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Architectural study for Commercial Development at Shivaji Nagar, Pune

Rail Land Development Authority (A Statutory Authority under Ministry of Railways, Government of India)

Tender No. RLDA/RFP/CT-3 of 2011

REQUEST FOR PROPOSAL FOR APPOINTMENT OF

ARCHITECTURAL AND TECHINICAL CONSULTANT


FOR

ARCHITECTURAL STUDY OF COMMERCIAL DEVELOPMENT AT SHIVAJI NAGAR STATION, PUNE


Office of the Vice Chairman Rail Land Development Authority Near Safdarjung Railway Station, Moti Bagh-I New Delhi-110021

May, 2011

Rail Land Development Authority

Architectural study for Commercial Development at Shivaji Nagar, Pune

DISCLAIMER The information contained in this Request for Proposal document (RFP) or subsequently provided to Applicants, whether verbally or in documentary or any other form by or on behalf of RLDA or any of their employees or advisers, is provided to Applicants on the terms and conditions subject to which such information is provided. This RFP is not an agreement and is neither an offer nor invitation by RLDA to the prospective Applicants or any other person. The purpose of this RFP is to provide interested parties with information that may be useful to them in the formulation of their Proposals pursuant to this RFP. This RFP includes statements, which reflect various assumptions and assessments arrived at by RLDA in relation to the Consultancy. Such assumptions, assessments and statements do not purport to contain all the information that each Applicant may require. This RFP may not be appropriate for all persons, and it is not possible for the RLDA, its employees or advisers to consider the objectives, technical expertise and particular needs of each party who reads or uses this RFP. The assumptions, assessments, statements and information contained in this RFP, may not be complete, accurate, adequate or correct. Each Applicant should, therefore, conduct its own investigations and analysis and should check the accuracy, adequacy, correctness, reliability and completeness of the assumptions, assessments and information contained in this RFP and obtain independent advice from appropriate sources. Information provided in this RFP to the Applicants is on a wide range of matters, some of which depends upon interpretation of law. This information given is not an exhaustive account of statutory requirements and should not be regarded as a complete or authoritative statement of law. RLDA accepts no responsibility for the accuracy or otherwise for any interpretation or opinion on the law expressed herein. RLDA, its employees and advisers make no representation or warranty and shall have no liability to any person including any Applicant under any law, statute, rules or regulations or tort, principles of restitution or unjust enrichment or otherwise for any loss, damages, cost or expense which may arise from or be incurred or suffered on account of anything contained in this RFP or otherwise, including the accuracy, adequacy, correctness, reliability or completeness of the RFP and any assessment, assumption, statement or information contained therein or deemed to from part of this RFP or arising in anyway in this Selection Process. RLDA also accepts no liability of any nature whether resulting from negligence or otherwise however caused arising from reliance of any Applicant upon the statements contained in this RFP. RLDA may in its absolute discretion, but without being under any obligation to do so, update, amend or supplement the information, assessment or assumption contained in this RFP. The issue of this RFP does not imply that RLDA is bound to select an Applicant or to appoint the Selected Applicant, as the case may be, for the Consultancy and RLDA reserves the right to reject all or any of the proposals without assigning any reasons.

Rail Land Development Authority

Architectural study for Commercial Development at Shivaji Nagar, Pune

The Applicant shall bear all its costs associated with or relating to the preparation and submission of its proposal including but not limited to preparation, copying, postage, delivery fees, expenses associated with any demonstrations or presentations which may be required by RLDA or any other costs incurred in connection with or relating to its proposal. All such costs and expenses will remain with the Applicant and RLDA shall not be liable in any manner whatsoever for the same or for any other costs or other expenses incurred by an Applicant in preparation or submission of the proposal, regardless of the conduct or outcome of the Selection Process.

Rail Land Development Authority

Architectural study for Commercial Development at Shivaji Nagar, Pune

REQUEST FOR PROPOSAL FOR APPOINTMENT OF ARCHITECTURAL AND TECHINICAL CONSULTANT FOR ARCHITECTURAL STUDY of COMMERCIAL DEVELOPMENT OF SHIVAJI NAGAR STATION, PUNE Tender No. RLDA/RFP/CT-3 of 2011 INSTRUCTIONS TO BIDDERS Introduction RLDA invites proposals for selection of Architect and Technical Consultants for Architectural Study of commercial development of area of about 5 hectare at Shivaji Nagar Station, Pune

The selection of Consultant shall be done on the basis of eligibility criteria provided in the document and lumpsum cost of consultancy offered by the Applicants. The Consultancy has to be carried out by the Consultant as per TOR and draft Agreement attached to this RFP. 1. Submission of Proposals 1.1 The bidding process will be carried out by following a single stage, two packet system i.e. by submission of eligibility proposal and financial proposal. The eligibility of the consultant to bid shall depend upon the minimum qualification criteria as laid down in this RFP document. Consultants shall submit its eligibility proposal and financial proposal in two separate envelopes. The consultant shall provide all the information sought under this RFP. RLDA will evaluate only those bids that are received in the required formats and are complete in all respect. The bids will comprise of two parts as described below : i) ENVELOPE 1 will contain the following documents : a. requisite earnest money in form of Demand Draft in favour of Rail Land Development Authority, payable at New Delhi. b. letter of proposal as per Bid Form no.1, c. information for eligibility of firm as per Bid Form no.2, d. The CVs of the personnel of the Consultancy Team shall be submitted in Form-3. e. a copy of set of RFP document alongwith corrigendum to RFP, if issued, with each page initialed by the authorised signatory as a token of acceptance, ENVELOPE 2 will consist of the bidders financial bid, the format for submission of bid is provided in Bid Form No. 4 & 5.

ii)

Rail Land Development Authority

Architectural study for Commercial Development at Shivaji Nagar, Pune

1.2 ENVELOPE 1 and ENVELOPE 2 shall be marked with Eligibility Proposal and other Compliances and Financial Proposal respectively. Envelope 1 and Envelope 2 shall be sealed and placed in a third envelope. ENVELOPE 3 shall be sealed and all the three envelopes must bear the name and address of the consultant to facilitate return of the envelopes unopened, if required and should be marked as Proposal for Architectural Study for commercial development of area of about 5 hectare at Shivaji Nagar Station, Pune on Indian Railways : Tender No. RLDA/CT- of 2011. 1.3 Key personnel The Consultancy Team shall consist of the following Key Personnel (the Key Personnel) who shall discharge their respective responsibilities as specified below: Key Personnel Architect and Team Leader(the Team Leader) Responsibilities He will be responsible for all deliverables and developing the architectural concept plans for the proposed commercial development at Shivaji Nagar Station, Pune and advising RLDA on all Development Control Norms applicable for the site, feasibility of securing premium FSI, arranging land use clearance if required for the site. He will lead, co-ordinate and supervise the multidisciplinary team for development of architectural plans. Shall be responsible for carrying out site survey and preparation of site plans, measurements etc. Shall be responsible for brief financial analysis, valuation of property, reserve price for the site, for the market survey, collection of circle rate and market rate etc and preparation of reports.

Surveyor

Real Estate Expert

1.4 The Eligibility Proposal submitted by the Bidders shall be evaluated. The Financial Bid of only those Bidders, who are found to be eligible as per their eligibility proposal shall be opened. 1.5 If the proposal is unaccompanied by the requisite earnest money, the financial proposal shall not be opened and would stand automatically disqualified. 1.6 The last date & time for submission for bids is 17.06.2011 at 1500 hours to the Vice Chairman, Rail Land Development Authority, Next to Safdarjung Railway Station, Moti Bagh - I, New Delhi - 110021. The bids would be opened on the same date at 1530 hrs in the presence of representatives of those firms who chose to remain present. Bids

Rail Land Development Authority

Architectural study for Commercial Development at Shivaji Nagar, Pune

received after the dead line of submission shall be returned unopened. Late / delayed bids will not be considered. A Pre-bid meeting will be held at 11.00 hours on 03.06.2011_at RLDA office in New Delhi. 1.7 The bidder has to sign all the pages of the Bid document. 2. Validity of the Offer The offer shall be kept valid for minimum 90 days from the date of opening. 3. Eligibility Criteria:

(i)

Experience of firm :- The Applicant should have successfully completed at least two architectural consultancy assignments of real estate projects in the major Cities involving atleast 01 hectare of land area and should have received at least Rs 5 Lakh as consultancy fee against the each assignment. Firms should submit proper completion certificates from the client as evidence of its experience in the absence of which their claim regarding meeting the eligibility criteria would not be entertained.
Experience of Key Personnel :- The bidder should have in its team Key Personnel as specified below fulfilling the eligibility conditions. Educational Qualification Length of Professional Experience 10 years Experience on Eligible Assignments

(ii)

Key Personnel

Architect and Team Leader.

Master/Bachelor in Architecture or equivalent

He should have led the Architectural planning team for consultancy assignments of nature specified at clause 3 (i). He should have worked as Surveyor for two consultancy assignments involving land area of one hectare for each assignment.

Surveyor

Bachelor/Diploma in Civil Engineering or equivalent.

5 years

Real Estate Expert

Masters/Bachelor

5 years

He should have worked on Land Valuation for two consultancy

Rail Land Development Authority

Architectural study for Commercial Development at Shivaji Nagar, Pune

assignments involving land area of one hectare for each assignment. In case the consultant proposes to engage any officials of Govt. of India, Retired officials of Railways, it should be done strictly in accordance with guidelines of Department of Personnel and Training on the same. 4. Eligibility Proposal:4.1 The offer shall be submitted with a letter of proposal in the format specified in Form-1. Information on Eligibility should be submitted in Form-2 duly certified by the Statutory Auditor of the applicant. The CVs of the personnel of the Consultancy Team shall be submitted in Form-3. General approach for methodology to execute the consultancy work also to be submitted. Composition of a Consultancy Team which the consultant shall provide for the projects sites, either in the field or in the corporate office, together with their CVs in Format in Form-3 should be submitted. CVs of any new Key Personnel to be deployed for any project should be submitted to RLDA for approval before deployment for that project site. However, in this connection please also refer to Clause 3.5 of the contract agreement regarding permitted changes in personnel. Please also indicate the specific task(s) to which each team member would be assigned. The team leader should be specifically identified. If it is proposed to have a member of the Consultants corporate office responsible for the supervision of the team in the field, similar details should be given for that member. Comments, if any, on the data, services and facilities to be provided by RLDA and/or zonal or divisional railway administration (see the Terms of Reference in Schedule-A). In order to familiarize themselves with the project and the local conditions the Consultant may wish to visit the project area. In such case the Consultant should contact the Chief General Engineer of the zonal railway concerned, for which details may be obtained from RLDA. It must be ensured that the zonal railway is advised of your visit in advance giving adequate time for them to make appropriate arrangements. However, it should be clearly understood that any cost incurred for collection of preliminary information, for preparation of the proposal, for attending the pre-bid conference or for any subsequent negotiations will not be reimbursable as a direct cost of the assignment.

4.2

4.3

4.4

4.5.

5. Financial Proposal 5.1 The bidder shall quote a lump-sum amount as fee including all expenditure like conveyance, incidentals, out-of-pocket expenses, payment to subRail Land Development Authority

Architectural study for Commercial Development at Shivaji Nagar, Pune

consultants etc to be incurred. The cost should be inclusive of all taxes and duties and nothing extra shall be payable, except service tax. The fee of the consultant shall be inclusive of all costs related to visits to the site, attending meetings, conferences and making suitable presentations etc. Format for submission of Financial Proposal is given at Form-4. The estimate of Personnel Cost shall be submitted in the format specified in Form-5 which shall be used only when consultancy services are availed beyond the scope of work included in RFP. 5.2 Financial offer (Lump sum) as submitted by the Consultancy firm shall be considered in evaluation and selection of consultants. However, each element of the financial proposal of the selected Firm may be reviewed during contract negotiations, if any, to determine the final contract price.

6. Consultancy Clarification 6.1 The bidder may contact the RLDA office on any working day if any clarification is required. 7. Evaluation of proposals 7.1 The eligibility proposal submitted by the bidders shall be evaluated first. 7.2 The financial bid of those bidders, who are found to be eligible as per their eligibility proposal shall be opened. 7.3 The lowest (qualified) financial bid would be considered for selection for the assignment. 8. Conflict of Interest 8.1 An applicant shall not have a Conflict of Interest with regard to this assignment. Any applicant found to have such a conflict of interest shall be disqualified. 8.2 RLDA requires that the consultant provide professional, objective, and impartial advice and at all times hold RLDAs interests paramount, avoid conflicts with other assignments or their own corporate interests, and act without any consideration for future work. The consultant shall not accept or engage in any assignment that would be in conflict with its prior or current obligations to other employers, or that may place it in a position of not being able to carry out the assignment in the best interest of RLDA. 8.3 Without limitation on the generality of the foregoing, the consultant and any of its associates shall be considered to have a conflict of interest and shall not be selected under any of the circumstances set forth below: (a) If there is a conflict among this and other consulting assignments of the consultant (including its personnel and sub-consultant) and

Rail Land Development Authority

Architectural study for Commercial Development at Shivaji Nagar, Pune

(b)

(c)

any subsidiaries or entities controlled by such consultant. The duties of the consultant depend on the circumstances of each case. While providing consultancy services to RLDA for this particular assignment, the consultant shall not take up any assignment that by its nature will result in conflict with the present assignment. A firm which has been engaged by RLDA to provide goods or works for a project, and any of its affiliates, will be disqualified from providing consulting services for the same project. Conversely, a firm hired to provide consulting services for the preparation of implementation of a project, and any of its affiliates, will be disqualified from subsequently, providing goods or works or services related to the same project. An applicant eventually appointed to provide consultancy for this project, as well as any of its affiliates, shall be disqualified from subsequently providing goods or works or services related to the construction and execution of the same project (other than a continuation of the Firms earlier consulting services) till one year from the date of completion of services under this consultancy.

9. Negotiations 9.1 Please note that the cost of preparing a proposal and of negotiating a contract, including trips to the project site or to the locale of the zonal railway HQ or the Divisional railway HQ or any other location is not reimbursable as a direct cost of the study. 9.2 The lowest qualified applicants may be invited for negotiations at RLDA office in Delhi. The negotiations shall also include reconfirming the obligations of the consultant under the Terms of Reference, e.g deployment of Key Personnel, the manner in which Consultant intends to proceed with the work etc. shall be discussed during the negotiations. 9.3 The representative authorized by the consultancy firm shall only be permitted to negotiate the financial and other terms to conclude a bidding agreement. 10. Other Conditions 10.1The consultancy services shall stand completed only on successful handing over of site to the developer after signing of Development Agreement by the developer. However, RLDA may decide not to proceed with the bidding process for the time being and in such a case the consultancy services shall stand completed on receipt of all necessary approvals from Government Authorities for the proposed Architectural Study. 10.2 In case of any re-tendering, extension of tender submission dates, delay in inviting tenders etc. due to administrative/legal reasons, RLDA reserves the right to either discontinue the services of the consultant without any claims whatsoever or to direct the existing Consultant to continue their consultancy
Rail Land Development Authority

Architectural study for Commercial Development at Shivaji Nagar, Pune

services till successful handing over of site to developer subsequent to such extended/re-tendered process. RLDAs decision in this regard shall be final and binding on the consultant. 10.3 Please note that (i) if you combine the functions of consulting with those of a real estate or land developer or (ii) if you are associated with, affiliated to, or owned by a real estate or land developer, you should include in your proposal relevant information of such relationships along with a statement to the effect that you shall limit your role to that of a consultant and disqualify yourself and your associates/affiliates from work in any other capacity (including bidding on any part of the project later) except that of consulting services for any follow up services of RLDA. 11. EARNEST MONEY DEPOSIT (EMD) 11.1 The Bidders are required to submit an interest free Earnest Money Deposit (EMD) for Rs 10,000/- (Rupees Ten thousand only) in the form of Demand Draft / Bankers Cheque or Pay Order in favour of Rail Land Development Authority, drawn on any Nationalised or scheduled commercial bank, payable at New Delhi along with their Offer. 11.2 Any offer which is not accompanied by the requisite Earnest Money Deposit shall be rejected outright. 11.3 EMD of the successful bidder shall be returned after signing of the Agreement in accordance with provisions specified in this document and submission of performance security as per clause 12 within the stipulated time. 11.4 The EMD shall be forfeited in the following cases: a) If the bidder withdraws its proposal (offer) during the interval between the Proposal Due Date and expiration of the Proposal Validity Period. b) If the successful bidder fails to accept the Letter of Acceptance in writing within the time specified in this document or any extension thereof granted by RLDA. c) If the successful bidder (Consultant) fails to sign the agreement within the time specified in this document or any extension thereof granted by RLDA. d) If the bidder imposes any condition after the proposal due date affecting the original proposal. 12. Performance Security 12.1 The successful Consultant shall submit a Performance Security to RLDA for a sum equivalent to 5% of the Cost of the Consultancy. The Performance
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Architectural study for Commercial Development at Shivaji Nagar, Pune

Security shall be submitted within 15 days of issue of Letter of Acceptance. 12.2 The Performance security shall be in the form of an irrevocable Bank Guarantee (as per enclosed format) / Demand Draft / Bankers Cheque or Pay Order in favour of Rail Land Development Authority, drawn on any nationalized or scheduled commercial bank and payable at New Delhi. The said Performance Security will be kept valid for one year from the date of issue of LOA initially. Thereafter if required due to administrative exigency or otherwise, the same shall be kept valid for the three months over and above the Scheduled period of completion of the work . The Performance Security would however be forfeited in case of any event of Default leading to termination of contract as described in the Agreement. 12.3. The Performance Security shall be released two months after the payment of the final bill. 13. Unsuccessful Bidders RLDA shall return the EMD received from the unsuccessful bidders within 60 (Sixty) days of finalization of bid. The EMD shall be returned without payment of any interest. 14. Letter of Acceptance (LOA) and Signing of Agreement 14.1 The selected bidders in terms of Clause 7 & upon successful completion of negotiations, if required in terms of Clause 9 here above, shall be considered for issue of Letter of Acceptance (LOA) for site(s) as identified at Form-4. The consultant shall be required to start the consultancy within 7 days of receipt of LOA. Consultant must send its acceptance of LOA within 5 days of the receipt of LOA. days of issue

14.2 The Performance Security shall be submitted within 15 of LOA.

14.3 The agreement shall be signed by the consultant within 30 days of issue of LOA or within the time as extended by RLDA due to administrative reasons. 14.4 If the consultant fails to comply with any of the stipulations indicated in Clause 14.1, 14.2 or 14.3 (unless any period is relaxed by RLDA for compelling and genuine reasons; and the decision of RLDA in such case would be final), the LOA can be withdrawn duly forfeiting the EMD and no claim of any kind shall be entertained.

15. Schedule of Payment 15.1 Under the terms of the contract, payments to the consultants will be made periodically in accordance with the laid down schedule.

Rail Land Development Authority

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Architectural study for Commercial Development at Shivaji Nagar, Pune

16. Fore-closure of ConsultancyRLDA reserves the right to fore-close the consultancy at any stage of the consultancy for administrative reasons. RLDA decision shall be final and binding on the consultant in this regard and no claim of any kind shall be admissible in this regard. *************

Rail Land Development Authority

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Architectural study for Commercial Development at Shivaji Nagar, Pune

SCHEDULES

Rail Land Development Authority

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Architectural study for Commercial Development at Shivaji Nagar, Pune

Schedule A REQUEST FOR PROPOSAL FOR APPOINTMENT OF ARCHITECTURAL AND TECHINICAL CONSULTANT FOR ARCHITECTURAL STUDY of COMMERCIAL DEVELOPMENT AT SHIVAJI NAGAR STATION, PUNE Tender No. RLDA/RFP/CT-3 of 2011 Terms of Reference (TOR) Terms of Reference described below are applicable for each project site assigned to the Consultant. These should be read with the terms and conditions as indicated in the main contract of which this forms a part. 1. INTRODUCTION 1.1 Indian Railways (IR) has approximately 43,000 hectares of vacant land. Land which is not required for operational purposes in the foreseeable future is entrusted to RLDA by Railway Board in phases for commercial development. The size of plots varies from small plots to huge land parcels and in addition air spaces of Station buildings/Service Building etc. are also available for such commercial development. 1.2 RLDA will provide details and drawings of the site available with RLDA to the consultant. The total proposed area of the site is about 5 Hectare with Air space above station and track at/around Shivaji Nagar Railway Station. 1.3 The present RFP is for appointing Architectural and Technical Consultant who shall develop architectural concept plans for commercial development of the area carry out brief financial analysis for assessing returns to RLDA and financial viability of the project and assist RLDA in obtaining NOC from local authorities. OBJECTIVE The objective of this consultancy is to study and survey the site, prepare architectural concept plans so as to earn maximum revenues, suggest measures to enhance the value of the site, arrange NOC/land use clearance for the proposed development from Local Authority/State Government (if required), brief financial analysis/ land valuation and calculation of the reserve price on the basis of market rate and circle rate for the site. 3. SCOPE OF SERVICES The services to be performed by the consultant shall include but not be limited to the scope indicated in
Rail Land Development Authority

2.

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Architectural study for Commercial Development at Shivaji Nagar, Pune

Clause 3. Consultant may also give any other input(s) which would enhance the value of the property. The Services in abstract terms are listed in Activity-1 to 5 (Clause 3.10 below). In addition, apart from the requirements considered necessary for the framing of the Report, following services shall also be included:3.1 Collection of data: (a) Collection of details of title of the Railway land, verification of the same from the Revenue Authorities with respect to availability of title of the Railways and authenticated records from the same. (b) The consultant shall collect relevant details, information data, reports, future plans from the concerned local bodies/departments and from the market regarding present and proposed planned development within the influence area of the site. These data should include but not be limited to master plans, zonal plans, building bye laws, development regulations, permitted land use and FSI at the site, rules for obtaining permission FSI, TDR, etc, circle rates of land for various use in the area, market rates as per past land deals, details of similar residential/commercial developments in the vicinity/city, contact addresses with phone numbers of real estate developers active in the city, Concerned officials of local bodies like Development Authority, Municipality, Forest department, Revenue Authority, Environment office responsible for environmental clearance etc. 3.2 Site Appraisal and Rehabilitation/Redevelopment : The consultant shall carry out appraisal of the site with respect to its location, area, neighborhood developments and physical infrastructure like water supply, electricity, sewerages, roads highlighting its pluses and minuses for the proposed commercial exploitation of the railway land. For sites having exiting structures/buildings or encroachment which need to be relocated rehabilitated within or outside the project site, the consultant shall appraise the work involved, requirements of the zonal railways and the legal provisions in the R&R Act or other rules of the state government and prepare rehabilitation and relocation plans. The selected developer shall be required to carry out these rehabilitation/relocation works as part of the project development. Architectural Concept plans : Preparation of architectural concept plans for commercial development at site and construction phasing etc. The plan should be executable without Track, Signaling, OHE, train operation getting affected. The base proposal which should be the first phase of development should not contain any encroachment area. The encroached area re-

3.3

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Architectural study for Commercial Development at Shivaji Nagar, Pune

development should be proposed as an alternative proposal and at also as subsequent phase proposal. Construction methodology and phasing for execution without interfering train operation and passenger movement. Concept plan should be prepared keeping provision for future up gradation and expansion of station building for increasing the passenger handling capacity. 3.4 NOC/Land use clearance from Local Authorities: As detailed in Activity-3. All costs of the Consultant for its personnel, travel and incidentals related to the approval process shall be deemed to be included in the overall cost of consultancy. However, all fees to be paid to the local authorities shall be directly paid by RLDA. RLDA shall extend all administrative support to the Consultant for obtaining NOC/Land use clearance and other statutory approvals. 3.5 Real Estate Market and Proposed Developments: As detailed in Activity-1, while doing diligence for the product mix, the Consultant shall also highlight if phasing of construction is required at the site and if so the details thereof. The consultant shall also analyze various developments in the vicinity and their impact on the proposed development on the subject site by RLDA, impact of development control norms including the possibility of their modification for the subject site should also be carried out. Land Valuation/Reserve Price: Based on the past and present market rates and circle rates of land taking suitable factors for discounting for lease deal, size and location of land, the consultant shall suggest the Land valuation and reserve price to be adopted by RLDA for bidding. Due care should be given to the fact that land value will appreciate considerably after obtaining of clearances and part development of the area. Consultant is expected to carry out requisite marketing exercise to elicit adequate response from developers and other interested parties and provide a list of renowned developers/investors (with addresses & phone nos.)for these sites whom the Consultant has contacted in the course of the study and who have indicated their interest in the proposed development Lease Period: The period of lease (for suggested development options) that is most optimum for Revenue generation and in the best interest of RLDA (railways) with reasons may be provided within the permissible limit of 30-40 years.

3.6

3.7

3.8 Meeting with the RLDA: The consultancy requires close interaction with RLDA for timely inputs, meeting and reviews, feedback/observation by RLDA. The consultant shall actively associate in RLDAs reviews of various submissions and provide necessary clarifications, documents and back-up information for conducting the reviews. The respective Key Personnel of the consultant shall be present in all important review meetings at RLDA office in Delhi as required by RLDA while other support personnel
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Architectural study for Commercial Development at Shivaji Nagar, Pune

assisting the Key Personnel in the consultancy may attend other meetings. 3.9 Support Services: The consultant requires to provide support services after submission and approval of Final Report till the handing over of the site to the developer. The support service includes clarification, valuation updation, pre-bid presentation and modification of plans etc.

3.10 Important Activities of the Services 3.10.1 Activity-1 Site Survey and Plans (i) (ii) Collection of details of title of Railway land and verification of the same. Carrying out site survey to locate the land boundaries including all obligatory points, surrounding roads/structures using modern surveying instruments and measure/plot the sides and diagonals of the site. Based on the survey Consultant to prepare plan of the site showing all the details of the plot as also surroundings roads/buildings etc. The plan should also show the extent of redevelopment work required as well as details of encroachment, if any in consultation with Railways etc. Two copies of such plan (in hard & soft form) to be given. For the understanding of the prospective bidders, following plans may have to be additionally prepared By super imposing the site plan on the city map/plan and/or station premises plan (on two different scales). By super imposing the site plan on the Google map or the like. Key plan of the city showing the site also. (iv) Land use and Development Control Regulations/byelaws etc. To ascertain the permitted land use of the site including FAR/FSI and/or possible Built-up Area on the site as per Master Plan/Zonal Plan of the city/town and the applicable DCR/byelaws of the Local Development Authorities. This should also include prevailing rules on obtaining TDR, Premium FAR etc. To ascertain the feasibility of change in land use to Commercial (or the use recommended based on study by the Consultant) where the use otherwise is indicated in Master Plan etc. This shall include the process and the financial implication involved for change in land use. Time frame likely for such process may also be indicated with rationale. To furnish the phone number and addresses of the concerned officials of Town Planning, Municipality, State Government, etc. who are responsible/connected with land use/approval process.
Rail Land Development Authority

(iii)

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Architectural study for Commercial Development at Shivaji Nagar, Pune

Details of clearances required for the proposed development on the site. One set of Master Plan, Bye-laws and any other applicable relevant booklet/code/manual to be/have been referred for the proposed development shall be made available to RLDA by consultant free of cost. (v) Real Estate Trends, Proposed Development and Land Value To carry out market survey and make demand assessment to determine the various possible real estate products (Product Mix) that can be developed at site from the angle of high revenue yield to Railways/RLDA. This shall be based on primary and secondary market survey and real estate trends of micro market. (Clause 3.5 of TOR may be referred). The viability of Products may also be seen for Logistic Parks, amusement Parks, institutional development , sports development on commercial lines where conventional real estate products are not giving adequate returns or not feasible. To ascertain the circle rate of the land for various uses in the area, market rate as per earlier transactions and as per Consultants survey. Kind of transactions prevailing in the area i.e. whether lease hold or freehold. In case of Lease hold, prevailing lease period, kind of leases given by the authorities alongwith lease rates for such uses. Present traffic flow and future impact on adjoining roads by the proposed development on the site Approximate range of lease value that can be realized from the site for the proposed development based on the above study. Based on the completion of Activity-I above and submission of draft report thereon by the Consultant, RLDA will decide whether to go ahead with remaining part of consultancy. The decision would generally be based on the existing land use including feasibility of change in land use from local authorities and prima facie land potential. 3.10.2 Activity-2 The Consultant shall get the plans and/or specifications developed for Project/Redevelopment Project . The plans should be in conformity with local bye-laws and master plan. They are to be given in hard copy as well as soft form. Detailed site appraisal and rehabilitation/relocation plan (wherever applicable) will have to be made as per Clause 3.2 of TOR. Phasing of development including development periods (i) Preparation of Architectural Plans for the Land (Site) development to include the following To develop Architectural Concept Plan for the recommended Product Mix (for the achievable/permissible built-up area) on the site. The
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Architectural study for Commercial Development at Shivaji Nagar, Pune

plan should also show roads/circulation, parking, landscaping, entry /exits, etc. To develop plan and elevation of the proposed product including showing the adjoining features. To prepare an isometric view of the proposed buildings/surroundings. (ii) Preparation of detailed Architectural Plans for the air space development to include the following(a) Ground level plan showing interface of the proposed development with the existing building and typical floor plans showing common services and floor space for leasing. (b) Conceptual circulation pattern for the station/existing building as well as the proposed development including the parking solution, pedestrian etc. (c) Broad conceptual area distribution for the facilities like addition of staircase, lift, escalators, parking, HVAC etc. without disturbing the present function of the railway station/building. (d) Elevation of the composite buildings showing desired architectural finishes and rendering to match or improve the existing building elevations. (e) Broad specification for RCC, Wall finish, flooring, doors and windows, building services and exterior finish required before a space could be leased to individual sub-lessees. Depending upon the scope of the proposed development of air-space, above details are to be covered. (iii) Preparation of detailed Architectural Plans and specifications for the rehabilitation/redevelopment/relocation works to include the following :Where relocation involves reconstruction of quarters and/or service buildings then detailed specifications alongwith indicative layout plans will have to be prepared. The specifications have to be of a reasonably good standard requiring least maintenance. The estimated cost of such works are also to be given. The O&M schedule should also be given. Such plan and specifications are to be part of the bid document as developer has to construct and hand over the same to Railways/RLDA free of cost. (iv) The consultant shall also advise RLDA on the feasibility of exploitation of full potential of FSI at the site including any phasing. In case of phased development the Consultant shall prepare above mentioned plans for each proposed phase of construction. To get the details of Kashra/khatauni or similar document from Revenue Authorities where they are not available with RLDA. Necessary application can be taken from RLDA in such cases. Fee for the same if any shall be reimbursed as per actuals.

(v)

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Architectural study for Commercial Development at Shivaji Nagar, Pune

Preparing Site Inventory containing list of all movable and immovable structures/materials on the site alongwith the department to which it belongs in consultation with Railway officials. 3.10.3 Activity-3 To obtain NOC/land use clearance from Local Authorities as may be required for commercial development of land. RLDA shall associate actively in the process as necessary. All necessary coordination, processing work including interaction/meetings with RLDA/Zonal Railways/Local Authorities shall be done by Consultant. Clause 3.4 of TOR may be referred. 3.10.4 Activity 4 1. To recommend the Reserve Price (estimated realizable) for the site as per Clause 3.6 of TOR Present traffic flow and future impact on adjoining roads by the proposed development on the site. The consultant shall prepare a Project Information Memorandum (PIM) containing all relevant project information including Master Plan of Concept Plans for use as Marketing brochures in bidding. This activity shall include all other services as contemplated elsewhere in the Scope of Services but not covered above.

(vi)

2.

3.

3.10.5 Activity-5 After approval of Final Report and receipt of NOC/ Land Use Clearance from local authorities, RLDA will process for selection of developer for the site through bid process on its own or through its financial consultant. During the period of initial bid process and marketing till the site is handed over to developer for Commercial Development, the consultant have to provide support services after finalization of Final report. The support services include clarification on Final report, value updation of reserve price, Project Information Memorandum, pre-bid presentation and modification of plan etc. 4. 4.1 Preparation and presentation of Reports In pursuance of this TOR, the consultant shall prepare and deliver the Consultancy Report in draft as well as final stage. Each such report shall include all work outputs in respect of compliance of Clause 1, 2 & 3.1 to 3.10. After approval of Final Report of the consultancy, the consultant shall prepare and submit a Project Information Memorandum (PIM) as a marketing brochures containing all relevant project information including coloured Master Plans and Concept Plans.

4.2 The consultant shall make power point presentation to RLDA of the draft report in which all Key Personnel should be present. Each of these reports
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Architectural study for Commercial Development at Shivaji Nagar, Pune

shall be reviewed by RLDA and discussed in formal meetings at RLDA office with the Key Personnel of the consultant and observations shall be forwarded to the consultant subsequently. The consultant shall comply with these observations and revise/modify the reports as may be required from time to time to the satisfaction of RLDA. If required, the consultant may submit supplementary reports to clarify or modify some parts of the earlier submitted report. The Final Report as approved by RLDA shall form the basis for the bid documents. The consultant shall prepare a Project Information Memorandum for information to the Bidders bringing out salient features of the approved Final Report. 4.3 All reports(draft as well as final) should be submitted in coloured print in spiral bound form each in 04 copies. 5. Deliverables and Time Frame 5.1 All deliverables mentioned are of the Consultant unless otherwise specified therein.
Item (Refer Clause Deliverable 3.13 of TOR) 2 copies of Inception Report # Draft Report Approval by RLDA Final Report Draft Report (Architect) Approval by RLDA Final Report NOC/ Land use clearance Draft Report duly combining with Activity-1&2 Report Approval by RLDA Final Report Support Services Time Frame Due date of Submission * (D + number of weeks) D+1 D+4 D+6 D+7

1 week 4 weeks 1 week 1 week 3 weeks

Activity-1

Activity 2

Activity 3 Activity 4

1 week 1 week D+9 Before completion of Activity-4. 2 weeks D + 11

Activity -5

2 weeks 1 week 22 weeks

D + 13 D + 14 D + 36

*D is the date of issue of Letter of Acceptance for consultancy. #Inception report to contain detailed approach and work plan, duly outlining the methodology of the study including key dates for achieving the internal milestones, etc. 5.2 The consultant should simultaneously give presentation to RLDA, outlining the proposals, with alternatives, financial and other implications etc. at Activity-1 and Activity-4 stage. Four copies of Report shall be submitted each time.

5.3

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Architectural study for Commercial Development at Shivaji Nagar, Pune

5.4

5.5

5.6

In case selection of developer could not be finalized within the completion period of this consultancy or re-tender is required for selection of developer due to any administrative or legal reasons, RLDA would extend the above period accordingly and the consultant shall complete the respective activities within such extended period without any extra payment. All deliverables (including the basis of various worksheets in soft-form/any software) shall become the property of RLDA and shall be used by RLDA as deemed fit. Soft copies of deliverables should also be furnished as required by RLDA. The development agreement (duly improved/customised by the consultant as required) will be executed by RLDA with the selected Developer. The consultancy shall continue till the handing over of the site to the developer. The completion time of this consultancy is 10 MONTHS from issue of Letter of Acceptance or within such time as may become necessary due to extension in tender submission date, re-tender, legal matters or such other administrative matters contingent upon such bidding. Schedule of Payment 6.1 Under the terms of the contract, payments to the consultant will be made periodically in accordance with the deliverables above and as per schedule below: Sl. No. 1 2 3 4 5 6 State of Payment Payment Amount (% of the total Lump-sum amount fixed) 5% 25% 20% 15% 15% 20 % 100%

6.

Submission of Inception Report Completion of Activity-1 Completion of Activity-2 Completion of Activity-3 Completion of Activity-4 Completion of Activity-5 Total (T)

6.2

For Activity-1, 2 and Activity-4 above, 80% (eighty) of the payment due shall be released on submission of draft report(s).

7.

Consultancy Team and Project Office of the Consultant 7.1 The consultant shall form a multi-disciplinary team (the Consultancy Team) for undertaking this assignment. The consultancy Team Shall consists of experts who have the requisite experience.

8.

Completion of services All the study outputs including primary data shall be compiled, classified and submitted by the consultant to the authority in soft form apart from the deliverables indicated in Clause 5 above. The study outputs shall remain the property of the RLDA and shall not be used for any purpose other than that intended under these Terms of Reference without the permission of RLDA. The

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Architectural study for Commercial Development at Shivaji Nagar, Pune

consultancy services shall stand completed only on successful handing over of site to the developer after signing of Development Agreement with the developer. In case of any re-tendering, extension of tender submission dates, delay in inviting tenders etc. due to administrative/legal reasons, RLDA reserves the right to either discontinue the service of the present consultant without any claims whatsoever or to direct the existing Consultant to continue their consultancy services till successful handing over of the site to the developer. ***************

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Architectural study for Commercial Development at Shivaji Nagar, Pune

Form-1 Letter of Proposal (On Applicants letter head) (Date and Reference) To, DGM/Project Rail Land Development Authority, Moti Bagh-I, Near Safdarjung Railway Station, New Delhi 110021. Sub:Appointment of Architect and Technical Consultant for Architectural Study for Commercial Development at Shivaji Nagar, Pune of 2011

Ref.:- Tender No. RLDA/RFP/CT-3 Dear Sir,

1. With reference to your RFP Document dated _________ I/We, having examined all relevant documents and understood their contents, hereby submit our Proposal for selection as Architect and Technical Consultant for the Development of site -------------. The proposal is unconditional and unqualified. 2. All information provided in the Proposal and in the Appendices is true and correct and all documents accompanying such Proposal are true copies of their respective originals. 3. This statement is made for the express purpose of appointment as the Consultant for the aforesaid Project. 4. I/We shall make available to the RLDA any additional information it may deem necessary or require for supplementing or authenticating the Proposal. 5. I/We acknowledge the right of the RLDA to reject our application without assigning any reason or otherwise and hereby waive our right to challenge the same on any account whatsoever. 6. We certify that in the last three years, we/any of the consortium members have neither failed to perform on any contract, as evidence by imposition of a penalty or a judicial pronouncement or arbitration award, nor been expelled from any project or contract nor have had any contract terminated for breach on our part. 7. I/We declare that:

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Architectural study for Commercial Development at Shivaji Nagar, Pune

(a) I/We have examined and have no reservations to the RFP Documents, including any Addendum issued by the RLDA; (b) I/We do not have any conflict of interest in accordance with Clause 7.0 or the Form of Agreement; (c) I/We have not directly or indirectly or through an agent engaged or indulged in any corrupt practice, fraudulent practice, coercive practice, undesirable practice or restrictive practice in respect of any tender or request for proposal issued by or any agreement entered into with the RLDA or any other public sector enterprise or any Government, Central or State; and (d) I/We hereby certify that we have taken steps to ensure that no person acting for us or on our behalf will engage in any corrupt practice, fraudulent practice, coercive practice, undesirable practice or restrictive practice. 8. I/We understand that you may cancel the Selection Process at any time and that you are neither bound to accept any Proposal that you may receive nor to select the Consultant, without incurring any liability to the Applicants. 9. I/We declare that We/any member of the consortium, are/is not a Member of a/any other Consortium applying for Selection as a Consultant. 10. I/We certify that in regard to matters other than security and integrity of the country, we have not been convicted by a Court of Law or indicted or adverse orders passed by a regulatory authority which would cast a doubt on our ability to undertake the Consultancy for the Project or which relates to a grave offence that outranges the moral sense of the community. 11. I/We further certify that in regard to matters relating to security and integrity or the country, we have not been charge-sheeted by any agency of the Government or convicted by a Court of Law for any offence committed by us or by any of our Associates. 12. I/We further certify that no investigation by a regulatory authority is pending either against us or against our Associates or against our CEO or any of our Directors/Managers/employees. 13. I/We hereby irrevocably waive and right which we may have at any stage at law or howsoever otherwise arising to challenge or question any decision taken by the RLDA and/ or the Government of India in connection with the selection of the Consultant or in connection with the Selection process itself in respect of the above mentioned Project. 14. The Earnest Money of Rs. 10,000 (Rupees ten thousand only) in the form of a Demand Draft is attached, in accordance with the RFP document.

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Architectural study for Commercial Development at Shivaji Nagar, Pune

15. I/We agree and understand that the proposal is subject to the provisions of the RFP document. In no case, shall I/We have any claim or right to whatsoever nature if the Consultancy for the Project is not awarded to me/us or our proposal is not opened. 16. I/We agree to keep this offer valid for 90 (Ninety) days from the tender submission date specified in the RFP. 17. In the event of my/our being selected as the Consultant, I/We agree to enter into an Agreement in accordance with the form at Schedule of the RFP. We agree not to seek any changes in the aforesaid from and agree to abide by the same. 18. I/We have studied RFP and all other documents carefully and also surveyed the Project site. We understand that except to the extent as expressly set forth in the Agreement, we shall have no claim, right or title arising out of any documents or information provided to us by RLDA or in respect of any matter arising out of or concerning or relating to the Selection Process including the award of Consultancy. 19. I/We agree and undertake to abide by all the terms and conditions of the RFP Document. In witness thereof, I/We submit this Proposal under and in the accordance with the terms of the RFP Document. Yours faithfully,

(Signature of the Authorised Signatory) (Name and designation of the Authorised Signatory) (Name and seal of the Applicant/Lead Member)

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Architectural study for Commercial Development at Shivaji Nagar, Pune

Form - 2 Tender No.- RLDA/RFP/CT-3 of 2011 Information for Eligibility The Bidder must showcase relevant experience to fulfill the eligibility criteria. For this purpose, the Bidder must present relevant information in the following format. The bidder should submit the following details alongwith proper completion certificate from the client as evidence of its experience in the absence of which their claim regarding meeting the eligibility criteria would not be entertain. 1. The applicant have successfully completed the Architectural Consultancy of the following real estate projects :
Sl. No. Name of the Client Name and location of relevant project Brief description about the Nature of the Project Total BUA of the project Value of Architectural Consultancy services Date of Completion of Consultancy Remarks

1 2 3

Certificate: We in our capacity as the Statutory Auditor (Name of applicant) certify that ____________( Name of applicant) has performed consultancy/advisory services listed above and has received payment specified therein.

(Signature of the Authorised Signatory) (Name and designation of the Authorised Signatory) (Name and seal of the Applicant/Lead Member) We declare that all information stated in the table and all details/documents attached are complete and absolutely correct and any aerror or omission therein, accidental or otherwise, will be sufficient for RLDA to reject our application. Yours faithfully, (Signature of the Authorised Signatory) (Name and designation of the Authorised Signatory) (Name and seal of the Applicant/Lead Member)

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Architectural study for Commercial Development at Shivaji Nagar, Pune

FORM-3 Tender No. RLDA/RFP/CT-3 Part-1 of Form-3 of 2011

Teams proposed to be deployed Name of the Team leader : Name of the key experts:

****** Part-2 of Form-3 CURRICULUM VITAE (CV) FORMAT TO BE SUBMITTED WITH PROPOSAL 1. PROPOSED POSITION FOR THIS PROJECT: (ONLY ONE CANDIDATE SHOULD BE NOMINATED FOR EACH POSITION) 2. NAME: 3. DATE OF BIRTH: 4. NATIONALITY: 5. PERSONAL ADDRESS: TELEPHONE NO.: FAX NO. : E-MAIL ADDRESS: 6. EDUCATIONAL QUALIFICATION: (The years in which various qualifications were obtained must be stated) 7. OTHER TRAINING: 8. LANGUAGE & DEGREE OF PROFICIENCY: 9. MEMBERSHIP IN PROFESSIONAL SOCIETIES: 10. PROFESSIONAL EXPERIENCE (IN YEARS): 11. WORK EXPERIENCE IN THE CITY/TOWN WHERE THE SITE(S) IS LOCATED: 12. EMPLOYMENT RECORD: FROM: EMPLOYER POSITION HELD AND DESCRIPTION OF DUTIES

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Architectural study for Commercial Development at Shivaji Nagar, Pune

: : : : (Starting with present position, list in reverse order every employment held and state the start and end dates of each employment.)

TO: (Clearly distinguish if the consulting firm was either (a) your "employer" i.e. you are/were a regular full-time employee of the consulting firm or (b) a client i.e. you are/or have worked as a consultant or an adviser with the consulting firm)

13. DETAILED TASKS ASSIGNED (In this column, list tasks one by one and support each task by project experience in the right hand side column.) : 14. EXPERIENCE ON ELIGIBLE ASSIGNMENTS - WORK UNDERTAKEN THAT BEST ILLUSTRATES CAPABILITY TO HANDLE THE TASKS ASSIGNED. (In this column, list project name, details of the project, location, year of completion, BUA of the project, consultancy fee of the project, position held, i.e. Team Leader, Surveyor, Architect, Real Estate Expert etc. and exact duties rendered and time spent on each project.) 15. PERSONAL/PERMANENT EMPLOYMENT STATUS CERTIFICATION (Please follow the following format exactly. Omission will be treated as noncompliance) Yes / No (i) I am a free lance consultant / adviser, not in the regular employment of the Consultant firm or associated firm. (ii) I am a regular full-time employee of the Consultant or associated firm. I, the undersigned, confirm that (i) To the best of my knowledge, this CV correctly describes myself, my qualifications, and my experience; and (ii) I am not employed by the Executing/Implementing Agency I understand that any willful mis-statement in this CV may lead to my disqualification or dismissal, if engaged. SIGNATURE of the Personnel: DATE OF SIGNING: Day Month Year Countersigned by(Authorised Signatory of the Empanelled firm) DATE OF SIGNING: Day Month Year

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Architectural study for Commercial Development at Shivaji Nagar, Pune

FORM-4 Tender No. RLDA/RFP/CT-3 of 2011 Financial Bid Sheet We, the undersigned, offer to provide the consultancy services in accordance with your Terms of Reference of the RFP. We also accept, without any deviation, the terms and conditions of the above tender. Our Lump-sum fee for the services would be as under:
S.No. 1. Location Shivaji Nagar, Pune Approx. area ( in hectare) 05 Consultants offer(in Rs.) both in words and figures

Note : (1) In case of any discrepancy between words and figures, the former will prevail. (2) The rates quoted are exclusive of service tax but inclusive of all other taxes and levies. We understand clearly that you are not bound to accept any proposal you receive. We also understand that incomplete offers would be summarily rejected. Yours faithfully, Authorized Signatory Name Seal of the Company Dated:

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Architectural study for Commercial Development at Shivaji Nagar, Pune

Form-5

Tender No RLDA/RFP/CT-3

of 2011

Format for Estimate of Personnel Costs ID No. Position Name Manday Rate Total Man Days Amount

A I. Remuneration for key Personnel (including all personal allowances)

Total A II. Remuneration for Support Personnel (including all personal allowances)

Total

(Authorised Signatory) Name: Stamp: Dated:

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Architectural study for Commercial Development at Shivaji Nagar, Pune

PROPOSED FORM OF CONTRACT

CONSULTANCY AGREEMENT

DATED

. . 2011

Between

RAIL LAND DEVELOPMENT AUTHORITY (RLDA) and

[Name of Consultant]

for

ARCHITECTURAL STUDY FOR COMMERCIAL DEVLOPMENT AT SHIVAJI NAGAR STATION, PUNE

Tender No. [RLDA/RFP/CT-3

of 2011]

Office of the Vice Chairman Rail Land Development Authority, Near Safdarjang Railway Station Moti-Bagh-1, New Delhi - 110021

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THIS AGREEMENT is made the day of Two thousand and ten BETWEEN RAIL LAND DEVELOPMENT AUTHORITY having its office Near Safdarjang Railway Station,Moti-Bagh-1,New Delhi 110021 represented by [ ] (hereinafter referred to as RLDA, which expression shall unless excluded by or repugnant to the context be deemed to include the successors, its offices, representatives and assigns) and [NAME OF CONSULTANT] having their office at [ADDRESS OF CONSULTANT] (hereinafter referred to as the Consultant, which expression shall unless excluded by or repugnant to the context be deemed to include the successors, its offices, representatives and assigns). WHEREAS (1) The RLDA is a statutory authority constituted for the purpose of developing railway land for commercial use at different locations on zonal Railways. (2) The RLDA is desirous of engaging consultancy services for Architectural study of the Railway land / air space with Site Code [ ] at [location] Station within [ ] Railway Division under [ ] Railway (HQ) of approximate area [ ] Hectares for finding out the best possible commercial use. (3) The RLDA has issued Request for Proposal for Consultancy Services pertaining to Commercial Development of Vacant Land Plots/Airspace on [ ] (hereinafter referred to as RFP), for Tender No. * + , Schedule A of which was the Terms of Reference on the Scope of Work; Deliverables and Time Frame; and the Draft Report and Instructions to Consultants. Both Schedule A and Instructions to Consultants form an integral part of this contract. (4) The Consultant is an independent Consultant having particular skill and expertise in the field which the RLDA wishes to use and hence RLDA has selected the consultant pursuant to this RFP for the purposes of the Project and he has agreed to provide services to the RLDA as per Terms of Reference (TOR) (hereinafter referred to as the Consultancy Services or the Services). (5) The Consultant shall provide the Consultancy Services for the Site .( hereinafter referred to as the Site). (6) The RFP along with Annexure to this Agreement form an integral part of the contract. NOW THE PARTIES HEREBY AGREE:1. Interpretation 1.1 In this Agreement the following expressions shall have the following meanings:-

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"Agreement" means this Agreement including Schedule A and Instructions to Consultants of the Request for Proposal (RFP) for Consultancy Services Pertaining to Commercial Development of Vacant Railway land / air space and all amendments and modifications thereto made in accordance with the provisions hereof --or which are incorporated herein expressly by reference. Confidential Information includes all information supplied by the R LDA to the Consultant about the Project or the RLDAs affairs or finances or which comes into the possession of the Consultant during the course, or as a consequence, of its providing the Services to the RLDA. Consultants personnel shall include the Consultants employees; any person engaged to provide services by the Consultant and any other person acting on behalf of the Consultant. "Force Majeure" means riots, war, exceptional weather conditions for the time and location of the Services, or any other cause beyond the reasonable control of the affected party which by exercise of reasonable diligence could not have been prevented or provided against, except financial distress. Party means the RLDA or the Consultant referred to individually; Parties means RLDA and the Consultant collectively. Consultancy Services or Services means all of those services to be provided by the Consultant to the RLDA in accordance with this Agreement and as set out in Terms of Reference(Annexure-1) of the RFP and shall include all works incidental thereto. 1.2 In this Agreement:1.2.1 A reference to any Act of Parliament or to any other legislative instrument shall also include a reference to any consolidation, amendment or reenactment of the Act; 1.2.2 The various headings appearing in this Agreement are only for the sake of convenience and shall not affect the interpretation of the subject matter of various clauses of this Agreement. 2. Consultancy Services 2.1 The RLDA hereby engages the Consultant to provide the Services for the plot with with Site Code [ ] at [ ] within [ ] Railway Division under [ ] Railway (HQ) of

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approximate area [ in this Agreement. 2.2

] Hectares on the terms and conditions set out

The Services shall commence on the date of issue of Letter of Acceptance (hereinafter referred to as LOA) and shall be completed as per the detailed time-frame indicated in Clause 5.0 of Terms of Reference (TOR) of the RFP.

3. 3.1

Consultants Services The Consultant shall provide the Services with due diligence, to the best of his ability and making full use of his skill, knowledge, experience, expertise and in a workmanlike manner according to the highest standards acceptable in the industry and to the reasonable satisfaction of RLDA. In providing the Services, the Consultant shall devote such time and effort as may be required to ensure proper performance of this Agreement duly within the time frame specified. Time is the essence of the contract. Internal target dates as specified in Clause 5 Deliverables and Time Frame of TOR of the RFP, should be strictly adhered to by the Consultant, failing which RLDA will have the right to take action against the Consultant in accordance with the contract which includes, and is not restricted to, imposition of liquidated damages vide Clause 4 of this Agreement and termination as per Clause 7 of the Agreement. In providing the Services the Consultant shall comply with all the prevailing laws and legislation in force, both local and Central. The Consultant will not reduce the proposed Consultancy team structure presented by it at the time of submitting its proposal. All key personnel of the consultant will be readily available during implementation of the contract. RLDA will not consider substitutes of key personnel during contract implementation except under exceptional circumstances and that too by equally or better qualified and experienced personnel. In no event, the Consultant will replace its key personnel without obtaining a prior written consent of RLDA. For the purposes of this clause key personnel refers to the personnel indicated by the consultant in the proposed project teams submitted with its proposal. Any failure on the part of the Consultant under this clause shall constitute a breach of this Agreement within the meaning of clause 7.2.

3.2

3.3

3.4

3.5

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3.6

The Consultant shall, apart from providing services as mentioned in TOR of the RFP, hold meetings with the RLDA as often as the RLDA reasonably requires during the period of this Agreement, liaise with the RLDA as often and in such manner as may be necessary to secure the satisfactory and timely completion of the Services, at all times act in good faith; and report to the RLDA in writing of its progress fortnightly.

4. 4.1

Delays in providing the Services by the Consultant and Extension of Time The Consultant has submitted a Performance Security to RLDA for a sum equivalent to 5% of the Cost of the Consultancy in the form of an irrevocable Bank Guarantee / Demand Draft / Bankers Cheque or Pay Order in favour of Rail Land Development Authority, drawn on any nationalized or scheduled commercial bank and payable at New Delhi. The said Performance Security will be kept valid for one year from the date of issue of LOA initially. Thereafter if required due to administrative exigency or otherwise, the same shall be kept valid for three months over and above the Scheduled period of completion of work .The Performance Securities would however be forfeited in case of any event of Default leading to termination of contract as described in the Agreement.

4.2

4.3 Delays: Any delay by the Consultant in the commencement or delay in performance of its contractual obligations shall render the Consultant liable to any or all of the following: a) Imposition of Liquidated damages (L.D.) @ 1/2% of the contract value per week, subject to maximum of 5% of the contract value. This may include Forfeiture of Performance security. b) Non-submission of final report by due date (unless the same is due to RLDAs administrative delays) may also attract levy of L.D. However, the same can be paid back to the consultant for making good the default in subsequent target dates by non-slippage of the targets for subsequent/final activity. b) Termination of the contract, in terms of Clause 7 below.

4.4 Extension of Time. Any delay/ non-performance arising out of / caused by reasons not attributable to and not under control of the consultant, shall not attract the sanctions mentioned in Clause 4.3 above. If at any time
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during performance of the Contract, the Consultant encounters such conditions impeding timely completion of the work under the Contract and performance of services, it shall immediately notify RLDA in writing of the fact of the delay, its likely duration and its causes. As soon as practicable, after receipt of the Consultants notice, RLDA shall evaluate the situation and may at its discretion (which shall not be unjust/unreasonable) extend the Consultants time for performance, in which case the extension shall be ratified by the parties by amendment of the Contract. 4.5 Rates for extra work: Any extra work carried out by the consultant on the instructions of RLDA which is not included in the scope of consultancy shall be executed as per mandays rates agreed upon between RLDA and the Consultant before execution of such items. The rates payable for such items shall be decided by RLDA and the Consultant in as short a period as possible after the need for the extra item has come to notice. The manday rate of personnel indicted in Form -5 of RFP shall be guiding factor for the same. 5. Force Majeure 5.1 The Consultant shall not be liable for forfeiture of its performance security, liquidated damages or termination for default, to the extent that, delay in performance or other failure to perform its obligations under the Contract is the result of an event of Force Majeure. If a Force Majeure situation arises, either party shall promptly notify the other party in writing of such conditions and the cause thereof. Unless otherwise directed by the RLDA in writing, the Consultant shall continue to perform its obligations under the Contract as far as is reasonably practical, and shall seek all reasonable alternative means for performance not prevented by the Force Majeure event. However, RLDA may terminate this Contract by giving a written notice of minimum 7 days to the Consultant, if as a result of Force Majeure the Consultant is unable to perform a material portion of the services for a period of more than 30 days. Material portion of the services for the purposes of this clause is defined in terms of deliverable and time frames mentioned in Schedule A of the RFP. Termination pursuant to this Clause will not prejudice any pre-existing claims which either party may have against the other party.

5.2

5.3

6. Consultancy Fee 6.1 In consideration of the performance of the Service, the RLDA agrees to pay to the Consultant the sum of Rs[ ] representing the Consultants fee as

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per the stage-wise payment schedule specified in Clause 6 of TOR of the RFP, subject to: 6.1.1 the Consultant delivering to RLDA the Report which meets the requirements specified in TOR of the RFP to the satisfaction of RLDA , and; 6.1.2 receipt of an invoice from the Consultant at each stage, such invoice meeting the requirements of Ministry of Finance for Service Tax purposes. 6.2 No invoice shall be submitted by the Consultant for payment (and if submitted the RLDA shall be under no obligation to pay such invoice) until such time as the Report satisfies the requirements of TOR of the RFP.

6.3 The fee shall exclude the amount of Service tax payable as per extant stipulations of Ministry of Finance. 7. Termination 7.1 Without prejudice to the succeeding provision of this clause, the Agreement shall terminate after the Consultant has rendered all the services to the satisfaction of the RLDA and the same are accepted by RLDA. The RLDA may by notice in writing immediately terminate this Agreement if the Consultant or any of the Consultants personnel: 7.2.1 Breaches any of the terms of this Agreement which, in case of a breach capable of being remedied, is not remedied by the Consultant within ten days of receipt of a notice from RLDA specifying the breach and requiring its remedy; 7.2.2 Having remedied the breach referred to in sub-paragraph 7.2.1 further breaches the terms of the Agreement on two or more occasions; 7.2.3 Is incompetent, guilty of gross misconduct or any serious or persistent negligence or serious or persistent default in the provision of the Services, including (but not limited to) the disclosure to any person not authorized by RLDA of any Confidential Information; 7.2.4 Commits any offence under the Prevention of Corruption Act 1988; 7.2.5 Fails or refuses to provide the Services required pursuant to the provision of this Agreement after written warning;

7.2

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7.2.6

Is guilty of delay in commencement of services or delay in performance of its contractual obligations.

7.3 RLDA may also terminate this Agreement in terms of Clause 5.3 7.4 If in the opinion of the RLDA, Consultant becomes or is in jeopardy of becoming insolvent or bankrupt, or has a receiving order made against it, or compounds with its creditors, or any of them RLDA shall be entitled to terminate this Agreement by notice to the Consultant. Consultant shall immediately notify RLDA should it be in jeopardy of becoming insolvent, bankrupt or has a receiving order made against it or enters into a composition with its creditors or any third party. 7.5 Any act on the part of the parties after termination of this Agreement by way of communication, correspondence etc., shall not be construed as an extension or revival of validity of this agreement. In the event of early termination of this Agreement for any reason, the liability of the Parties shall be restricted to the amounts that have become payable to the Parties till the date of termination of the Agreement. 7.6 RLDA also reserves the right to short close the agreement any time after evaluation of Draft Report and/or Final Report. No compensation shall be payable beyond the services payable as per Payment Schedule. 8. Amendment/Waiver 8.1 No amendment, modification or waiver of any provision of this Agreement shall in any event be effective unless the same has been made in writing and signed by a duly authorized officer of each of the parties, and approved in writing by other and any waiver or consent shall be effective only in the specific instance and for the specified purpose for which it is given. 9. Liability of Consultant to the Client The Consultant shall be liable to pay compensation to the Client arising out of or in connection with the Agreement if a breach of Contract is established against him. The aggregate liability of the consultant under this Agreement, or otherwise in connection with the services, in contract or tort, under statute or otherwise, shall in no event exceed the fees payable to the consultant for its services. 10 Confidential Information 10.1 The Consultant agrees to treat all Confidential information of RLDA as secret and confidential at all times.

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10.2

The Consultant shall not, save for in situations falling under Clause 10.3 below, at any time, for any reason, disclose or permit to be disclosed to any person any Confidential information and the Consultant shall not otherwise make use of or permit any use to be made of any Confidential information by any person. The Consultant agrees that the confidential information will not be disclosed by it or its personnel to third parties either during or after the termination of this Agreement. The provisions of this Clause (i.e., Clause 10) shall survive the termination of this Agreement. Without prejudice to Clauses 10.1 and 10.2 the Consultant may disclose confidential information to only those of its personnel who need to know it in order to provide the Service. However, in doing so the Consultant shall at all times ensure that its personnel involved in providing the Service, or who otherwise come across Confidential information in the course of their duties are made aware of the confidential nature of information and do not disclose it or otherwise breach the provisions of this section. In the event any confidential information is disclosed by the Consultant or any of its personnel, RLDA will have the right to take action against the Consultant under the law as it may be advised for unauthorized disclosure of confidential information, notwithstanding any agreement between the consultant and its personnel. On termination of this Agreement (however such termination may arise) the Consultant shall deliver to the RLDA all working papers, computer disks and tapes or other material and copies provided to the consultant by RLDA pursuant either to this Agreement or to any previous obligation owed to the RLDA regarding the Project.

10.3

10.4

10.5

11 Intellectual Property 11.1 The Consultant warrants that in providing the Services it shall not infringe copyright, patent, confidential information or any other intellectual property right of any third party and indemnifies the RLDA against any claim made against it arising from any infringement of any intellectual property right belonging to any third party. In the event, the consultant relies on or make use of any intellectual property right belonging to a third party, the Consultant would be solely responsible to negotiate and pay the royalty to the third party and no such expenditure would be payable by the RLDA. The copyright including the database rights in all the works produced during the course of or in consequence of providing the Services shall belong to the RLDA absolutely. RLDA will be the owner of the copyright in the works produced during the course of providing service. RLDA has the

11.2

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right to use the same anywhere else, without paying extra compensation to the consultant. 12 Disputes 12.1 Any disputes which may arise as to the terms of this contract will be dealt with in accordance with the provision of clause 12. If any dispute arises between the parties in relation to this contract, then either party may request the other to participate in a meeting of their respective senior managers or any other authorized officer/representative, in order to discuss the dispute and to agree to a strategy to resolve it. The Parties shall then liaise in good faith to arrange and implement the meeting within ten (10) working days and shall exchange statements at least three (3) clear working days prior to the date of the meeting, setting out their respective views of the issues, which are in dispute. If notwithstanding any steps taken by the parties pursuant to paragraph 12.2, the dispute between them remains unresolved within one (1) month of the date on which the dispute arose, then the matter will referred to the Board of Directors/Board of Members of the respective parties, setting out the respective views on the issues and for the purpose of resolution of the dispute. If within fourteen (14) days, or such longer period as the parties may agree, of such request they fail to meet or resolve the dispute then clause 12.4 will apply. If notwithstanding any steps taken by the parties pursuant to Clause 12.3, the dispute remains unresolved within the time period previously agreed, then either party may serve notice on the other to require the dispute to be referred to arbitration. The Arbitrator shall be appointed by ViceChairman of RLDA whose decision shall be final and binding. The arbitration proceedings shall take place at Delhi in accordance with the Arbitration and Conciliation Act 1996, as may be amended or re-enacted from time to time.

12.2

12.3

12.4

13. Status 13.1 Throughout the operation of this agreement and upon termination the Consultant shall at all times have the status of a self-employed person and for the avoidance of doubt neither the Consultant nor the employees, agents or servants shall acquire the status of employee of the RLDA and shall not be entitled to any pension, bonus or other benefit (other than the fee payable under this Agreement) from the RLDA. The Consultant shall be and hereby undertake responsibility for all income tax liabilities or similar taxes and levies in respect of its fees and the Consultant hereby indemnifies the RLDA in respect of any claims that may be made by the

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relevant authorities against the RLDA in respect of income tax or similar contributions, taxes or levies relating to the Consultants s ervices pursuant to this Agreement. 14. Set Off 14.1 Whenever under this contract any sum of money shall be either overpaid to the Consultant by RLDA and therefore recoverable, or is otherwise payable by the Consultant to RLDA, then the amount due may be deducted by RLDA from any sum then due or which at any time thereafter becomes due to the Consultant under this contract. The exercise by RLDA of its rights under this provision shall be without prejudice to any other rights or remedies which are available to RLDA at any time under the contract, or otherwise in law or in equity.

15. Notices 15.1 Any notices to be served by the parties under this contract shall (subject to any contrary provision of this contract) be served by registered post or courier or facsimile transmission and any notice:15.1.1 to the RLDA shall be sent to Vice Chairman or to such other person/address as may from time to time be notified to the Consultant by the RLDA for the purposes of this paragraph; 15.1.2 to the Consultant, shall be addressed to the Consultant at the premises, or to such other person/address as may from time to time be notified to the RLDA by the Consultant for the purposes of this paragraph. 15.2 If a notice is served by:

15.2.1 registered post or courier, it shall be deemed served on the second working day after posting; 15.2.2 facsimile transmission (FAX), shall be deemed served on the day of its transmission if transmitted prior to 4.00pm, or if it is transmitted after this time on the day in question then it shall be deemed served on the next working day; 15.2.3 either party may give notice to the other of change of address/telefax nos for Service of Notices in accordance with the provisions of this Section 15.

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16. Governing Law 16.1 This Agreement shall be governed by and construed in accordance with the substantive laws of India. 17. Assignment 17.1 This Agreement is personal to the Consultant and any right or obligation arising under it may only be sub-contracted, assigned or otherwise transferred with the prior consent in writing of the RLDA, except to the extent mentioned elsewhere in this agreement, more specifically in the Letter of Invitation and Instructions to Consultants Schedule B of the RFP.

18. Conflict of interest 18.1 An Applicant shall not have a conflict of interest with regard to this assignment. Any Applicant found to have such a conflict of interest shall be disqualified. RLDA requires that the Consultant provide professional, objective, and impartial advice and at all times hold Authoritys interests paramount, avoid conflicts with other assignments or their own corporate interests, and act without any consideration for future work. The Consultant shall not accept or engage in any assignment that would be in conflict with its prior or current obligations to other employers, or that may place it in a position of not being able to carry out the assignment in the best interests of Authority.

18.2

18.3 Without limitation on the generality of the foregoing, the Consultants, and any of its associates shall be considered to have a conflict of interest and shall not be selected under any of the circumstances set forth below: (a) If there is a conflict among this and other consulting assignments of the Consultant (including its personnel and sub-consultants) and any subsidiaries or entities controlled by such Consultant. The duties of the Consultant depend on the circumstances of each case. While providing consultancy services to Authority for this particular assignment, the Consultant shall not take up any assignment that by its nature will result in conflict with the present assignment. A firm which has been engaged by Authority to provide goods or works for a project, and any of its affiliates, will be disqualified from providing consulting services for the same Project. Conversely, a firm hired to provide consulting services for the preparation of implementation of a project, and any of its affiliates, will be disqualified from subsequently, providing goods or works or services related to the same project.

(b)

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(c) An Applicant eventually appointed to provide Consultancy for this Project, as well as any of its affiliates, shall be disqualified from subsequently providing goods or works or services related to the construction and execution of the same Project (other than a continuation of the firms earlier consulting services). 19. Entire Agreement 19.1 This Agreement together with the Schedules and Annexures attached thereto, as mentioned, constitutes the entire agreement of the parties in relation to its subject matter and supersedes any other agreement understanding or representation whether written or oral between the parties regarding it . 20. Severability 20.1 If any provision of this Agreement is held illegal or unenforceable by any court or other authority of competent jurisdiction, such provision shall be deemed severable from the remaining provisions of this Agreement and shall not affect or impair the validity or enforceability of the remaining provision of this Agreement. 21. Consultants work on the Consultancy to be the property of RLDA All deliverables (including the basis for various worksheets in soft form/any software) shall become the property of RLDA and shall be used by RLDA as deemed fit. Soft copies of deliverables shall also be furnished as required by RLDA. 22. Waiver 22.1 Any failure on the part of any party hereto to comply with any of its obligations, agreements or conditions hereunder may be waived in writing by the other party to whom such compliance is owed. Absent such written waiver, no forbearance or other failure to insist on prompt compliance with any obligation, agreements or conditions hereunder shall be deemed to constitute a waiver of the rights of the party to whom compliance is owed.

AS WITNESS the signatures on behalf of the parties hereto Signed on behalf of the Rail Land Development Authority (RLDA) Authorised signatory On this-------- day of ------- 2011

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Signed by the Consultant (

On this---------- day of ------- 2011 In the presence of: Witness signature 1.Witness name Address Occupation Witness Signature 2. Witness name Address Occupation *************

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Annex-1 Terms of Reference (Schedule A to be Reproduced)

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Annex-2 Payment Schedule (Clause -- of Schedule A, Terms of Reference, to be Reproduced) **********

All Forms to be part of the Annexures to the Agreement ******

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Annexure Bank Guarantee for Performance Security (Photo copy of BG submitted by the firm to be attached) BANK GUARANTEE FOR PERFORMANCE SECURITY-FORMAT

To The Vice-Chairman Railway Land Development Authority, Next to Safdarjung Railway Station, Moti Bagh I, New Delhi 110021. In consideration of Railway Land Development Authority (RLDA) (hereinafter referred as the Client, which expression shall, unless repugnant to the context or meaning thereof include its successors, administrators and permitted assigns) having awarded to M/s..having its office at .(Hereinafter referred to as the Consultant which expression shall repugnant to the context or meaning thereof, include its successors, administrators, executors and assigns), a contract by issue of clients Contract Agreement no. / Letter of Acceptance Nodatedand the same having been unequivocally accepted by the Consultant, resulting in a Contract valued at Rs. /- (Rupees.) excluding service tax for Consultancy Services pertaining to Commercial development of Rly land at ............(Site Code.........) (Hereinafter called the Contract), and the Consultant having agreed to furnish a Bank Guarantee to the Client as Performance Security as stipulated by the Client in the said contract for performance of the above Contract amounting to Rs. /- (Rupees..) We, having registered office at., a body registered/constituted under the(hereinafter referred to as the Bank), which expression shall, unless repugnant to the context or meaning thereof, include its successors, administrators, executors and assigns do hereby guarantee and undertake forthwith pay to the Client, in full, without any deductions, set-off or counterclaim whatsoever to pay the client immediately on first demand any or, the sum claimed by the Client which shall not exceed Rs/ (Rupees.) as aforesaid at any time up to without any demur, reservation, contest, recourse or protest and / or without any reference to or enquiry from the consultant. Any such demand made by the client on the bank shall be conclusive and binding notwithstanding any difference between the Client and
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the Consultant or any dispute pending before any Court, Tribunal, Arbitrator or any other authority. We agree that the Guarantee herein contained shall be irrevocable and shall continue to be enforceable till the Client discharges this guarantee. The Client shall have the fullest liberty without affecting in any way the liability of the Bank under this Guarantee, from time to time to vary or to extend the time for performance of the contract by the Consultant. The Client shall have the fullest liberty without affecting this guarantee, to postpone from time to time the exercise of any powers vested in them or of any right which they might have against the consultant and to exercise the same at any time in any manner, and either to enforce or to forbear to enforce any covenants, contained or implied, in the Contract between the Client and the Consultant any other course or remedy or security available to the Client. The bank shall not be relieved of its obligations under these presents by any exercise by the Client of its liberty with reference to the matters aforesaid or any of them or by reason of any other act or forbearance or other acts of omission or commission on the part of the Client or any other indulgence shown by the Client or by any other matter or thing whatsoever which under law would but for this provision have the effect of relieving the Bank. The Bank also agrees that the Client at its option shall be entitled to enforce this Guarantee against the Bank as a principal debtor, in the first instance without proceeding against the Consultant and notwithstanding any security or other guarantee that the Client may have in relation to the Consultants liabilities. The Client shall be entitled to make unlimited number of demands under this Bank Guarantee, provided that the aggregate of all sums paid shall not exceed the guaranteed amount. The Bank shall make the payment hereunder against the receipt of a demand without any proof for document, notwithstanding any dispute by the Consultant, and such a demand shall be a conclusive evidence of the Banks liability to pay the Client. The Bank Guarantee shall be continuing irrevocable obligation. Any waivers, extensions of time or other forbearance given or variations required under the Contract or any invalidity, unenforceability or illegality of the whole or any part of the Contract or rights, of any Party thereto, or amendment or other modification of the Contract, or any other fact, circumstance, provision of statue of law which might, entitle the Bank to be released in whole or in part from its undertaking, were its liability to be secondly and not primary, shall not in any way release the Bank from its obligations under this Bank Guarantee. Any demands, shall be deemed to have been duly served: if delivered by hand, when left at the property address for service; and if given or made by pre-paid registered post or facsimile transmission, when received.
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This Bank Guarantee shall be governed by and construed in accordance with the laws of the Republic of India and the parties to this Bank Guarantee hereby submit to the jurisdiction of the Courts of.for the purposes of settling any disputes or differences which may arise out of or in connection with this Bank Guarantee, and for the purposes of enforcement under this Bank Guarantee. Notwithstanding anything contained herein, a) Our liability under this Bank Guarantee is limited to Rs/(Rupees) and it shall remain in force up to and including and shall be extended from time to time for such period as may be desired by M/s., on whose behalf this guarantee has been given This Bank Guarantee shall be valid up to 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 (date of expiry of Guarantee).

b) c)

Signature of the Authorised Official) (Name & Designation with Bank Stamp) NOTE: (i) (ii) The bank guarantee(s) contains the name, designation and code number of the officer(s) signing the guarantee(s). The address, telephone no. and other details of the Head Office of the Bank as well as of issuing branch should be mentioned on the covering letter of issuing Branch. The bank guarantee for Rs. 10,000 and above is signed by at least two officials (or as per the norms prescribed by the RBI in this regard).

(iii)

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