fk.,j . aT

34 +1c~4Aai-3c'l~tc~i 14,40 WA . $ 452 .70 ft A . m

58 ----------------------

*fa-~prmlRarrz 52 .250 Wt . # 13-I .000 fio.4i . _>

(T(=r. 1f . .n .9 .- 1 4012!9 /2005-* "Qas IZtr )

f ,11,1 3(t)) -`__^---- ''7Ttd ~r ~t~4T : ~R7fuR°t

2! So nnu;h of Ntilional Highways No.8 /Kishnngarh In /Njtrler (from Kin. + SialF " 1(('" In 1%n- '1?i(I ;mrl stirrv:'-Irl Ilriall7v ; (17^q';1<n!-tl to 6 ;,i-

1 (Roam.( ;4 ,I ;,qH .-, : tr!t < {~1- t ; 0S)n !n !! m . R, 000 1~ n .P uhr~ :. '

failn.sir)] : No . 12, No . 14 fexclndisiig from fin . 246.X01) to Km, 106 .000 (Piruiwarn-Ralaslhanhh,tjarat Border section)], PIn.I1 . No (r5 . No .-P) (excluding from section Nasirahad to Chiltorgarh) and No . 113 as are situated within the State of Raiasrhan and National Highways No, I IA,

`No. I l B, No,89, No.90, Nn-1 12, No.1 14 and No. 116 .

22

23

26

No . 125 (excluding the stretch from Tana1~C ur to Pfthongarh).' g S muclignff.0stional Highways NoIA, No.7, No. 11, No . 19, No.24 .xch udin ra

km. 27.62 to km- 166.65 (Ghaziabad to Morsdabad including Hapur and Moradabad bypasses) and R.0-B. at km. 180.325), No-27 [excluding from Km. 0.000 (Km. 211 .700 of NH No .2) to Km . 5 .410 (new alignment of NH 27)), No28B, No-58 [excluding from Km . 52-250 to Km. 131 .000 (Meerut-Muzaffarnagar))i No.72A, No.73, No-74, No.75 (excluding from km. 90.00 to km. 103.00 (section from Madlrya PradeshtUttar Pradesh border to Jhansi)], National Highways No .76, No.86, No.87 (excluding a Minor bridge at Km. 8 and a Major bridge at km. 30,050), No.92 and No. 119 as are situated within the State of Uttar Pradesh and National Highways No.24A, No.29 (excluding

So mach of National Highway No .4 [excluding from Km 0.0 sin Kin 107.200 (from Chennai to Ranipet) Find the hypass starting from gin . 13 .8 of NJ-l 4 and .joining, al Km. 12 .6 of N1-f 5 (Chennai Bypass Phase-11)], No 45n, No.47, (exehsirling from Km. 0 .000 to Kin 182.040 (from Salem to Tamil NadulKerala Border)), No.49, No.66, No.205, No .207, No.208, No.209, No.219 and No.220 aR are RIlusled within the State of-Tamil Nadu and National Highway No "67. Nn .68, No.45B and No.210, So much of National Highways No .58 (excluding from Knit-228-to Km . 524.000), No.72, No .72A, No.73, No.74 and No .87 (excluding the stretch from Simlf to Karns. Prayag) and No. 119 as are situated within the State of Uttaranchal and National Highway No-94 (from Km. 123 to Km. 218 Dharasu to Kuthnaur near Yamnotri), No. 121, No. 123 and

Gorakhpur-Pharenda-Sonauli section), No.56, No.91, No.91A, No.93, No.96 and No.97. So much of National Highways No. 6 (excluding from Km-0.0 to Km.136,000 (from Kolkata to Kharagpur)), No.31f(exchiding from Km .447 to Krn .470 and from Km.476-150 to Kin . 634.150 (Dawhola to Siliguri to Chalsa)),No.3IC [(excluding from Km. 105 to Km "254.500 (Chalsa- to Assam/West Bengal Border)) No.32, No.60, No.80 and No.81 as are situated within the State of West Bengal and National Highways No. 35, No. 55, No . 60A and No . 1 17 (K m. 21 .80 to Km, 137 from Joka to Hakki~ali . _ __ __ So much of National fligltway No "21 as is situated within the lJnion Territory of Chandigarh

27 ~~ So much of National Ffighways No .l [(excluding from M . 206 to Km . 16 .200 and from Km. 16.500 to Km . 29.300 from Delhi (Near Majnu Ka Tila) to Delhilllaryana horder)] . No.10 and No .24 as are situated within the National Capital 1-erri(OIy of Delhi .

3Zf--niiielr of National- Highways No.45 R .:md s1l.usted within the IJn pi cSh of Pondiclu sir -1 Q .~_ ,r

-t.2 ~31~G},j--~

rGovr of union Territory ,`,.1 of Pondicheny i

bq. NH-14012)0/210175-P&Mi

Ii

State Ciovernmenl of Tamilnarin

State Government of Uttara110h10

State Government of Uttar Pradesh

State --- -

Government of West Bengal

Govt of Union 'rerrilory of Chandi arh Government of National Capital Territory of Delhi

(arrrfl-aTrs3(i)] =rrra ~t ~ : ~rrurtvf

h(!iTIPICA7lCiPl

If) 9I(tc) : -- In eawcl.se of the pnwels cunferlerf by Section I I of IIle I`):Illonal Iliglr%vaya Aullrraily of lriilia Act, 1488 ((,8 9f 19811) . the Cell IIAI t' BrvernnlelII If elehy en IIImIs the stretches, specified in rnhlnm (1) of the Table bv1rr%v(hwehmf1ei referred if, as (lie said 'fable:), of the corresponding Section as mentioned against if in column (2) of the said 'fable, of the National Highway as deccrihed in colunm (I) of the swirl "fable, to the National 1-1ighways Authority of Indin-

'I'A 131,1?

I N:dinnal I lighway Number . I-(I) IA

L

11

34 ~..- r58

xliun

n .lalandhar--Pathankot Section

Pathaukot-lammu Section

Jammu Bypass

Jammu Srinagar Section including Nagrota (length 14 .4 Km) and IJdhampur Bypass(length 18-7 Km)

Srinagar Bypass

Pitt~palgaon-Dhule -vadape-Gonde- --- .-Chennai-Raniper

chennaiBypass

! Raipur-Aurang __-- Bhara_tpur-Mahua-Jaipur Kolkata toto_D_alkhola __- -Meerut-MuraFfarnapar-

_ 3 Km 110-0 (beyond Chakl.i

Bridge) to Km I I / .I

Kin 3-6 to Kin 97-3

Kill 0.0 to Krn 20.4/9.2

Km 9.2 to km 286 .00

Kni 286.00 t6 Km 303 .80

_Km. 3 80.000 Lo Krn .2fiix 00` - _ : Km.539.500toKm_.44_0 ..00000 --Km-0.0 to Km . 107 .200

I Starting from Kill . 13 .9 of N14 4 Aud 'oining _at KKm__I2_.6 _of N1 [ 5

_Km_,2_39.0_00_to Krn_.282__000_ _K_m_.63 .00_0 to Kin.228.00_0, _, . Km . 14 .40 to Km-452_.7_0 Km .52 .250 to Krn .131-000

[F . No . NH-14012/9/2005-P&MI PRABHAKAR, Dy- Secy .

1`,I�!,-, : by 11 :c Mmagzq' : t India Prcss, Ring Road- atavalmri, Ner r7-llu-lW and P d.}ish 4"-ha drller of Publications . Delhi 11 -VI i-I

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Please acknowledge. : ;1;-zF z7 f-f/ASHOK WA SON apn;4tM/ Chir' General Manager

': :: t r ~1 ~ i~1 a~ . . : W n :rl F: . : ' "va Vt Aur;orStY J: In'lia

(arf 4fi`dr-i 311-( tmrini uxxiwu)

National Highways Authority of India (Ministry of Road Transport & Highways) G 5 & 6. SECTOR ,0, OWARKA . NEW DELMbr1M45

No. NHAI/BOT/11019/3/20031(q.6 March 07, 2005

To, M/s . APOLLO - JLI - DSC - LoR Consortium C/66, South Extension, Part II, New Delhi, 110049 Fax -011 26252386, 26252248

Kind Attn . : Shri H. S . Kohli (Director), APOLLO Enterprises Ltd.

Sub : Award of concession for "Improvement, Operation and Maintenance of Rehabilitation and Strengthening of existing 24ane road and widening to 4-lane divided highway of km 239.000 to km 281.000 of NH-6 (Raipur-Aurang Section) in the State of Chatishgarh on SOT basis"

Letter of Acceptance (LOA) Ref: Your Bid dated 09.03.2004 .

Sir, This is to notify that based on your proposal submitted regarding "Improvement,

Operation and Maintenance of Rehabilitation and Strengthening of existing 2-lane road and widening to 44ane divided highway of km 239.000 to km 281.000 of NH-6 (Raipur-Aurang Section) in the State of Chatishgarh on BOT basis" for a total Grant of Rs. 1382 .55 Lakhs (Rupees Thirteen Crores Eighty Two Lakhs and Fifty Five Thousands Only) in absolute value and Rs. 760.01 Lacs (Rupees Seven Crores Sixty Lakhs and One Thousands Only) at NPV @ 10°.6 as per details enclosed herewith (Annex 'A') is hereby accepted by NHAI declaring you as the "Successful Biddet' . The Concession Period including Construction Period is 25.years .

2. In accordance with the Contract Clause 1 .35.1 (refer PART-1 ), you are hereby requested to confirm us of your acceptance of this LoA within 15 days of its issue . Thereafter, further pursuant to Clause 1 .35.1 of PART- I, you are required to execute the Concession Agreement within 30 days of your acceptance of LoA.

3. You are also required to furnish the Performance Security of Rs. 5.70 crore (Rupees Five Crore Seventy Lakhs Only) prior to execution of the Concession Agreement (refer Clause 1 .36.1 PART-i).

4. In case of default on your part, action as stated in Clause 1 .14.4 and 1 .36 (PART-1) of Bid Document shall be taken.

5 . Please note that your Bid Security for above work is upto 07.03.2005. As such, you are requested to extend the validity of your Bid Security by another 3 months, This is an urgent requirement envisaging immediate action .

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PHONE :91 .11.25074100/25074200 Fax 91 11-25093507/25093514 Exln .2223/2318(2468!2553

Yours faithfully,

oC)3-.2~S " (Ashok Wasson)

ief General- Manager (BOT)

r r r ( ( ( (

Name of work:

AclAsuA to NAAI Letterko NHAI/BOT/11019/3/2003/146 dated 07 March 2005) (LOA)

"Improvement, Operation and Maintenance of Rehabilitation and Strengthening of existing 2-lane road and widening to 4-lane divided highway of km 239.000 to km 281.000 of NH-6 (Raipur-Aurang Section) in the State of Chatishgarh on BOT basis"

Details of Grant Payable to M/s APOLLO -ILI - DSC - LoR Consortium

(Amount Rs . In Lacs)

Year Construction Period (30 Months)

Operations Period TOTAL

1 2 3 4 5 6 7 8 9 10

Yearly Grant (1) 105.00 115 .50 127.05 0.00 OAO 140.00 170A0 225.00 250.00 250.00 1382 .55

Yearly Discount Factor ®10"/0 (2)

0.909 0.826 0.751 0.683 0.621 0.564 0.513 0.467 0.424 0.386

NPV 010'% (1 X 2) I 95.45 95.40 95.41 0.00 0.00 78.96 87.21 1105.08 ( 106.00 96 .50 760.01JI

t) Total Grant - Rs.13.8255 Crores ( Rupees Thirteen Crore Eighty two lacs fifty five thousand Only)

ii) Total Grant on NPV Op 10'/t - Rs . 7 .6001 Crores (Rupees Seven Crore Sixty lacs one thousand Only) . /

arntas 4f,1n/~tA~1SpNO~U Wr~ASSON q

~1T°<t1tO l11L~ w~111i 7rIt1A0teWMsnager tiatiolri A..,.,.� W irwi.

,rry of Shpof And T1mNW & Hgnw~ . 5 V1 O,'7'e"-10, VROIr, " tt"fl -

- 5 5 G . Sector 10, Dwerka, rr . . '. . . . .

l1t.JIJ111J G11tUI P11,tr5 LIIIIIIeU

Tel (44) 181-9598877 P.Cf . Box 118, Salisbury House, Victoria Street, Douglas, Isle of Man (UK) Fax : (44) 181-9063944

Ref. No . DSCL/2K5/ MR/1533 Date 17°' March, 2005

Mr. Ashok Wasson Chief General Manager (BOT) National Highways Authority of India, G 5 & 6, Sector-10, Dwarka. New Delhi-110045

Sub : Acceptance of LOA for Improvement, Operation and Maintenance of Rehabilitation and strengthening of existing 2-lane road and widening to 4 lane divided highway of Km 239.000 to Km 281 .000 of NH-6 (Raipur-Aurang Section) in the state of Chatishgarh or; BOT basis

Ref Your letter ref no NHAI/BOTI1101913120031146 dated March 7'2005

Dear Sir,

We acknowledge with thanks your Letter of Acceptance (LOA) for subject proiect Vide above i uieried letter and confirm our acceptance of the same .

Thanking you .

Yours truly,

For APOLLO - JLI - DSC - LOR JV

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H . S. KOHLI Authorized Signatory

MEMORANDUM OF UNDERSTANDING FOR CONSORTIUM

This Memorandum of Understanding hereinafter referred to as MOU made and executed this 9% day of March 2004 .

BETWEEN

APOLLO ENTERPRISES LIMITED, a company incorporated in the U.K., having its Registered Office at P.O . Box 118, Salisbury House, Victoria Street, Douglas, Isle of Man, IM 99 IQZ (U.K.) hereinafter referred to as "APOLLO" (which expression shall, unless repugnant to the context or meaning thereof deem to include its successors and assigns) of the First Part .

AND

JOHN LAING INTERNATIONAL LIMITED, a company incorporated in the UK, having its Registered Office at Bridge Place, Anchor Boulevard, Admirals Park, Crossways, Dartford, Kent, DA2 6SN, U.K . hereinafter referred to as "JLI", (which expression shall, unless repugnant to the context or meaning thereof deem to include its successors and assigns) of the Second Part .

AND

D.S . CONSTRUCTIONS of business at C-66, S as "DSC", (which include its succes

TED, a company established in India, having its principle place Part II, New Delhi - 110049, India, hereinafter referred to

ss repugnant to the context or meaning thereof deem to hird Part .

Ante LAING O'ROURKE PLC, a company established in India, having its princil"e place of business aj Bridge Place, Anchor Boulevard, Admirals Park, Crossways, Dartford, Kent, '(i A2 6SN. U .K . with hereinafter referred to as "LOR", (which expression shall, unless repugnant to Z. context or me Ping thereof deem to include its successors and assigns) of the Fourth Part . `

APOLLO, JLI, DSC and LOR have been, hereinafter, also referred to individually as "The Party" and collectively as "The Parties" in this document, as the context may require .

WHEREAS the Government of India (GOI) through the National Highways Authority of India (NHAI), ("The Employer"), who is also entrusted with the 4-laning project of about 13,000 kms of National Highway named as NHDP and some other projects of the National Highways Authority of India and the development of further 10,000 kms of National Highways (non NHDP), ("the Projects"), has floated a Request For Proposal (RFP) of BOT Entrepreneurs and

WHEREAS the NHAI proposes to take up 622 kms out of the said non NHDP to develop during the year on Build, Operate and Transfer (BOT) basis and

WHEREAS the bidder submitting the RFP for "Four Laning of Km 239 to Km 281 (Raipur - Aurane section) National Highway No. 6 on Build, Operate and Transfer (BOT) basis" expect to be awarded the project on the basis of the RFP criteria as the competent parties and empanelled in several categories predetermined in the RFP / RFE on the basis of the base cost of project and

WHEREAS the entrepreneurs expressing interest under the terms of the RFP may be a Single Company or a Consortium of companies the Parties hereto have agreed to pool in their expertise, manpower, know-how, and resources to form a Consortium with the name as APOLLO - JLI - DSC - LOR Consortium and submit the RFP jointly, in response and submission of a bid for the Projects at the appropriate time and thereafter on being finally awarded any of the Projects to undertake the design, engineering, financing, procurement, construction, operation and maintenance of the said Projects on the terms and conditions to be agreed to under a duly negotiated, and executed Concession Agreement .

Now therefore the Parties agree to enter into this MOU, and think it proper and expedient to reduce the relevant terms and conditions thereof in writing .

This MOU witnesseth, confirm and declare as follows :

I) On such terms and conditions as may be mutually decided among the Parties that

a) All members of the Consortium shall be liable jointly and severally for the execution of the Project in accordance with the terms of the Concession Agreement. JLI and APOLLO be the Lead Technical Member and the Lead Financial Member of the consortium respectively and the others herein shall be Members of the Consortium .

b) The Lead Financial Member thro

H. S. Kohl! Director

APollo Ente-rfs .

~pir-jqint representative shall engage itself on behalf of Nitatiegtj d, contact with the GOI and the NHAI in the pre coordinitiniand arranging with all the Parties to file any Writhe Paitred. and thereafter on bein¢ awarded anv of the

he Distailed Projed $eport, coordinating/arranging/finance at competitive and viable rates fi negotiated Projects to comp% bids for the Projects, once agr award stage and once empane, the Consortium in the day-to-da

1 t

Projects on the best effort basis, and shall also be responsible for financial management and the creation of the Finance documents of the Projects .

c) The Technical Lead Member through their joint representative shall be respo Ve for general coordination, advising on construction and design, assisting in the preparation o the Detailed Project Report and providing technical support in respect of the construction design, drawings, quality control and similar aspects of the Projects in consultation with NHAI wherever necessary and also in final consultation among the Parties and play advisors role in the development of the construction design and selecting technical construction standards for the Projects in consultation with the other Consortium members and liaising with the NHAI once any of the Projects are awarded in clear compliance with the duly negotiated and executed Concession Agreement for any of the Projects

d) DSC as member shall be responsible for advisors role in selecting, providing and verifying technical inputs for the Projects and the Project report as well advising on the design thereof in conformity with the Concession Agreement and in coordination with APOLLO and JLI shall be also responsible for firming up the selection criteria of the contractors and the Global Tender documents and when necessary for the execution of the Project under terms of the Concession Agreement and in consultation with the Parties wherever necessary .

2) The address of the Consortium shall be C-66, South Extension Part II, New Delhi -110049 to carryout the objects of this Consortium as hereinbefore indicated .

3) The Projects and all actions in respect thereof shall be always in joint consultation among the Parties herein who shall form a core group to take all decisions in all the matters and advise the Lead Technical Member and / or the Lead Financial Member from time to time to help to interact with the NHAI and comply with other Project requirements . Each of the Parties shall be entitled to nominate one member in the core group . Any Party nominating any member to the core group shall only have right to remove such member or nominate any other in place of him at its discretion and without giving any reason there for to the other Parties .

4) Within a reasonable time of being awarded a Project as may be suitable, and subject to satisfactory negotiation of a suitable Concession Agreement with the Employer, the Consortium intends to form a Special Purpose Vehicle (SPV) in line with the terms mentioned in Clause 1 .5 of Bidding Procedure of Request For Proposal, Part - I, Biding Document, to be managed through its own Board of Directors and the Parties represented therein, in the ratio of their shareholding, all as outlined in Clauses 6 and 7 of this MOU, and in such an event this MOU shall continue only until such time as such an SPV is formed . If such an SPV is formed it is intended that the SPV will negotiate the terms of a suitable Concession Agreement to implement the Project and if executed shall subsequently carryout all the responsibi formed by the Consortium may b, Committee of Directors may be the SPV to take over the activit is formed in the SPV and sue may deem fit .

as per the terms thereof The core group ee of Directors or a completely new

in the ratio of their shareholding in ce the Board of Directors (Board) same after its due diligence as it

1 ~ /f` ,y~, 5) In the event of no Project being awarded to the Consortium, the Consortium shall be

dissolved forthwith and automatically, In such an event no member shall have any recourse on any other member for any indemnity whatsoever .

1

6) The Parties have noted the requirement of the Share Holding as per the RF Nems and currently intend the shareholding stipulated therein as follows :

Shareholding in

Lead Financial Member (APOLLO) 40% Lead Technical Member (TLI) 25% Member (DSC) 25% Member (Laing O'Rourke plc) 10%

9)

7) The above shareholding may be satisfied by each of the Parties and / or their affiliates, or associates together for the purpose and the quantum of the contribution or the constitution of the holding, which may be altered by mutual consent, but not be in deviation of the terms stipulated in the RFP or the Concession Agreement .

S) Nothing contained herein this MOU shall prevent the Parties, independently or in a consortium formed separately with any other party or any outsider of its choice, for the purpose, to bid for any or all of the other Projects . This also applies to the contracts to be let by the SPV including but not limited to the Offer for Raising funds, Merchant Banking Services, Construction and/or EPC or O&M contracts, which may be subsequently tendered by the SPV or any of its committee, sub committee or any other body formed by or under the said SPV, for the execution of the contracts and if found suitable on the basis of selection criteria and competitive pricing, the . Parties independently or in consortium shall not be prevented from being appointed as such to execute the relevant contract or contracts bid for.

This Agreement shall terminate upon the earliest occurrence of any of the following events :

Upon the signature of a further Agreement between the Parties, or Rejection by the Employer of the submitted response to the Employers RFP Document for the Projects, or By mutual agreement between the Parties Twelve months from the date of this agreement unless extended by mutual agreement in writing between the Parties,

either the Core Committee of the formed for this purpose by the

still if the dispute is not resolved Chief Exedutives of each of the

Board of Directors of the SPV, Consortium or a Dispute Resol disputes or differences the matt themselves and if the same is not

10) Any disputes and/or differences that may arise between the Parties either on interpretation, construction of language or implementation of the Projects and so on including breach, if any, shall be settled by mutual discussions among the Parties

~\ I NL\

1C

Parties for resolution within a fourteen day period . Failing resolution the matter in dispute shall only then be referred to Arbitration in London under the Rules of Conciliation and Arbitration of the International Chamber of Commerce by a single arbitrator appointed in accordance with such rules . The Arbitration shall be conducted id English

11) That any of the terms of this MOU may be amended, varied, altered, deleted or added by murual consent of the parties hereof as per the requirement of the project and/or as per the requirements of GOT .

12) The Laws of India shall govern this MOU, which shall be construed under the English language .

IN WITNESS WHEREOF the parties have subscribed their respective hands on the day and year hereinabove mentioned .

For and on behalf of For and on behalf of 1 . APOLLO ENTERPRISES LTD. 2 . JOHN LAING INTERNAT

~`T-cP ~

Authokiet.Sikty

0t?s Ltd. 0 For and on behalf of UCTIONS LTD. 4 . LAING O'ROURKE PLC

Authorised' Signatory

l`Caipar efxpre.4.4way.4 ~C'irraited 'Concessionaire for Raipur-Aurang 4 Lane Access Controlled Highway Project

Date : 10th May 2005

National Highways Authority of India (Ministry of Shipping, Road Transport and Highways) G-5&6, Sector-10, Dwarka, New Delhi-110 075

Kind Attn . : Mr. Atul Kumar Garg, Manager (FIN-BOT)

Re: Improvement, Operation and Maintenance of Rehabilitation and strengthening of existing two lane road and four laning of Raipur-Aurang Section of National Highway-6 (NH-6) from Km239.00 to Km281 .00 in the State of Chhatisgarh, India, under Build, Operate and Transfer (BOT) basis

Ref: NHAI/BOT/11019/3/2003/146 dated March 07, 2005 & NHAI/BOT/11019/3/2003/171 dated May 6, 2005

Sub : Execution of Concession Agreement

Dear Sir,

With reference to your captioned letters-,-we wish to inform you that after the award of the project envisaging "Improvement, Operation and Maintenance of Rehabilitation and strengthening of existing two lane road and Four Laning of Raipur-Aurang Section of National Highway-6 (NH-6) from Km239.00 to Km281 .00 in the State of Chhatisgarh, India, under Build, Operate and

Transfer (BOT) basis" to the consortium of, M/s Apollo Enterprises Limited, U .K., M/s . John Laing International Limited, U .K . M/s D .S . Constructions Limited, India and M/s Laing O'Rourke, Plc, U .K . vide your letter dated 07th March 2005,

as required under the Bidding Documents,the consortium has incorporated a

Special Purpose Vehicle in the name and style of "Raipur Expressways

Limited" (hereinafter referred as "SPV") to execute the said project .

%as

-I'- ,~,~~~~'c''°e;. bail : [email protected] P;

1<

, Regd. : Office : C-66, South Extension Part-11, Near DOW -1100 14 Phones : 2625-5835/ 6837/ 2625 2753 Fax : 2625 2386, 2625 2248 ~a°~

,9 4

~ P' . ~V, 1 ,r . .- VI

' /earn,, C,.XPremwa p =&d dl Concessionaire for Raipur-Aurang 4 Lane Access Controlled Higlavay Project

The SPV has been formed on 06th May 2005 as a Public Limited Company under

the provisions of the Companies Act, 1956, and has been registered with

Registrar of Companies NCT of Delhi & Haryana, New Delhi, having its

Registered Office at:

"C-66, South Extension Part-II, New Delhi-110049 Ph.2625 58351683712625 2753 Fax: 2625 2386, 2625 2248"

The SPV is incorporated with a main object "To construct, design, execute,

develop, maintain, operate, undertake, erect, establish, carry - out, improve,

repair, work, own, administer or manage on commission or on "Build - Own -

Transfer" (BOT) basis or otherwise of the Road Project viz . Improvement,

Operation and Maintenance of Rehabilitation and strengthening of existing two

lane road and four Laning of Raipur-Aurang Section of National Highway-6 (NH-

6) from Km239.00 to Km281 .00 in the State of Chhatisgarh, India, under Build,

Operate and Transfer (BOT) basis .

The equity holding of the Consortium Members in the SPV is detailed herein

below:

S.Np, QW-of arty

es 1 . Apollo Enterprises Limited, U .K. 20000 40% 2. John Laing International LirniW, 12~00 25%

U.K 3 . DS Constructions Limited, India 12200 4 . Mr. Virender Singh Narula 100 25010 5 . Mr. Mohinder Singh Narula 100 6 . Mrs . Harneet Kaur 100 7 . Laing O'Rourke, Plc, U.K . 5000 10%

TOTAL 50000 100%

Regd . : Office : C-66, South Extension Part-11, New Delhi -11110 049 /;~ggg . 26 6 7 6 5 2 6 6 5 ~4 f 25-5835/ 683 / 2 25 27 3 Fax: 25 , 2 2 2248 ,~y, ~Jloue~ 2 38

n� e-mail:,raipurexpressways(ayahoo .co.in ,,

/~atpur C xpreJJwaYJ "i.ited Cance.ssionaire for Raipur-Aurang d Lane Access Controlled Highway Projec t

It is evident from the above, that the aggregate shareholding of the Consortium

Members and their associates collectively is meeting the requirement of holding

of at least 51 % of the Equity Share Capital during the Construction Period as per

the provisions of the Bid Documents

The First Directors of the SPV are

1 . Mohinder Singh Narula S/o . Shri Balbir Singh Narula, R/o 3, Golf Links,

New Delhi - 110003

2 . Harvinder Singh Kohli S/o. Shri P.S . Kohli, R/o 1, Link Road, 15" Floor

(Rear Side), Jangpura Extn ., New Delhi- 110 014

3 . Dhiraj Singh S/o. Shri B.P . Singh, R/o Vatika Triangle, 3'd Floor, Sushant

Lok-I, Block-A, Mehrauli Gurgaon Road, Gurgaon 122 002

For execution of the Concession Agreement the following documents are

attached :

1 . Certified True Copy of the Memorandum and Articles of Association of

SPV alongwith the Certificate of Incorporation and Certificate of

Commencement of Business .

2 . Certified True Copy of the Board Resolution dated 07 ̀h May 2005

authorizing the SPV to execute the Concession Agreement and

authorizing Mr. Mohinder Singh Narula, Director to execute the

Concession Agreement on behalf of SPV.

3. Legal Opinion on the Constitution and authority of SPV pursuant to clause

11 . 1(i), (ii) and (iii) .

ltegd . : Office : C-66, South Extension Part-1l, New Delhi -1100 Phones: 2625-583516837/ 2625 2753 Fax : 2625 2386, 2625 2248`x'

e-mail : raipurexpressi,ays@,yahoo .co.in J a.

/'C aipur 6premwayj c>tfiimited Concessionairefor Raipur-Aarang 4 Lane Access Controlled Highway Project

4 . Certified True Copies of Board Resolutions of respective Consortium

Members confirming Investment decisions, formation of SPV and

Authorised persons to act on their behalf .

We hope you will find the above in order and also look forward for early

execution of Concession Agreement.

Thanking you,

For Raipur Expressways Limited

k-- Mohinder Singh Narula

Director

Encl : a/a

Regd . : Office : C-66, Soutlt Extensioo Part-11, Neit DOW-( IOU D4-1W; I' -3625-X835/6837/2625 2753 Fax : 2625 2386, 2625 2248'P

~,d' 'P: il' v c(' I ' i ra ~mV t ssua Ra s a o \ : q Np ti ) . . io .kc .in ,2 a .~

T VI - Lf

P.O . Box 118, Salisbury House, Victoria Street, Douglas, Isle of Man (UK)

Ref . No. DSCL/2K5/ MR/1577 Date 12 'h May'05

Mr. Ashok Wasson Chief General Manager (BOT) National Highways Authority of India, G 5 & 6, Sector-10, Dwarka, New Delhi-110045

Tel (44) 181-9598877 Fax . (44) 181-9063944

Sub : Improvement, Operation and Maintenance of Rehabilitation and strengthening of existing 2-lane road and widening to 4 lane divided highway of Km 239.000 to Km 281.000 of NH-6 (Raipur-Aurang Section) in the state of Chhatisgarh on BOT basis

Ref : Your letter ref no . NHAI/BOT/11019/3/2003/t 71 dated May 6'2005

Dear Sir,

With reference to the above letter we are please to furnish/ confirm the following :

f)

g)

a) We have formed the SPV for above project in the name of Raipur Expressway Limited .

b) We confirm that we have taken care of provision of the Bid Document regarding the equity holding in the formation of SPV .

c) The constitution document of the SPV( concessionaire) duly incorporated under the company law board including Memorandum and Article of Association, certificate of incorporation, certificate for commencement of business etc, is enclosed herewith .

d) Introduction letter from the authorized signatory of the consortium for introducing SPV ;s enclosed herewith .

e) Board Resolution of the SPV mentioning that new SPV is authorized to execute the concession agreement along with name of authorized signatories for execution of the Concession Agreement on behalf of the SPV is enclosed herewith .

Legal opinion on behalf of the concessionaire that it is duly organized and authorized to enter into the concessionaire agreement is enclosed herewith . Board Resolution of the consortium member confirming investment decision and formation of SPV indicating names of director and authorized signatory on behalf of the consortium is enclosed herewith .

We hope that the above is to your requirement. We may be furnished with the Draft Concessiop Agreement for finalization and execution of the same . ,~

Thanking you, ~ ~1r1 J- ~' Yours truly,

For APOLLO - JLI - DSC - LOR JV

H. S . KOHLI Authorized Signatory

Encl : As above g$"s -~ 4 ~Q n r

. :I,1 111~,T : :, 'i~ r ,ilz ,, . ., ~,1 :I � - . � , ;~r,sr,

Ncitioa-aal' HAginniaill r~laat~~a,~li °u w (3i 1110px ,I ,I I " . , ,P I W4_"m~

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.\I~c,llt~ )1 I I I',( 1 Ok ( (,ns.(arlunt . ~/hl~,`~(,ull, f\Lt'It>It,n I'arl ll, Now L)ullu I II) I)-I'! fa\ 01 I :_(,, ., =.lNi / ?t .h '> I ; :

kind I](, j,'jltcyjj!j,;os Ltd

Sub : Yntlrovotneul, Opcralion and \dairucn.n ce of lYchabilhation aunt tittt rll;thoninlz of existirli 2-lane road and widening to rr-lam(! divided 1i of %m 239,(10(1 Irr )\in 287 .(790 of NH--6 (Raipur- Aurang Section) in file Sfme of Clat)sllgarh on i3C'[C Basis - 10A elrrlr(ri 0 7,1()-V2007 So,

YlCaSO redtCl' YUUI Let let No . DSC I-/2K5/ 1\'16/15-17 dated -''5/0-6/2(105 vide which I'c,iIortmul(( 5r( urlt~. )br the ahnve ntrntioncd prnjct I wan Suhnoltr(L .

1 " As pert the provisions ul the lint l)u( ulnl :nl.,, OW c:oluiLy Intldrnt, id n siltfi6'rnlll) ia);h;n°l;ah holdulp, of the Consortmin Nlen-ibors (in , as: of Consnrtium) and their ilcsoeiall`s in lilt Issn(d and h,uei up equity share Capital of llle CooCCSRulnam` shall not be ](Is Lluen IN 51'.5. MAY one pevc ont) dunng I hr ConslrufAil)n P,~rrud am [(it ('lhroo) V(vt ":Iollolt inp, C.0L) and (b) J(,S"� (IWOO(l six 1,v , (-111) (1UI-)ny-" II � haltut(e OIleralron Pcrunl . I Ins ma)' piro-a " Iw taken c.n-o ail ill(' tulw of I,o .tiAlIion of Y'V .

2 . Furcxoculnrrt of th(tCon(ritel r\ti,rtvlnn'.nl the following (.ioc'untenls/inltn'tn ;tnon an, r(`glnnvi :-

i) The,:unstilulion dexumeIIis of IhI,!'lPV (Cook essiurrcurC) duly Inci,rl,oratcei ultdrr 1,h1 t (,ntl)alt\' laV% boatdi including hloInoroll(ItIll) (\ .\rln'I(' of A .sstn-mtaon, Cerlifi(aU' of In koIponIIfoIl, t t r11h(a(( 1,,I Co,n).mrnecment of l3nsrncss ol( .

ii) lilt[ OC{Ul:t1OJI 1(.`ll(r ffoln the atlllt(ncnt,,l SlpnalurV of the COnsorliutlt In ullr,hl000 Ihr SPV iii) 13oald', Resolution of We SPV n-umumung that New 51'V Is authunsnd to (,xl "toly the ( t,nco+sion

Agicotnonl dlt(j ninlle (,f i)othortwd ,SI}Tllatorics rot- owenlioll of Ill, C on(('n~lu,I \,'Iccltlcnl r,l-t behal f of Ill( ., .5PV .

iv) Ugal iopinion of I that IF (it lhca (,.ill lrrssionatir that it Ls duly UYlhllll/(lCl and at thO) 1 :,, '11 Io ('111, !r into, LT CdnCessient Af!rrearncnl IRcfer ( lams IL1(t), (n) and (iii)) .

v) the U~Paid Resolution of the C (ll1SnlLIUIn Memlx)rs sholt[d ho` ,it hn1111CC1 rnn(trtrltrtf; It w( ytln(91t decl$ion and fornlal.ion of rl SPV hnh,r;liNg NAntcs of fairt-xmts & i\uthonsed 5i£;nalory tin hrhall of Lhe Consort i 1I nt .

The above information may plea4c ho futnlshed innnediatel5, for cxeruhort of Cornrti~Inn '4s;tr(mu nt .

Yoor~ Iadhtuilv,

all \lul lRuutarG,Irt,

hdanagrr (PIN-t9(11 )

AT'R >;q-) Form 1 ~:

ftmr;f air u~rrIIt u~ Certificate of Incorporation ~

hTo..... . . . . . . . . . . . . . . ..... . . . . . . . . . . .... . . . . . . . . . . . . . . . ... ... . ... .. . .. . 192 (, .... . . . . . . . . . . . . ... . . . . . . . . . . . . . . . . . .

No . . . . . . . . . .. . . . . . ..... . . . . .. . . . . . . . . . . . . . . . .. .. . ... . .. . . . .... . . . 200 M6 . . . . . .. . . . . . . . . . . . . . . . . . . . . . . . . . .

.. . . . .. . . . . . . . . . . . . . . . . ..... . . . . .. .. . . . . ... .. . . .. . .. . . . . . . . . . . . . . . . . .. . . .. . .. . . . . . . . . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I }- -t 3~ 1956 (1956 fil I) ~t 3N)M fflftd q~ TT~ g 317 zTi; W+Wt qf~;tw1 ~, I

. ... . . . . . . . ..... . . . . . . . ... . . . . . . . ... ... . . . ... .. . ... . .. . . . . . . . .. . . . . ... ........... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ~

is this day Incorporated under the Companies Act, 1956 (No . 1 of 1956) and that the Company is Limited .

'~HTw R) 3TT-Q HTo... .. . . . . .s. . . . . . . . . . . . . . . . ..... . . . . . . . . . . . . . . . . . ... . . . . . . . . . .. . . T fi rn rlLrr I .

Given under my hand at .. . . . . . .... . . NEW DELHI... . . ... . .. . . this .. . . . . . . . . . . . . . . . . . . . . . . . ., . I

~ "rii°v : iv . . day of .. . ... . ... . . . . . . . . . . . . . . . . . . . . . ... ... . . . . . . TWO THOUSAND .... . . . . . . . .... .. . .. . . . . .. . . . . . . . . . . . . . . . . . .

Registrar of Companies z1 . z1. G~ fti;A Cq n N .C .T. OF DELHI & HARYP,i,NA

ra ~ a. r y .

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COMPANY NO. . . . . . . [. .

.c. . ., . . . . . . . . . . . . . . . . . . _f7447G

Certificate for Commencement of Business

AEI Pursuant to section 149(3) of the Companies Act. 1956 WKt ~ 1956 ZM UM 149 (3) ~t 3T~ T~

BFI I hereby certify that the . . . . . . . . . . u. . 6 . . . 1211 .1 . . U. . .1 : . . . . . . . . . . . VU G pt~ _ . vIi. .n.u..e. . . . . I . . 1 . . . .. . . M i i, .. wG .. . . . . . . . . . . . . . . . . . . . . .

*1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

M Vff~ !~M HMINl7 W?M X f4i. . . . . . . . . . . RM fRE9V ,~ hIIIJ?'c I

I which was incorporated under the Companies Act. 1956 on

* ;A fiK aK41 4t" 1956 z~ ar c zl1 TT~ Qb ta~ . . . . . . . .th . . ..4M .1yZ7. . . . the . . . . .. . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . day of .. . . . . . . . . . . . . .. . . ..M.. : . . . . . . . . .. . .. . .. . .. .. .. . . . k %.K . . . .. . .. . . . . . . . . . . . . .. . .

and which has filed duly verified declaration in the 30 f-1 A fiK ZIWdg PqVRd Aq;A A z1 Ak'aR la uW prescribed form that the conditions of section W;z f<n 9 fiK afA FrFV 1956 (2) (w) ;h (71) 149 (2) (a) to (c) of the said Act . have been complied with is entitled 0 zr* TO a'1 erTviE;R w;z four 9, ara : MRz 3TfV:q WR-4 -+1 to commence business Arwt t1

Given under my hand at NEW DELHI 7-I ; a??

TY3 tletz z1 f t4i . . . . . . . . . . . . . .. .. . . . . . . . . . . . . . . . . . . . . . . . . . . .

this . . . . .,.c. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . day of . . . . . . . . . . . . .w.... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . W Fl

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . TWO THOUSAND .. . . . . . ; ;. . . . . : . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . . z'1 vit fin 7iai I

hour ' fz

Registrar of Companies

YT. Zf. E1~ f cc ~Td ~f°R

N.C .1 OF DELHI & HARYANA

~IF~IE~IF~IE'JIE'l1F ~E~IE'J~E~/E'1~E~E'1~E'JiE'J~E'JiE~IE'1~E~E ._ ?~F'~E'JIE'1~E'J/E'JiE'1)F'J~E:IEi'~3"~

IR el:~

(THE COMPANIES ACT 1956)

COMPANY LIMITED BY SHARES

MEMORANDUM OF ASSOCIATION

OF

RAIPUR EXPRESSWAYS LIMITED

I The name of the Company is "RAIPUR EXPRESSWAYS LIMITED."

II The Registered Office of the Company will be situated in National Capital Territory of Delhi .

III

(A)

The objects for which the Company is established are:

THE MAIN OBJECT TO BE PURSUED BY THE COMPANY ON ITS INCORPORATION IS:

To construct, design, execute, develop, maintain, operate, undertake, erect, establish, carry - out, improve, repair, work, own, administer or manage on commission or on "Build - Own - Transfer" (BOT) basis or otherwise of the Road Project viz . Improvement, Operation and Maintenance of Rehabilitation and strengthening of existing two lane road and four Laning of Raipur-Aurang Section of National Highway-6 (NH-6) from Km239.00 to Km281.00 in the State of Chhattisgarh, India, under Build, Operate and Transfer (BOT) basis

THE OBJECTS INCIDENTAL OR ANCILLARY TO THE ATTAINMENT OF THE MAIN OBJECTS ARE:

To build, erect, construct, operate on Build - Own - Transfer (BOT) or Build - Own -Lease Transfer (BOLT) basis or Build - Own - Operate - Transfer (BOOT) or on any other basis as per various rules and regulations prevalent at any moment, repair, execute, develop infrastmctural projects including railways, roadways, bridges, dams, docks, harbours, canals or any kind of works for or on behalf of Government, semi -Government, NGO's or bodies corporate or individuals . .

2 . To act whether in India or out side India, as Promoters, Land Developers, Estate Brokers, Estate Agents, buildings, masonry and general construction contractors .

3 . To build, erect, construct, alter, repair houses, buildings, shops, , offices, factories, or any land of the Company or any land, and construct, maintain, improve roads and other conveniences and to deal with and improve the property of the Company or any other property .

-t, To purchase, otherwise to acquire, own. import all materials . substances, appliances . machines, containers and such other articles and apparatus and things capable of being used in the main business and to own, lease and otherwisc acquire and use facilities of whatever kind as may be conducive to the effective working of the main business of the Company.

.5 . To acquire, build, alter, maintain, remove or replace and to work, manage and control any buildings, offices, shops, machinery, and conveniences, which may seem necessary to achieve the main object of the company .

6 . To buy, repair, alter, improve, exchange, import all machinery, tools . ut°nsils, appliances, apparatus, products, materials substance. articles and things capable of being used in the main business of this company .

7 . To purchase, take on lease or tenancy or in exchange, hire, take options over or otherwise acquire any estate or interest whatsoever and to hold, develop, work, concessions, grants decrees, licences, privileges, claims, options, leases, property, right, or powers of any kinds which may appear to be necessary for the train business of the Company.

8 . To pay for preliminary and pre-incorporation expenses of the Company,

9 . To exchange, mortgage, royalty or tribute, grant licenses easements, options and other rights over and dispose of the whole or any part of the undertaking, property, assets, rights and effects of the Company for consideration as tray be thought fit and in particular for stocks, shares, debentures whether fully or partly paid-up or securities of any other company having main objects whole or in part similar to the Company.

10. Subject to the provisions of the Section 314 of the Companies Act, to pay for any rights or property acquired by the Company and to remunerate and person, firm or body corporate rendering services to the Company either by cash payment or by allotment to him or them of shares or securities of the Company as paid up in full .

11 . To advance money, in connection with the main business either with or without security and give credit to such persons (including Government) and upon such terms and conditions as the Company may think fit, to attain the main objects of the Company provided that the Company shall not carry on banking business within the meaning of Banking Regulation Act, 1949.

12 . To undertake financial and commercial obligations, transactions and operations of all kinds, in connection with the main business of Company.

13 . To guarantee the performance of any contract or obligations and the payment of money or dividends and interest,on any stock, shags or securities of any company, corporation, firm or person in any case in which such guarantee may be considered directly or indirectly to further the main objects of the Company.

14 . To guarantee the payment of money unsecured or secured or payable under or in respect of promissory notes, bonds, debentures, stocks, contracts, mortgages, or charges,

`~- obligations, instruments, securities of any company or of any authority, supreme, municipal, local or of any persons whether incorporated, or not incorporated, and generally to guarantee or become sureties for the performance of any contracts or

`, obligations as may be necessary for the main business of the Cc

Vii -`1

]~ . To subscribe for, acquire, ]told shares and dispose share stocks . debentures . debenttue stocks . bonds, mortgages, obligations, securities of any kind issued or guaranteed b~ any company (body corporate undertaking) of whatsoever nature and howsoever constituted and to subscribe for, acquire ; hold shares, debentures and debenture-stocks, and debenture-bonds, mortgages, obligations and other securities issued or guaranteed by any government, sovereign ruler, commissioners, trust, Municipal local or other Authority or body of whatsoever nature, whether in India or elsewhere as may be conducive to the main business of the Company .

16 . Subject to the provisions of Section 77 of Companies Act, 1956 to invest other than investment in company's own shares any money of the Company not immediately required, in any investments, movable or immovable as may be deemed proper and to hold, or invest in shares or stock in the company as may be necessary for the main business of the Company.

17 . Subject to Section 58A, 292/293/295 and 372A of the Companies Act, 1956 and the Rules made thereunder and the directions issued by Reserve Bank of India, to receive money on deposit or loan and borrow Of money in such manner as the Company shall think fit, and in particular by the issue of debentures or debenture-stock (perpetual or otherwise) and to secure the payment of any money borrowed, raised or owing on the mortgage, charge or lien upon all or any of the property or assets of the Company (both present or future) including its uncalled capital and also by similar mortgage, charge or lien to secure and guarantee the performance by the Company, or any other such person on Company, of any obligation undertaken by the Company.

18 . To draw, make, accept, endorse, negotiate, execute and issue bills of exchange, promissory notes, bills of lading, debentures and other negotiable or transferable instruments of securities of all types .

19. To apply for, purchase or otherwise acquire and protect, prolong and renew in any part of the world, any patents and patent rights, brevets, inventions, trade marks, designs, licenses, protections, and concessions conferring any exclusive or non-exclusive or limited right to their use or other information as to any invention, process or privileges which may seem capable of being used for any of the main objects business or the Company or the acquisition of which may seem calculated directly or indirectly, to benefit the company and to use, exercise, develop or grant licenses or privileges in respect of or the property, rights and information so acquired .

20 . To spend money in experimenting upon and testing and improving or seeking to improve any patents, rights, inventions, discoveries, processes, or information of the Company or which the Company may acquire or propose to acquire .

21 . To do all or any of the main business activities either as principals, agents, trustees, contractors or otherwise and either alone or in conjunction with others and either by or through agents, subcontractors, trustees or otherwise .

22 . To acquire and takeover all, or any part of the business property and liabilities of any person, firm or company carrying on or proposing to carryon main business which this Company is authorised to carryon or possess property, suitable for the main business of the Company .

23 . To procure the registration or recognition of the company in or tinder the laws of any place outside India.

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29.

To loan, incorporate or promote any company or companies "xiiethei in India or elsewhere having amongst its or their objects the acquisition of all or any of the assets or controls . management or development of the Company or any other such objects which in the opinion of the Company could or might directly or indirectly assist the Company in the management or its main business or the development of its properties or otherwise prove advantageous to the Company and to pay all m any of the costs and expenses incurred in connection with any such promotion or incorporation and to renuanerate and person or company in any manner it shall think fit, for services rendered or to be rendered in or about the formation or promotion of the Company or the conduct of its main business or in or about the promotion of any other such company in which the Company may have an interest . Subject to the provisions of Section 391 to 394 and 394A of the Companies Act, 1956, to amalgamate or to enter into partnership or any arrangement for sharing profits . union of interest, co. operation, joint venture or reciprocal rights with any person or persons of company or companies carrying on or engaged in the main business of the Company .

To enter into any arrangements and take an necessary or proper steps with Governments or with other authorities supreme, national, local, municipal or otherwise of any place in which the Company may have interests and to carryon any negotiations or operations for the purpose of directly or indirectly carrying out the main objects of the Company or effecting any modification in the constitution of the company or for furthering the interests of the members and to oppose any such steps taken by any other company, any firm or person which may be considered likely, directly for indirectly to prejudice the interest of the Company or its members and to assist in the promotion whether directly or indirectly to any legislation which may seem advantageous to the company and to obtain from such Government Authority and company any character, contracts, decrees, rights, grants, loans, privileges, or concessions which the company may think it desirable to obtain and carry out, exercise and comply with any such arrangements, charters, decrees, rights, privileges or concessions.

To adopt such means of making known the main business of the Company as may seem expedient and in particular by advertising in the press by circulars, by purchase and exhibition of works of art or interest, by publication of books and periodicals and by granting prizes, rewards and donation .

(a) To undertake and execute any trust, the undertaking of which may seem to the Company desirable and either gratuitously or otherwise and vest any real or personal property, rights or interests acquired by or belonging to the company in any person or Company on behalf of or for the benefit of the company and with or without any declared trust in favour of the Company.

(b) To accept gifts including by way of awards/prizes from Govt. and semi, . Govt . bodies and to give gifts and donations to create trusts for the welfare of employees, members, directors and/or their dependants, heirs and children for deserving objects for and such other persons ; also to act as trustees .

, maintenance or extension of any association, institution or fund in any way connected with any particular trade or business or with trade or commerce and particularly with the trade, including any association, institution or fund for the interests of masters, owners

To apply the assets of the Company in any way in or towards the establishment

and employers against loss by bnd debt, strike, combustion . fire, Accident or othei wise or for the benefit of any employee, workman or others at any time employed by the Company or any of its predecessors in business or their families or dependants and whether or not in common with other persons or classes of persons and in particular of friendly, co-operative and other society, reading rooms, libraries, educational and charitable institutions, dinning and recreation rooms, churches, schools . and hospitals and to grant gratuities, pensions and allowances and to contribute to any funds raised by public or local subscription for any purpose .

30 . To aid pecuniary or otherwise, any association, body or movement having for an object the solution, or settlement of industrial or labour problems or troubles or the promotion of industry or trade .

31 . To subscribe or guarantee money for any national, charitable, benevolent, public general or useful object or for any exhibition subject to the provisions of Section 293/293A/293B of the Act .

32 . Subject to the provisions of the Gift Tax Act, 1958 and the Statutory amendment, thereof, the Company has power to make and receive gifts either in cash or other such movable or immovable properties.

33 . To establish and maintain or procure the establishment and maintenance of any contributory or noncontributory pension or superannuation funds for the benefits of and give, procure the giving of donations, gratuities, pensions, allowances or emoluments to any persons who are or were at any time in the employment or service of the Company or are allied to or associated with the Company or with any such subsidiary Company or who are or were at any time Directors of officers of the Company as aforesaid and the wives, widows, families and dependants of any such persons and also establish and subscribe to any institutions, associations, clubs or funds calculated to be for the benefit of or to advance the interest and well-being of the Company or of any such other Company as aforesaid and make payments to or towards the insurance of any such persons as aforesaid and do any of the matters aforesaid, either alone or in conjunction with any such other company as aforesaid .

34 . To distribute among the members in specie or otherwise any property of the Company, or any proceeds of sale or disposal of any property of the Company, in the event of its winding-up but so that no distribution amounting to a reduction of capital be made except Subject to the provisions of sections 100 to 105 of the Companies Act, 1956 .

35 . To do all such other things as may be deemed incidental or conducive for the attainment of the main objects .

(C THE OTHER OBJECTS ARE:

To carry on, in any mode, the business of store-keepers in all its branches and in particular to buy, sell and deal in goods, stores, consumable articles, chattels and effects of all kinds, both wholesale or retail .

2 . To carry on business as importers and exporters of goods or merchandise of any description or to act as shippers, commission agents, advertising agents, travelling agents, transport agents, forwarding and clearing agents, brokers, . estate, agents hardware merchants .

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S . To grow, take on lease, acquire, den clop . deal in plantations and to process in all aspects . timber wood, plywood and all kinds of wood and to make produces where wood is � constituent part and to design, develop . fabricaw any products involving the use of wood .

9 . To produce, manufacture, use, or otherwise acquire, sell, distribute, deal in and dispose of alkalies and acids, gases, compounds, fertilizers, chemicals and chemical products of. every nature and description and compounds, intermediates . derivatives and by - products thereof and products to be made therefrom (hereinafter for convenience relened to generally as, chemicals and products) including specifically, but without limiting the generality of the foregoing, calcium carbide, calcium cynamide . vat . solubilised vat . azoic salts, naphthols, all type of floatation reagents, wetting agents, insecticides and fumigants, plastics and resins, dyestuffs, explosives, catalytic agents, foods, direct colours, basic and rapid fast colours, pigments, drugs, biologicals, pharmaceuticals, serums, vitamin products, harmanes, sutures, ligatures, drugs far disease or disabilities, in men or animals, and products derived fram . phasphate mines, limestones. quarries, bauxite-mines, petroleum, natural gas and such other natural deposits useful ar suitable in the manufacture of chemicals and chemical products as herein-above defined .

10 . To manufacture, produce, refine, prepare, stare, sell and to . Trade and deal in petroleum and all kinds of mineral ails, all products and byproducts thereof including wax, paraffin, soap, paint, varnish, lubricants, illuminants and butter substitutes, ail, cloth, candles, glycerin, stearing and in connection therewith to acquire, construct . repair, apart and use ail and such other refineries, buildings, mills, factories, ail wells, derricks, distilleries, ghanies, rotaries, expellers, mechanical or hydraulic press.

11 . To Carry on the business of manufacturers and dealers, importers and exporters of natural and synthetic resins, moulding pawders, adhesives and cements, ail paints, distempers, cellar paints, colours, varnishes, enamels, gold and silver leaf enamels, spirits, tobacco, cigars, snuff, soap, cosmetics, perfumes, medicines, drugs, dyes, fats, waxes, hides, skins and leather and such other allied articles thereof.

12 . To Carry an development and research work and to manufacture process, impart, export, buy, sell and deal in petroleum cake, calcined, coke and coaltar, anthracite coal and to draw out, manufacture and deal in coaltar, eanlian products and such other by-products as may be possible and to utilise waste gases far industrial uses and purposes.

13 . To . engineer, develop, design, assemble, manufacture, produce, import, export, buy, sell, operate, run, let on hire and otherwise deal in (a) all kinds of earthmoving and agricultural machines, petrol and diesel engines, tools,

plants, tractors, equipments, spares, appliances, implements, accessories, mobile or otherwise .

(b) heavy vehicles and machines far agricultural and land reclarnation, drainage, irrigation, water works, engineering, forest clearing, pumping and such other purposes thereof.

(c) spraying machines, vehicles and equipment whether mobile or other wise :

(d) mobile workshops machinery ; and garage equipments far repair and service machinery ; mss:.

(e) tubewells, pumps, floating or otherwise, motors and imgauon machinery ;

(f) transportation equipments far movements of its piodLICE s or stores . machines or personnel as general purpose freight carriers .

14 . To undertake the business of distribution and application of chemicals . fertilizers and pesticides, aerial or otherwise and to maintain and run vehicles . aeroplanes and equipments for spraying and to run the said vehicles and aeroplanes for hire and as passenger carrying crafts also .

15 . (a) To construct a cinematography theatre and such other buildings and works and conveniences, for purpose thereof said and to manage, maintain and carryon the said theatre and to let out such other buildings when so erected or constructed .

(b) To carryon the business as proprietors and managers of theatre (cinemas, picture places and concert halls) and to provide for the production, representation and performance (whether by mechanical means or otherwise) of operas, stage plays, operettas, burlesques, vaudeviles, revues, ballets, pantomimes, spectacular pieces, promenade, and such other 'concerts, musical and dramatic performances and entertainments of all types .

(c) To carryon the business of restaurant keepers, . wine and spirit merchants, licensed victuallers, theatrical agents, box office keepers, dramatic and musical literature publishers and printers .

(d) To manufacture films and such other appliances and machines in connection with mechanical reproduction or transmission of pictures, movements, music and sounds and to organise and conduct theatrical production and entertainment of all kinds .

(e) To enter into agreements with author or such other persons, for the dramatic or other rights of operas, plays, films, operatus burlesque, vaudeviles, revues, ballet, pantomimes, spectacular pieces, musical compositions and other dramatic and musical performances and entettainments or for the representation thereof in India and elsewhere, as well as of foreign rights.and to enter into engagements of all kinds with artists and such other persons related thereto.

16 . To carryon business as tourist's agents and contractors and to facilitate travelling and to provide for tourists and travelers and promote the provision of conveniences of all kinds in the ways of through tickets, circular tickets, sleeping cars or berths, reserved places, hotel and lodging accommodation, guides, safe deposits, inquiry bureaus, libraries, lavatories, reading room, baggage transport and otherwise.

17 . To carryon business of hotel, cafe, restaurant tavern, beer house, restaurants rooms boarding and lodging house keepers, beer merchants, of aerated minerals and artiftcial surveyors, caterers for public amusements, coach cab, carriage and motorcar proprietors ; livery stable and garabage keepers, importers and brokers of food, live and dead stock, hairdressers, perfumers, chemists, proprietors of clubs, baths, dressing rooms, laundries, reading, writing and newspaper rooms, libraries, grounds and places of amusements and

recreation . sports, entertainment and instrucaor of al! kinds . tobacco and cigar merchants, agents for railways road . air and shipping companies and carriers . theatrical and opera-box office proprietors and general aeenis and to provide servicet. and f;+cilitres of all kinds commercial basis that may be required for the tourist and entertainment industry .

18 . To promote, establish acquire and run or otherwise carryon the business of any plastic or rubber industry or business of manufacture of materials for use in such industries or business such as wax, paper, bakelite, plywood, celluloid products, chemicals of ail sorts and such other articles or things and similar or allied products, or process thereof .

19 . To canyon business of processors, combers, spinners, weavers, knitters, manufacturers, dyers, bleachers, finishers laminators, balers and pressers of any fibrous or textile material whether an agricultural or animal or natural product or its bye-products or chemical or synthetic fibre and specially jute, hemp, silk, cotton, wool, mesta, nylon, terene, terylene, staple fibrt or other synthetic fibre and to manufacture and produce from such raw material or textile material and to carryon the business of buyers, sellers and dealers of all such raw or processed or semi-processed material and to transact all manufacturing cutting and preparing, process and mercantile business that may he beneficial to the said business .

% . 20 . To carryon the business of transport, cartage and haulage contractors, garage proprietors, owners and charters of road vehicles, aircrafts, ships, tugs, barges, and boats of every description, lightermen, carriers of goods and passengers by road, rail, water or air, carmen, cartage contractors, stevedores, wharfingers, cargo superintendents, packers, haulers, warehousemen, store-keepers, and jobmasters.

21 . To canyon the business of farming, horticulture, floriculture, sericulture, dairies, cultivators, of all kinds of foodgrains, seeds, fruits, proprietors of orchards and traders,

~- exporters, dealers, and sellers of the products, of farming, dairy, horticulture, floriculture, sericulture and pisciculture and, fishing and manufacturers of drinks, alcoholic or

r`" otherwise, and beverages produced from such products or otherwise, to carryon the business of cultivators, growers manufacturers, millers, grinders rollers, processors, cold stores tanners and preservers and dealers of food grains and such other agricultural, dairy, horticultural and poultry products, and vegetables, herbs, medicinal flowers, drinks, fluids, and such other fresh and preservable products and to extract bye-products and derivatives whether edibles, pharmaceutical medicines or any other such kind or

14 . nature whatsoever and food preparations of every kind and description and generally the business or manufacture of and trading in preserved, dehydrated, canned or converted

,y agricultural products, fruits and vegetables, foods, dairy and poultry products and articles and other derivatives of all kinds and descriptions and to set up and run machinery for

L.. processing and preserving the same.

22 . To establish experimental farms and research stations anywhere in India for conducting experiments, tests and research for developing better qualities of foodgrains and agricultural products and for developing milk strain in cattle by cross breeding or

4 otherwise and increasing eggs laying capacity in poultry and also for finding such other ways and means of improving other such agricultural crops, produce, seeds, fodder crops

~,� and cattle feed of all kinds .

lo manufacture, process, chemically, clectrically of by ally other such means icline . extract, hydrolize, manipulate . mix, deodatise, grind . bleach, hydrogenate . bup . sell . import, export, produce or otherwise deal in seeds and agricultural products . food products, dietic products and preparations of patent di ugs and proprietory articles o1 all kinds, whether basic or derived and in all forms and in particular protein foods of all kinds and all such other ingredients thereof.

21 . To buy . sell, deal in shares and securities, foreign exchange, gold, silver cotton, lute hessian, oil, oils-seeds and hold them as permitted under [lie law. from time to time . in force .

25 . To organise, run, maintain, operate, promote the business of interior decorators, furniture and carpet designers and manufacturers, boutiques, operators of fashion centers, fashion shows and to make, acquire, deal in any way in handicrafts objects of art, precious stones, jewellery, whether artificial or otherwise and articles wherein precious metals or precious stones may be used, in textile fabrics and to manufacture and deal in any products as are dealt in by boutiques, fashion shows and interior decorators .

26 . To establish, provide, maintain and conduct research and such other laboratories, training colleges, schools and other institutions for the training, education and instruction of students and others who may desire to avail themselves of the same and to provide for the delivery and holdings of lectures, demonstrations, exhibitions, classes, meetings and conferences in connection therewith .

27 . To be interested in promoting the undertaking the formation and establishment and to take, hold and dispose of shares in such organisations institutions businesses or companies, whether industrial, hoteliers, restaurants, agricultural trading, manufacturing or otherwise as may be considered to be conducive to the profit and interest of the company and also to acquire, promote, aid, foster, subsidise or acquire interests in any such industry or undertaking .

28 . To acquire, from or sell to any person, firm or body corporate or, unineorporate whether in India or-elsewhere technical and managerial information, know-how, processes, engineering, manufacturing, operating and commercial data plants, layouts and blue prints useful for the design, erection and operation of any plant or process of manufacture and to acquire and grant to licence other rights and benefits in the foregoing matters and things and to render any kind of management and consultancy services .

29 . To carryon business as general commercial, colour, craft and graphers, photographers, engravers, die-makers, publishers of newspapers, books, magazines, art and musical productions, plan and chart printers, press and advertising agents, contractors, ink die and colour manufacturers, and dealers in containers and components and dealers in printing machines, type and all printers supplies, book binders and stationers and dealers in all kinds of supplies and equipments of mercantile and such other uses thereof.

30 . To carryon the business of manufacturers or/and dealers in all kinds or classes of paper and pulp such as sulphate and sulphate wood, pulp, mechanical pulp and soda pulp and papers such as transparent, vellum writing, printing, glazed, absorbent, news print, wrapping, tissue, cover, blotting, filter, bank or band, badami, brown, buff or coloured lined, azure, laid, grass or waterproof, hated-made, parchment, drawing, craft, carbon, envelope, and box and straw duplex and triplex board and all kinds of articles in the manufacture of which any pulp, paper' or boards is used and also to deal in or manufacture artificial leather of all varieties, grades and colour,

31 . To acquire and hold share stocks . debentures . (142A)C1,11-He stocks, bonds, obligation ; and securities issued of guaranteed by any Company constituted or carrying on business in the Republic of India or elsewhere any debentures, debenture-stocks, bonds. obligations and securities issued or guaranteed by any goNernment, sovereign ruler, commissioners . public body or authority, supereme, municipal, local or otherwise, whether at home or abroad, to acquire any such shares, stocks, debentures, debenture stocks obligations or securities by original subscription, tender, purchase, exchange or otherwise and subscribe for the same either conditionally, or otherwise and to guarantee the subscription thereof and of exercise and enforce all right and powers conferred by or incidental to the ownership thereof, to issue shares, debenture stocks, bonds, obligations and securities of all kinds and to frame, constitute and secure the same, as may seem expedient, with full power to make the same transferable by delivery or by instrument of transfer or otherwise and either perpetual or terminable and either redeemable or otherwise and to change or secure the same by trust deed or otherwise on the undertaking of the company, or upon any specific property and rights, present and future of the company (including if thought fit, uncalled capital) or otherwise, however, to export, import, buy, sell, barter, exchange, pledge, make advance upon, invest in and otherwise deal in gold, silver, bullion, stocks, shares, securities of all kinds and description .

32. To secure sound investments of foreign capital in Indian undertakings and enterprises and Indian Capital in foreign undertakings and enterprises .

33 . To carry on the profession of consultants on management, employment, engineering industry and technical matters to industry and business and to act as employment agents .

34 . To carry on the business as manufacturers of or dealers in glass products such as sheet and plate glass, optical glass, glass wool, laboratory were and Thermometers .

35 . To carryon the business as manufacturer of, agents or dealers in textiles and grains such as man-made fibres, cotton, silk, jute, wollen, synthetics, foodgrains and products thereof, oil s of all kinds, seeds, and pulses.

36 . To undertake and transact all kinds of agency business and to carryon and promote any business, commercial or otherwise, under sound principles and/or to act as distributors, agents, underwriters, brokers, estate agents, middleman, contract man, representations and indenting agents on commissions allowance as may be deemed fit in all commodities, merchandise and other alliedfarticles and lines of business .

37 . Subject to the approval of the Reserve Bank of India under Reserve Bank of India Act, 1934 as amended by Reserve Bank of India (Amendment) Act, 1997, to undertake, manage, finance or otherwise carryon either individually or in association in any manner with any other person or Government authority, programme of Rural Development in India including any programme for promoting the social and economic welfare of, or the uplift of the public in any rural area and without prejudice to the generality of the foregoing to subscribe, donate, establish, provide, maintain, conduct, subsidise, under-take, associate with, carryon and promote studies, research, experimental work and application of technology, in any field of human endeavour, by establishing, endowing or assisting workshops, laboratories,- schools, hospitals, first-aid centres and other technical scientific, agricultural, or any other institutions and bodies for the development of education, medicine, human welfare, agriculture, horticulture, animal husbandry, dairy products, cottage, small-scale and other industry and in order to implement any of the above mentioned objects or purposes, tra'lsfer without consideration or at such fair or

concessional value as the Directors may think fit and divest the mknership of any property of the company to or in favour of any Public or Local Body or central or State Government or any Public institution Trusts or Funds recognised or approved by the Central or State Government or estahlished under any law for the time being in force .

3S . To undertake, carry out, promote and sponsor or associate with or assist any activity for the promotion and growth of national economy and for discharging what the Directors may consider to be social and moral responsibilities of the company to the Public or any section of the Public, as also any activity which the Directors consider likely to promote national welfare or social, economic or moral uplift of the Public or any section of the public and in such manner and by such means as the Directors may think fit and the Directors may without prejudice to the generality of the foregoing undertake can'y out, promote and sponsor any activity for publication of any books, literature, newspapers or for organising lectures or seminars likely to advance these objects or for giving merit awards, for giving scholarships, loans or any other assistance to deserving students or other scholars or persons to enable them to pursue studies or academic pursuits of their researches and for establishing, conducting or assisting any institution fund, trust, person or Government authority having anyone of the aforesaid objects as one of the objects by giving donations or otherwise in any other manner, and the Directors may at their discretion, in order to implement any of the above mentioned objects or purposes, transfer without consideration or at such fair or concessional value as the Directors may think fit and divest the ownership of any property of the company to or in favour of any Public or Local Body or Authority or Central .

39 . To install the Electric furnaces for melting steel scrap and for producing steel castings and for re-routing mild steel sections .

40 . To manufacture steel castings of all kinds such as used for Textile Machine parts, Railways, Tramways, motor parts, Tractors, sugar Industry and Cement industry machinery parts.

41 . To manufacture bolts, nuts, buckets, kerais, gate channels and to carryon the business of fabrication of steel and its by products .

42 . To weld steel tubes and boring of different steel and galvanising iron sections-

43. To manufacture, deal, stock and carry on the business of platemakers, wire drawers, tube manufactures, galvanisers, enamellars, electroplaters every type of steel, spring steel, forgoing quality steel and to act as japaners, re-rollers annalors and makers of steel and metal furnitures and manufactures of all types of malleable grey castings, ferrous and non ferrous steel .

44. To carry on the business of importing and exporting machinery, plants, tools, implement, metal goods, hardware and plumbing material and to sell, let out or otherwise deal in such imported goods or articles .

45 . Subject to the approval of the Reserve Bank of India under Reserve Bank of India Act, 1934 as amended by Reserve Bank of India (Amendment Act) 1997 to canyon the business as financiers (not amounting to, banking business within the meaning of Banking Regulation Act, 1949) by way of loaning, lending, and advancing money, to industrials, individuals, commercials and such other enterprises of all types .

46 . To carry on the business of mechanical fitter a u ., drawers, galvanizers . japan, re, . annealers, enamellers and packing case makers .

4% . To carryon the business of leasing and hire purchase and to acquire ., to provide on lace or to be provided on hire purchase basis all types of industrial and offices, plants . equipments, machinery, vehicles buildings and teal estate, required for manufacttuing . processing, transportation and trading business and such other commercial and service business .

48 . To build, construct ., establish, own, purchase, sell . take on lease or exchange or otherwise acquire, hold, maintain and manage industrial, commercial or, residential buildings and plots, apartment houses, hotels, motels, hostels, restaurants ; factory premises . god owns. golas, warehouses, flats, boarding houses, clubs, pleasure grounds and amusement parks . theatres, cinemas or other show houses, meeting or lecture halls, libraries, dharamshalas and sarais, health resorts and sanatoriums, gardens, swimming po01 s and baths, huts, Bazars and markets meals and exhibition and to let, sublet, give on lease or otherwise to permit use, and occupation of the same for rent on hire charges and to provide for the tenants and occupiers thereof all or any of the conveniences commonly provided in residential, commercial and industrial quarters .

49 . Subject to the approval of SEBI and RBI under RBI Act, 1934 and as amended by RBI (Amendment) Act, 1997 and other authorities where required to carryon all or any of the business in all the branches of Registrars to the issue, manager to the issue transfer agents, financial merchant bankers, advisors, portfolio management, consultants to the capital market, data procurement and recording centres, and development consultancy and to carry on all or any of the activities in all its branches of leasing finance and hire-purchase .l

50 . To carryon the business of exporters and importers, buyers, sellers, processors and manufacturers of and general export and import both traditional and nontraditional items, industrial, mineral, agricultural commodities, handicrafts and household articles .

IV . The liability of the members is limited .

V . The Authorised Share Capital of the Company is Rs . 5,00,000 (Rupees Five Lacs Only) divided into 50,000 (Fifty Thousand Only) Equity Shares of Rs. 10/- (Rupees Ten Only) each.

We . the several, persons whose names and addresseN arc subscribed below aie dcsirou, of benv f- -

(7ompan) in pursuance of this Memorandum of Association . and sae iespectivety agree to take the numbe- -

`

S . Name . Description . Occupation and addresses Number and F _

Signatures T-

Names. ., :. r- - No. of subscribers type of equity of descrripr--

shares Subscribers stgnan.:- - watne . .

1 . M/s. Apollo Enterprises Limited, P.O . Box 118, 20,000 Salisbury House, Victoria Street, Douglas, Isle (Twenty of Man, IM 99 1QZ (U.K.) through POA holder Thousand) Sd/- Mr. Harvinder Singh Kohli s/o Mr. P.S . Kohl! Equity Shares Harvinder r/o . I, Link Road, Jangpura Extension, of Rs . 10/. Singh Kohli Occupation : Business each

2 . D.S.Constructions Limited, C-66, South 12,200 Extension Part II, New Delhi - 110049 through (Twelve Sd/- E _ _ POA Holder Mr. Mohinder Singh Narula s/o Mr . Thousand Two Mohinder ;? Balbir Singh Narula r/o. 3, Golf Links, New Hundred) Singh Narula Delhi 110003 . Occupation : Business Equity Shares - = -

of Rs . 10/- 8Ch

OII j J =

"" OU 3. Mohinder Singh Narula s/o Mr. Balbir Singh 100 ! ~ -- ; C5 T L -

Narula r/o . 3, Golf Links, New Delhi 110003 . (One Hundred) Sd/- t n ̂ - Occupation : Business Equity Shares Mohinder ,$ E _ = '

of Rs . 10/- Singh Narula y r" v 1 = Z = each i

4 . Mrs . Harneet Kaur w/o Shri Birender Singh 100 c '~ Narula r/o 3, Golf Links, New Delhi 110003 . (One Hundred) Sd/- a Occupation : Business Equity Shares Harneet Kaur y

of Rs. 10/- s°; each W

5. Laing O'Rourke PLC, Bridge Place, Anchor 5,000 0 Boulevard. Admirals Park, Crossways, Dartford, (Five Sd/- Kent, DA2 6SN, U.K . . through PDA holder Mr . Thousand) Dhiraj Singh P, Dhiraj Singh s/o . Late Mr. B . P . Singh, r/o . 3`° Equity Shares m Floor, Vatika Triangle, Gurgaon, Occupation : of Rs.10/- y Business each s

6 . John Liang International Limited, Bridge Place, 12,500 5 Anchor Boulevard . Admirals Park, Crossways, (Twelve Sd/- 3 Dartford, Kent, DA2 6SN, U.K., through POA Thousand Five Dhiraj Singh '' holder Mr. Dhiraj Singh s/o . Late Mr . B . P. Hundred) _ Singh, r/o . 3`° Floor, Vatika Triangle, Gurgaon, Equity Shares y w y Occupation : Business of Rs. 10/-

` ,r .5 Z z

each ~ u V = '"^` = - y ~ u` r 7. Virender Singh Narula s/o Late Mr. D.S . Narula 100

_ = r , rn .

r/o . 3, Golf Links, New Delhi 110003 . (One Hundred) Sd/- ~

< $ c z Occupation: Business Equity Shares Virender

a Z: ~ E X m of Rs . 10/- Singh Narula

3 ;� :

o o 2 d v "' z each

TOTAL " 50000 (Fifty

Thousand)

(-apital of the Company. set opposite our respective uamerr.

'~ . Place : New Delhi Dated : 12.04.2005

1,.

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L

(I HE COMPANIES ACTT, 19b(i)

(COMPANY LIMITED BY SHARES)

Articles of Association OF

RAIPUR EXPRESSWAYS LIMITED

PRELIMINARY Unless the context otherwise requires, words or expressions contained in these Interpretation Articles shall bear the same meaning as in the Act . The marginal notes hereto shall not affect the construction hereto and in these presents, unless there be something in the subject or context inconsistent therewith.

"The Act" means The Companies Act, 1956 .

"These Articles" means the Articles of Association as originally framed or as altered by Special Resolution, from time to time .

"Beneficial Owner" shall mean the beneficial owner as defined as in the clause (a) of the Sub-section (1) of Section 2 of the Depositories Act, 1996 .

The "Board" means Board of Directors of the Company.

"The Company" means "RAIPUR EXPRESSWAYS LIMITED" .

"The Directors" means the Board of Directors of the Company for the time being.

"The Office" means the Registered Office of the Company for the time being . "The Register" means the Register of Members to be kept pursuant to Section 150 of the Act .

"Depository" shall mean a Depository as defined under clause (e) of Sub-section (1) of Section 2 of the Depositories Act, 1996 .

"Dividend" includes any Interim Dividend .

"Month" means Calendar month .

"Proxy" includes Attorney duly constituted under a power of Attorney. "Seal" means the Common Seal of the Company .

"Share with Differential Rights" means that is issued with differential rights in accordance .

1111r

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Table "A' not to 2. apply

L

'v Share Capital 3.

~.-

'~--

'~.

'v

Redeemable 4. V preference shares

L Allotment of S .

"In Writing" and "Writing" shall include punting . lithograph . and other modes of representing or reproducing words in a visible tbrm . Words Imparting the singular number also include the plural number and vice-versa . R'ords importing the masculine gender also include the feminine gender .

NVords imparting persons include corporations .

Save as provided herein, the Regulation contained in Table 'A' in Schedule I of the Act shall not apply to Company .

SHARES

The Authorised Share Capital of the Company shall be such as given in the Clause V of the Memorandum of Association or altered, from time to time, thereat payable in the manner as may be determined by the Directors, with power to increase, reduce, sub-divide or to repay the same or to divide the same into several classes and to attach thereto any rights and to consolidate or subdivide or re-organise the shares and subject the provisions of the Act, to vary such rights as may be determined in accordance with the regulations of the Company. The paid up capital of the company will be minimum Rs . 5,00,000 (Rs Five Lacs).

The Company shall have power to issue Preference Shares carrying right of redemption out of profits which would otherwise be available for dividend, or out of the proceeds of a fresh issue of shares made for the purpose of such redemption, or liable to be redeemed at the option of the Company, and the Board may subject to the provisions of Section 80 of the Act, exercise such power in such manner as it think fit .

.charea Subject to the provisions of these Articles, the shares shall be under the ~.- -- control of the board of Directors who may at or otherwise dispose off

the same on such terms and conditions, and at such time as the ~- Directors think fit and with power to issue any shares as fully paid-up

in consideration of services rendered to the Company in its formation or otherwise, provided that where the Directors decide to increase the issued capital of the Company by the issue of further shares . The

'v provisions of Section 81 of the Act will be complied with, provided further that the option or right to call of shares shall not be given to any

~- person except with the sanction of the Company in general meeting.

I% -

%%W

V

Issue of shares at a 6 . discount Subject to the provisions of the Act, it shall be lawful for the Company

to issue at a discount, shares of a class already issued .

Subject to Section 187 C of the Act, the company shall be entitled to treat the registered holder of any share as the absolute owner thereof and accordingly shall not, except as ordered by a Court of competent jurisdiction or as by law required, be bound to recognise any trust, benami or equitable or other claim to or interest in such shares or any fractional part of a share whether or not it shall have express or other notice thereof .

CERTIFICATE

Trusts not recognised

8. The certificate of title to shares shall be issued under the Seal of Certificate the Company .

9. Every member shall be entitled free of charge to certificates in Member's right to marketable lot for all the shares of each class registered in his certificate name or, if any member so wishes, to several certificate each for one or more of such shares . Unless the Conditions of issue of any shares otherwise . provide, the Company shall either within three months after the date of allotment and on surrender to the Company of its letter making the allotment or of its fractional coupons of requisite value (save in the case of issue against letters of acceptance or of renunciation or in case of issue of bonus shares) or within one month of receipt of the application for registration of the transfer, sub-division, consolidation, renewal or exchange of any of its shares, as the case may be, complete, and have ready for delivery the certificates of such shares . Every certificate of shares, shall specify the name of the person in whose favour the certificate is issued, the shares to which it relates and the amount paid up thereon. Particulars of every certificate issued shall be entered in the register maintained in the form set out in the Companies (Issue of Share Certificates) Rules, 1960 .

10. (1)If any certificate of any share or shares be surrendered to the As to issue of new Company for sub-division or consolidation or if any certificate be certificate defaced, torn or old, decrepit, worn-out or where the pages on

3 vll -2Z

the reverse for recording transfei Pave been duly utilised . then upon surrender thereof to the Contpac) . the board, may order the same to be cancelled and may issue a nci. c, : : ofn:ate in lieu thereof. and if any certificate he lost or destroyed . tnen upon proof thereof to the satisfaction of the Board: and on such indemnity as the Board thinks fit being given a new certificate in lieu thereof. shall be given to party entitled to the shares to which such lost of destroyed certificate relate . Where a new certificate has been issued as aforesaid . it shall state on the face of it and against the stub or counterfoil that it is issued in lieu of a share certificate or is a duplicate issued for the one so replaced and, in the case certificate issued in place of one which has been lost or destroyed, the word "duplicate" shall be stamped or punched in bold letters across the face thereof. For every certificate issued under this Article, there shall be paid to the Company such out of pocket expenses incurred by the Company in investigating evidence as the Board may determine.

(2) No fee shall be charged for sub-division and consolidation of share and debenture certificates and for sub-division of letters of allotment and split, consolidation, renewal and pucca transfer receipts into denominations, corresponding to the market units of trading, for sub-division of renounce-able letters of rights ; for issue of new certificate in replacement of those which are old, decrepit or worn out, or where the pages on the reverse for recording transfers have been fully utilised . Provided that the Company may charge such fees as may be agreed by it with the Stock Exchange with which its shares may be enlisted for the time being for issue of new certificates in replacement of those that are tom, defaced, lost or destroyed, and for sub-division and consolidation of share and debenture certificates and for sub-division of letter of allotment and split, consolidation, renewal and pucca transfer receipts into denominations other than those fixed for the market units of trading.

Dematerialisation of Securities

Options for Investors

10A 1 . Notwithstanding anything contained in these Articles, the Company shall be entitled to dematerialise its securities and to offer securities in a dematerialised form pursuant to the Depositories Act, 1996 .

2. Every person subscribing to securities offered by the Company shall have the option to receive security certificate or to hold the securities with a depository . Such a person who is the beneficial owner of the securities can at any time opt out of a depository, if permitted by the law, in respect of any security in the manner provided by the Depositories Act, and the Company shall, in the manner and within the time prescribed, issue to the beneficial owner the required Certificate of Securities .

If a person opts to hold his security with a depository, the Company shall intimate such depository the details of allotment of the security, and on receipt of thq information, the depository shall enter in its record the name of the allottee as the beneficial owner of the security .

All the securities neid by a depository shall be dematerialised and be in fungible fornf Securiuea 14)

Nmhme contained m Sections 153, 153A, 1873 . I 01 7C and 377A of the Act shall apply to a Depositoi ies to be u :

depository in respect of the securities held by it on behall of the beneficial owners . the fungi bit 14)101

J (a) Notwithstanding anything to the contrary contained in the Act or these Articles . a depository shall be deemed to be the tegistered owner Ibr the purpose of effecting u-ansfei of ownership of security on behalf of the beneficial owner.

6f Save as otherwise provided in (a) above . the depository as the registered owner of the securities shall not have any voting rights or an) other rights m respect of the securities held by it .

(c Every person holding securities of the Company and whose name is entered as the beneficial owner in the records of the depository shall be deemed to be a member of the Company . The beneficial owner of securities shall be entitled to all the rights and benefits and be subject to all the liabilities in respect of his securities, which are held by a depository .

5 . Notwithstanding anything in the Act or these Articles to the contrary, where securities are held in a depository, the record of the beneficial ownership may be served by such depository on the Company by means of electronic mode or by delivery of floppies or discs

6 . Nothing contained in Section 108 of the Act or these Articles shall apply to transfer of securities effected by a transferor and transferee both of whom are entered as beneficial owners in the records of a depository .

7 . Notwithstanding anything in the Act or these Articles, where securities are dealt with by a depository, the Company shall intimate the details thereof to the depository immediately on allotment of such securities .

8 . Nothing contained in the Act or these Articles regarding the necessity of having distinctive numbers for securities issued by the Company shall apply to securities held with a depository .

9 . The Register and Index of beneficial owners maintained by a depository under the Depositories Act, 1996, shall be deemed to be Register and Index of Members and Security holders for the purposes of these Articles .

JOINT-HOLDERS OF SHARES Where two or more persons are registered as the holders of any share they shall be deemed to hold the same as joint-tenants with benefit of survivorship subject to the following provisions and to the other provisions of these Articles relating to joint-holders:

(a) The Company shall not be bound to register more than Three persons as the joint-holder of any share.

(b) The joint-holders of a share shall be liable severally as well as jointly in respect of all payments which ought to be made in respect of such shares . (c) On the death of anyone of such joint-holders the survivor or survivors shall be the only person recognised by the Company as having any title to or interest in such share but the Board may require such evidence of death as it may deem fit . (d) Only the person whose name stands first in the Register as one of the joint-holders of any share shall be entitled to delivery of the certificate relating to such share.

Rights of depositories and beneficial owners

Fee on sub-dl of shares issue of new certificates etc .

Maximum number

Liability several as well as joint

Survivors of joint-holders only recognised Delivery of certificates

FORFEITURE ANP LIEN

19 If any member fails to pay any call of instalment on or before the day appointed for the payment of the same, the Directors may at any time thereafter, during such time as the call or instalment remains unpaid, serve notice on such member requiring him to pay the same together with any interest that may have accrued and expenses, that may have been incurred by the Company by reasons of such non-payment .

20 The notice shall name a day (not being less than 30 (Thirty) days from the date of the notice) and a place or places on and at which such call or instalment and such interest and expenses as aforesaid are to be paid . The notice shall also state that in the event of nonpayment at or before the time, and at the place or places appointed, the shares in respect of which such call was made or instalment is payable will be liable to be forfeited.

21 If the requirement of any such notice as aforesaid be not complied with, any shares in respect of which such notice has been given may, at any time thereafter before payment of all calls or instalments, interest and expenses due in respect thereof, be forfeited by a resolution of the Directors to that effect . Such forfeiture shall include all dividends declared in respect of the forfeited share not actually paid before the forfeiture . Neither the receipt by the Company of a portion of any money which shall, from time to time, be due from any member of the Company in respect of his shares, either by way of principal or interest, nor any indulgency granted by the Company in respect of the payment of any such money shall pre-clude the Company from thereafter proceeding to enforce a forfeiture of such share as herein provided .

22 When any shares shall have been so forfeited, notice of the forfeiture shall be given to the member in whose name it stood immediately prior to the forfeiture, and an entry of the forfeiture with the date thereof, shall forthwith be made in the Register but no forfeiture shall be in any manner invalidated by any omission or neglect to give such notice or to make such entry as aforesaid .

23 Any share so forfeited shall be deemed to be the property of the Company, and the Directors may sell, re-allot or otherwise dispose off the same in such manner as they think fit .

24

25

26

Notice may be given lot calls of instalment not paid

Form of notice

If notice not complied with, shares may be forfeited .

Notice of forfeiture

Forfeited shares to become property of the Company.

Power to annul The Directors may, at any time before any share so forfeied shall be sold, re- forfeiture allotted or otherwise disposed off, annul the forfeiture thereof upon such conditions as they think fit . Any member whose shares have been forfeited shall notwithstanding such Arrears to be paid forfeiture, be liable to pay shall forthwith pay to the Company all calls, notwithstanding instalments, interest and expenses, owing upon or in respect of shares, at the time forfeiture of all instalments interest on the forfeiture together with interest thereupon, from the time of the forfeiture until payment, at 12 (Twelve) per cent per annum or such other rate as the Directors may determine and the Directors may enforce the payment thereof without any deduction of allowance for the value of shares at the time of forfeiture but shall riot be under any obligation to do so . The forfeiture of a share shall involve the extinction of all interest in and also of Effect of forfeiture all claims and demands against the Company in respect of the share, and all other rights incidental to the share except only such of those rights as by these Articles are expressly saved.

7

1r c+id,mce of For leiture 27 A duly verified declaration in writing that the declarant is a Dn ect,,r of the Compam. and that certain zhaies in the Cnmpany have been cink Ionlcited on a date stated in the declaration shall be conclusive evidence of the Ihcts therein stated as against all persons claiming to be entitled to the shares and the receipt of the Company for the consideration, if any . given Iot the shares on the sale or disposition thereof, shall constitute a written title to such shares .

Company's Lien on Shares

28

28A Intention as to 29. enforcing lien by sale

Application of proceeds of sale

Validity of Shares 30 .

Power to issue New Certificate

31 .

That fully paid shares shall be free from all lien . and that m the case of partly paid shares, the Company's lien shall be restricted to monev called or payable at a fixed time in respect of such shares .

That a common form of transfer shall be used .

For the purpose of enforcing such lien, the Directors may sell the shares subject thereto in such manner as they think fit, but no sale shall be made until such period as aforesaid shall have elapsed and until notice in writing of the intention to sell shall have been served on such member, his committee, curator bonis or other person recognised by the Company as entitled to represent such member and default shall have been made by him or them in the payment of the sum payable as aforesaid for thirty days after such notice . The net proceeds of any such sale shall be applied in or towards satisfaction of such part of the amount in respect of which the lien exists as is presently payable by such member, and the residual (if any) be paid to such member, his executors, administrators or other representatives or persons so recognised as aforesaid.

Upon any sale after forfeiture or for enforcing a lien in purported exercise of the powers by these presents given, the Directors may appoint some person to execute an instrument of transfer of the shares sold and cause the purchaser's name to be entered in the register in respect of the shares sold and after his name has been entered in the Register in respect of such shares his title to such shares shall not be affected by any irregularity or invalidity In the proceedings in reference to such forfeiture, sale or disposition, not impeached by any person and the remedy of any person aggrieved by the sale shall be in damages only and against the Company exclusively .

Where any shares under the powers in that behalf herein contained are sold by the Directors and the certificate thereof has not been delivered to the Company by the former holders of the said shares the Directors may issue new certificate in lieu of certificate riot so delivered.

8 vii-z

TR.ANSFER AND TRANSM)SSIUr Or SHARES

3? . .Subject to the provisions of the Act . no transfer of shares shall be Execution of trnnsf ;ti_ registered unless a proper instrument of transfer du!, stamped and etc executed by or on behalf of the transferor or transferee has been delivered to the Company together with the certificate or certificates of the shares, or if no such certificate is in existence along kith the letter of allotment of such shares . The instrument of transfer of anY shares shall be signed both by or on behalf of the transferor and by or on the behalf of transferee and the transferor shall be deemed to remain the holder of such share until the name of the transferee is entered in the register in respect thereof.

33 . Application for the registration of the transfer of a share may be made Application for either by the transferor or the transferee provided that, where such transfer application is made by the transferor, no registration shall in the case of partly paid shares be effected unless the Company gives notice of the application to the transferee in the manners prescribed by the Act. Arid, subject to the provisions of Articles hereof, the company shall, unless objection is made by the transferee within two weeks from the date of receipt of the notice, enter in the Register the name of the transferee in the same manner and subject to the same conditions as if the application for registration was made by the transferee.

34 . Before registering any transfer tendered for registration, the Company tray, if it so thinks fit, give notice by letter posted in the ordinary course to the registered holder that such transfer deed has been lodged and that, unless objection is taken, the transfer will be registered and . if such registered holder fails to lodge an objection in writing at the office of the Company within two weeks from the posting of such notice to him he shall be deemed to have admitted the validity of the said transfer.

Notice of transfer to registered holder

35 . The Company shall keep a "Register of Transfer" and therein shall be Register of transfer fairly and distinctly entered particulars of every transfer of any share.

36 . Subject to the provisions of Section l d d of the Act, the Board of Directors, may within one month from the date on which the instrument of transfer was delivered to the Company, refuse to register any transfer of a share upon which the Company has a lien and, in the case of a share not fully paid up, may refuse to register a transfer to a transferee to whom the Board does not approve.

In what case to decline to register transfer of shares

Provided that the registration of a transfer of share shall not be refused on the ground of the transferor being either alone or jointly with any other person or persons indebted to the Company or any account whatsoever .

42. Any person becoming entitled to or to transfer shares in consequence of the death or insolvency of any member upon producing such evidence that he sustains the character in respect of which he processes to act under this article, or of his title as the Directors think sufficient, may with the consent of the Directors (which they shall not be under any obligation to give), be registered as a member in respect of such shares or may subject to the regulations as to transfer hereinbefore contained, transfer such shares . This article is hereinafter referred to as "The transmission Article" Subject to any other provisions of these Articles if the person so becoming entitled to shares under this or the last proceeding Article shall elect to be registered as a member in respect of the share himself he shall deliver or send to the company a notice in writing signed by him stating that he so elects . If he shall elect to transfer to some other person he shall execute an instrument of transfer in accordance with the provisions of these articles relating to transfer of shares. All the limitations, restrictions and provisions of these articles relating to the rights to transfer and the registration of transfers of shares shall be applicable to any such notice of transfer as aforesaid.

43 .

44 .

Subject to any other provisions of these Articles if the Directors in their Rights of executors and sole discretion are satisfied in regard there of, a person becoming entitled to trustee . a share in consequences of the death or insolvency of a member may receive and give a discharge for any dividends or other money payable in respect of the share.

The instrument of transfer shall be in writing and all the provision of Provisions of Article Section 108 of the Companies Act, 1956 and of any statutory modification relating to transfer thereof for the time being shall be duly complied with in respect of all applicable transfer of shares acrd the registration thereof.

As to transfer of shares of deceased or insolvent members .

Transmission Article

Notice of election to be registered

All Rights of executors and trustees .

SNARE WARRANTS

45. Subject to the provisions of Section 114 and 115 of the Act and subject to any directions which may be given by the Company in General Meeting, the Board may issue share-warrants in such manner and on such terms and conditions as the Board tray deem fit. In case of such issue, Regulations 40 to 43 of Table" A" in Schedule I to the Act, shall apply .

Power to issue Share warrants .

STOCKS

46. The Company may exercise the power to conversion of its shares into stock Stocks and in that case Regulations 37 to 39 to table "A" in Schedule t to the Act shall apply .

r

IW,

1r Power to subdivide and consolidate

I.

47 .

Surrender 48,

ALTERATION OF CAPITAL The Company ntal, by ordinary resolution . from time to time . alter

the condition of the Memorandum ot Association its follo%~s :- (a) Increase the Share Capital by such amount to be divided into

shares of such amount as may be specified in the tesoluuon .

(b) Consolidate and divide all or any of its share capital into shares

of larger amount than its existing shares . (c) Convert all or any of its fully Paid-up shares into stock and reconvert that stock into fully Paid-up shares of any denomination . (d) Sub-divide its existing shares or any of them into shares of smaller amount than is fixed by the Memorandum of Association so however, that in the sub-division the proportion between the amount

paid and the amount, if any unpaid on each reduced share shall be the same as it was in the share from which the reduced share is derived, and

(e)Cancel any shares which, at the date of the passing of the resolution,

have not been taken or agreed to be taken by any person and diminish the

amount of its share capital by the amount of the shares so cancelled.

Subject to the provisions of Sections 100 to 104 of the Act, the Board may accept from any member the surrender of all or any of his shares on such terms and conditions as shall be agreed .

MODIFICATION OF RIGHTS Power to modify 49. If at any time the share capital is divided into different classes of shares the rights rights attached to any class (unless otherwise provided by the terms of issue

of the shares of that class) may, whether or not the Company is being wound up, be carried with consent in writing of 'the holders of three-

fourths of the issued shares of that class, or with the sanction of a Special

Resolution passed at a Separate Meeting of the holders of the shares of that

class. To every such Separate Meeting of the provisions of these Articles,

relating to general meeting shall apply, but so that the necessary quorum

shall be two persons at least holding or representing by proxy one-tenth of the issued shares of the class but so that if at any adjourned meeting of such holders a quorum as ahove defined is trot present, those members who are

present shall be a quorum and that any holder of shares of the class present in person or by proxy may demand a poll and, on a poll, shall have one vote for each shares of the class of which he is the holder. The Company shall comply with the provisions of Section 192 of the Act as to forwarding a copy of any such agreement or resolution to the Registrar of Companies.