Reference Date To

: ELECON, VVDR/PVK/1500101/1527 : 27.08.2011

M/s Globus Engineers, G-1, Garden Palace, Near Vakola Masjid, Santa Cruz (E), Mumbai - 400 055, India. Kind Attn.: Dear Sir, Subject: Work Order (WO) for Services of Bag Filter assembly with Blower/Vent Fan and accessories package on turnkey basis for our operating plant 2 X 43 MW Arasmeta Captive Power Company Private Limited (ACPCPL- Phase 1) Coal based Power Plant at Gopal Nagar, Janjgir Champa District, Chhattisgarh State, India (Site). a) Final techno commercial meeting held on 23.08.2011. b) List of correspondence enclosed here with as Annexure I. Mr. Dinesh Kanchan, General Manager, Projects and Marketing.

Reference:

With reference to the aforesaid references, mails, subsequent clarifications sought and discussions held, we are pleased to award to you the Work Order (WO) for Bag Filter assembly with Blower/Vent Fan and accessories package on turnkey basis for our operating plant 2 X 43 MW Arasmeta Captive Power Company Private Limited (ACPCPL- Phase 1) at Gopal Nagar, Janjgir Champa District, Chhattisgarh State, India (Site), on the Terms & Conditions hereinafter contained. You shall be referred to as the Contractor and Arasmeta Captive Power Company Private Limited shall be as referred to as the ACPCPL and both collectively be referred to as the Parties. The Issue of WO is subject to following terms and conditions: 1. SCOPE OF SERVICES The Scope of Services shall include the detailed Services to be provided, including but not limited to unloading, unpacking, Quality, storing, project management services, inspection, expediting, periodic visits to site for supervision of construction works, complete erection, testing, and commissioning and such Services as may be required from time to time, for timely completion of Reliability Run Test and Performance Guarantee Tests of the envisaged Bag Filter assembly with Blower/Vent Fan and accessories package and as set out in Annexure II, of the WO ( hereinafter Scope of Services). The Contractor shall be responsible for achieving successful Erection, Testing & Commissioning, Reliability Run Test completion and PG Test of the complete package. The services shall also include training of ACPCPLs personnel, supervision services at Site.

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The obligations of the Contractor under the WO shall include single point responsibility for all necessary co- ordination in respect of the independent services to be performed to ensure that the Bag Filter assembly with Blower/Vent Fan and accessories package is completed in every respect as contemplated as per detailed Technical Specifications or as the change approved and signed by ACPCPL. Thus the Contractor need to ensure that the Scope of Services is completed in accordance with the guaranteed dates, the Technical Specifications and the performance guaranteed values and the overall performance of the Services as agreed. The Services rendered shall be complete in all respects and in accordance with good Industry Practices, including Miss-Outs, even if is not specifically detailed in the Technical Specifications but required for safe, reliable and meet guaranteed performance for Operations and Maintenance. The Contractor shall not be eligible for any extra payment in respect of any additional services rendered and needed for safe and reliable operation of the Bag Filter assembly with Blower/Vent Fan and accessories package or if required under applicable Statutory requirements of Competent Authority and Codes though they may not have been specifically mentioned. 2. CONTRACT PRICE The Owner agrees to pay to the Contractor in the manner set forth in the WO and the Contractor shall accept as full and complete compensation for Scope of Services under the Contract, the lump-sum, (the "Contract Price") INR (Indian Rupees) Rs. .............................(Indian Rupees .......................................................... ) The Contract Price includes Cesses and other levies of whatsoever nature related to the Services. However, the Service tax at applicable rates shall be payable extra. The Contract Price shall be fixed and firm and not negotiable for any reason whatsoever including any variance or fluctuation in the market price of men and materials. The Contract Price shall be payable as per the payment terms, subject to deduction of applicable tax under the Income Tax Act. 3. TERMS OF PAYMENT The Owner shall make progressive payment as and when they are due as per the following payment terms. Subject to any statutory deductions/ adjustments from the contract price as per the Contract proposed to be executed, Contractor shall be entitled to receive the Contract price progressively, in the following manner:
a) 90% of the Basic Contract Price on prorata basis on progressive completion of

services, as per mutually discussed and agreed billing schedule with Owners project head, and against submission of complete and correct documentation as follows Signed commercial invoices (Two original + three copies). Signed Commercial invoice shall among other things contain the following: Works carried out are as per Erection, commissioning Contract -------and dated. Total value of the invoices shall be in INR------------

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Mode of payment giving details of the beneficiary bank; Invoice number and date; Reference of the contract Terms of payment - % of the Contract Price to be payable as per the contract; Quality Certificate issued by Engineer as per QAP and FQP; Reference to the insurance policy number covering the EAR risks. Certificates in the name of Owner by the relevant Competent Authority as applicable for respective milestone as per Technical Specifications. Signed jointly (Representatives of Owner & Contractor at the site) for completion of said erection, commissioning works progress / milestone

b) Balance 10% of the Contract Price against completion of successful Reliability Run Test of the package. The certificate of milestone completion shall accompany invoice along with other documents as above. The payments under this Contract will be released based on above terms against submission of invoices along with other documentation, by telegraphic transfer or other electronic mode within fifteen (15) days of payment becoming due and receipt of complete documents certified by Owners Representative and correct documents from the Contractor. 4. 4.1 INSURANCE Insurance by Contractor (a) Insurance of Contractors Personnel: Contractor shall at their own expense procure & maintain until completion of the Services, workmens compensation & Employers Liability Insurance for manpower employed by them. Coverage shall be for all workmen/ employees for statutory benefits as set forth in and required by Applicable Laws in the area of operation or any other area in which Contractor may become legally obligated to pay benefits. Employer Liability limits shall be such amounts as required by applicable statute. (b) Additional Insureds: The policies providing such coverage shall name Owner, Owners Representative, and Lender as additional insureds for claims or suits brought which result from, or are in connection with, the performance by CONTRACTOR of this Agreement and the Owner / Lender be named as loss payee. (c) Waiver of Subrogation: Each of the insurance policies shall contain or be accompanied by the insurers written waiver of (i) subrogation, (ii) any right of set-off and counterclaim and (iii) any right to deduction by attachment or otherwise; against Owner, Owners Representative, Lender, CONTRACTOR, Sub Contractors and each of their respective Affiliates. (d) Cancellation: Each of the insurance policies shall contain or be accompanied by the insurers agreement that if Contractors insurance is canceled for any reason whatsoever, including nonpayment of premium, or any substantial change is made which affects the interest of the Owner or Lender, such cancellation or change shall not be effective as to the Owner or Lender until at least sixty Days (or ten days in the case

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of cancellation due to non-payment of premiums) after receipt by Owner and Lender of insurer's written notice sent by registered mail. In all such cases the Owner/lender at their discretion may renew or obtain necessary insurance policies and deduct such costs from the Contract Price. (e) Sub-Contractor Insurance: Contractor shall require all Sub Contractors to obtain, maintain and keep in force; during the time they are involved in performance of the Services, requisite insurance coverage to meet their respective obligations to the Contractor. 4.2 Insurance by Owner Upon commencement of the Scope of Services, Owner shall obtain and maintain insurance with insurance companies of recognized responsibility & reasonably, to the satisfaction of the Lender. Owner shall undertake insurances of the following types: (a) Third Party Liability Insurance: Insurance against liability for damage or death or personal injury or illness occurring at the Plant site to any person or to any property (other than property forming part of the Plant) due to or arising out of the performance or non-performance of the services by the Contractor or any Subcontractor of any tier for a liability limit of not less than Rupees ten crores. (b) Loss of Profits Insurance: Insurance against delay in completion of the project beyond its anticipated completion date on account of loss covered under transit or construction Insurance policies for monetary limit as may be stipulated by the Lenders. (c) Insurance of Personnel: Insurance as required by Indian and all other applicable laws for all actions, suits, claims, demands, costs, charges and expenses arising in connection with the death of or injury to any person employed by the Owner or its approved agency for the purpose of the performance of the Works until completion of the project, such as Workmens compensation & Employers Liability Insurance. Coverage shall be for all workmen/ employees for statutory benefits as set forth in and required by applicable Laws in the area of operation or any other area in which Contractor may become legally obligated to pay benefits. Employer Liability limits shall be such amounts as required by applicable statute. 5. 5.1 COMPLETION SCHEDULE Commencement The Contractor shall commence the Works immediately from the material receipt at Site and shall thereafter, subject to the terms of the PO, proceed with the Services diligently and expeditiously. 5.2 Guaranteed Completion Date: The complete Scope of Services for Bag Filter Assembly with Vent/ Blower Fan shall be progressively completed within Eight (8) Weeks from the Commencement Date of material receipt at site. 5.3 The Contractor shall prepare and submit a detailed Work Schedule/PERT ( L2 level schedule with details satisfactory to Owner, developed with the base schedule

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timeframes as attached with this PO (L1) within 2 Weeks from Commencement date, for approval of the Owner which will be periodically updated so as to match the Project Completion Schedule. The Contractor shall perform the Services in accordance with the Project Completion Schedule to meet the Guaranteed Completion Dates. This programme submitted to the Owner shall be reviewed by the Owner and on approval shall form part of the PO and subject to updation, without changing the Guaranteed Completion Date, based on Owner approval, shall be strictly adhered to by the Contractor during the execution of the PO. The Contractor shall also submit the schedule of inputs required from the Owner in order to execute the Project as per the Project Completion Schedule Annexure IV. 6. CONTRACTORS OBLIGATIONS The contractor shall, at its cost and expense, perform all obligations required to be performed for the completion of the entire Scope of Services as per Technical Specifications, which shall include, but not be limited to the following:
a.

Create the infrastructure as may be required for the Scope of Services such as machinery, equipment, fully equipped quality lab, tools and tackles, construction power distribution, etc. required to undertake the Scope of Services. Secure all the permissions clearances and approvals from statutory and / or any other agencies, as may be required for executing the Scope of Services. Adopt safety norms as per the safety code as required to perform all the activities under the Scope of Services. The Contractor shall submit the contract closing documentation such as Joint Inspection Protocols, Site testing protocols for all the items and for package as whole and any other relevant documentation related / relevant to the Scope of Services carried out by Contractor and requested by ACPCPL. The Contractor shall comply with all the relevant Statutory Compliances applicable for the performance of the Scope of Services. The Contractor shall not assign to any third party any portion of the performance of the Scope of Services without obtaining the prior written consent from the ACPCPL. Any cost related to Services of test equipments towards completing the RRT and PG Test as per the WO will be to the Contractors account. Complete the erection, testing, commissioning, Reliability Run test and Performance Guarantee test of the package, training of ACPCPL manpower and hand over the package to ACPCPL. Strictly comply with all the terms and conditions as mentioned in the Bid Documents, Minutes of Meeting entered into between the Parties, being the base documents for this WO.

b.

c.

d.

e.

f.

g.

h.

i.

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7.

NOISE LEVEL Noise level produced by any rotating equipment individually and collectively should not exceed 85 dBA at a distance of 1.5 meters from it in any direction under any load condition.

8.

VIBRATION Vibration level of equipments at bearings shall not exceed the following limits for different equipment. Vibration levels shall conform to the limits specified below and shall be measured as per VDI 2056 / BS 4675. Equipment Peak to peak limit at the bearing of drive pulley, motor and gear box for the Conveyors/feeders etc. shall be 75 microns.

9.

PROVISIONAL TAKEOVER /HANDOVER (TAKING OVER CERTIFICATE) After completion of successful Reliability Run Test of the system/package, the system/package shall be provisionally taken over by ACPCPL for operations of the plant by ACPCPL. The final acceptance certificate will be released within 28 days after the successful completion of the system/package Performance Guarantee Test. After final acceptance certificate (format as per Annexure V), the system will be finally taken over.

10.

GUARANTEED COMPLETION DATE The Scope of Services shall be commensurate to achieve the successful completion of RRT of the Bag Filter assembly with Blower/Vent Fan and accessories package within 24 weeks from the date of issue of this WO (Guaranteed Completion Date). Performance Guarantee Tests shall be completed within 48 hours from Successful completion of Reliability Run Test.

11.

GUARANTEE PERFORMANCE PARAMETERS / VALUES After satisfactory completion of trial run and commissioning of the plant and equipment, the Facility shall be run continuously for 72 hours (Reliability Run Test) to prove that the system functions satisfactorily without any trip due to system fault. On completion of successful Reliability Run Test, the Performance Guarantee Test for 48 hours shall be conducted as per the stipulations provided in the Technical Specifications. The Contractor shall ensure the following Performance Guaranteed Values for Bag Filter assembly with Blower/Vent Fan and accessories:

Sl. No 1. 2. 3.

Parameter description Vacuum (negative pressure) in Silo after considering the drop/increase at Bag Filter. Total guaranteed power consumption for Blower Motor auxiliaries at full load. Dust concentration at the outlet of Bag Filter system.

Performance Guaranteed Value 100 mm WG. 5.52 KWh less than 30 mg / Nm3

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12.

LIQUIDATED DAMAGES (LD)

12.1 Delay liquidated damages If the delivery under the scope of Services is not completed within Guaranteed Completion Date due to reasons attributable to the Contractor, the Owner shall levy Liquidated Damages and not as a penalty, equivalent to 1 % (one percent) of Contract Price per week (7 days) of delay or part thereof of Scope of Services subject to the maximum 10 % of the Contract Price. In addition to the above, for failure of any of the obligations of Contractor as per terms and conditions of this PO, the Owner has right to issue notice to Contractor for stopping the Works at Site, until compliance/completion of the said obligations and or requirements by the Contractor. All the delays in Works on these accounts shall be solely attributable to the Contractor. In such cases, the Owner reserves the right to complete such obligations on behalf of Contractor at Contractors sole risk and cost and recover the cost from the Contractor. 12.2 Performance liquidated damages In case any deviations in the guaranteed performance parameters are observed during the Performance Guarantee Test or even the repeat Performance Guarantee Test to achieve the Guaranteed Parameters, the Owner shall be entitled to collect Liquidated Damages and not as a penalty and the Contractor shall be liable to pay liquidated damages for each of the parameters in the Performance Guarantee Test(s). Liquidated damages as stipulated in format below shall be payable for variance in performance, from the Performance Guaranteed Values. L.D. for short fall in capacity of major equipment: Total auxiliary power consumption for all the equipments within the package. LD Amount for 1KWH increase the Guaranteed value: Rs.1.45 Lacs for every One 1KWH increase in guaranteed auxiliary power consumption (5.52 KW).

The aggregate liability under performance liquidated damages shall not exceed 10% of the Contract Price 12.3 Overall Aggregate liability The overall aggregate liability under this agreement for delay in delivery and performance liquidated damages shall not exceed 15% of the Contract Price. 13. 13.1 13.1.1 DEFECT LIABILITY /WARRANTY PERIOD Warranty The Contractor hereby warrants to the Owner that the Services shall be new and in accordance with the PO Documents and be free from defects in design, material and workmanship for a period of 12 months from Guaranteed Completion Date and that the Contractor has been and shall otherwise perform its obligations under this PO.

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13.1.2

Using the skill, care and diligence to be expected of appropriately qualified and experienced professional engineers with experience in Service of a type, nature and complexity similar to the Service in the independent power production industry. In accordance with good modern engineering principles and practices of national and International standard. Using consumable materials supplied by Contractor which are new and unused and so that such materials and goods and the standards of all workmanship, manufacture and fabrication shall conform in all respects to the standards and codes of practice referred to in the Technical Specifications and existing as on the date of signing of the PO. So that each item of the Service shall, upon Taking-Over and issuing Acceptance Certificate, be in accordance with all relevant requirements of the PO unless otherwise agreed in writing by the Owner, or altered in accordance with a Variation instructed by the Owner. The Service shall be capable of being operated in accordance with the requirements of the PO and Good Industry Practice consistent with the Owners operating and maintenance manuals.

13.1.3 13.1.4

13.1.5

13.2

Defect Liability Period Defect Liability Period, with respect to Service, shall mean the period of 12 (twelve) months calculated from the date of successful Performance Guarantee Test (PGT).

13.2.1

Making Defects Good The Contractor shall be responsible for promptly making good by replacement, repair and/or modification, as per the instruction of the Owner at its expense any Defects in any part of the Service which may appear during the Defect Liability Period in relation thereto and which arises from any failure to comply with the provisions of this WO thereof.

13.2.2

Notice of Defects If any such Defect shall appear, the Owner shall promptly inform the Contractor thereof stating in writing the nature of the Defect. The Contractor shall not be responsible under this Article for Defects not notified to it by the Owner within 30 (thirty) days of the expiry of the Defect Liability Period.

13.2.3

Extension of Defect Liability Period The Defect Liability Period for work or any part thereof shall be extended by a period equal to the period during which the work or any part thereof cannot be used by reason of any Defect. The provisions of this Article shall apply to all repairs, replacements or modifications carried out by the Contractor to remedy Defects as if the component replaced, repaired or modified had been taken over on the date they were completed.

13.2.4

Delay in Remedying Defects

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If the Contractor fails to commence and proceed diligently with the remedy of any such Defect within 7 (seven) days of receipt of notification thereof from the Owner, the Owner may proceed to do the work at the Contractors expense provided that it does so in a reasonable manner in accordance with Good Industry Practice, notifies the Contractor of its intention to do so and permits the Contractor to inspect such repaired or replaced Plant to ensure that quality standards have been maintained. The reasonable cost so incurred by the Owner shall be deducted from the Contract Price or be paid by the Contractor to the Owner or from the Performance Bank Guarantee. In case Performance Bank Guarantee is used then the Contractor shall restore the Performance Guarantee to original value. 13.2.5 Removal of Defective Work The Contractor may with the consent of the Owner, which consent shall not be unreasonably withheld, remove from the Site at his own cost any part of the Work that is defective, if the nature of the Defect is such that repairs cannot be expeditiously carried out on the Site.
14.

ACPCPLS OBLIGATIONS a) Instrument Air: The Owner shall provide instrument quality air (5 CFM at 6 to 7 kg/cm2 pressure.)
b) Start up power/ Commissioning power: The Owner will only identify and

provide a suitably rated feeder at one point from an existing MCC, in order to provide a 415V AC, 3Ph, 4 wire and 50Hz power Services for the system. Therefore contractor shall provide the load details of the system along with the bid, in order to identify the suitably rated feeder in owners MCC. Please refer to the Sketch-1 enclosed for better clarity on the electrical scope in Technical Specifications.
c)

d) Construction Power: Owner shall provide construction power at one point near MCC (approx. at 150 Meters) on chargeable basis. The unit rate shall be as Rs. 5.10 per KWH. Voltage level of construction power by Owner shall be 415 V AC. All remaining construction power distribution shall be in Contractor scope. e) Construction Water: Owner shall provide construction water at one point free of cost. All remaining water distribution shall be in Contractor scope. f) Space: Land will be provided to Contractor on as is basis for, open storage yard, store room, and fabrication yard. All site development works shall be done by Contractor. 15. QUALITY AND SAFETY

The Contractor shall implement all applicable quality and safety norms as per Best Industry Practices in relation to the performance of the Scope of Services by establishing a well equipped laboratory and a dedicated quality engineer. The Contractor shall also comply with all safety norms as stipulated in Tender document.

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Quality Assurance Plan (QAP) is to be followed as per the Annexure IV for the whole Bag Filter assembly with Blower/Vent Fan and accessories package. 16. REVIEW MEETING

The Contractor shall, at its cost, attend review meetings on fortnightly basis or at such times as may be required by ACPCPL, at Site level and monthly review meeting at corporate level (Hyderabad). MIS and Resources planning shall be prepared and monitored showing progress and quantity completion. The meetings which are chaired by the Director / Project Head of the ACPCPL at Hyderabad shall be attended by Mr. Dinesh Kanchan, General Manager, M/s Globus Engineers, on behalf of the Contractor. 17. CONFIDENTIALITY

No Party shall disclose this WO or any part thereof, without the written consent of the other Party except that such consent is not required when such disclosure has to be made to ACPCPLs lender, Statutory Authority or in pursuance of any directive from a Regulatory Authority. This WO is issued in duplicate. Please sign and return to us the duplicate copy of this WO in token of your acceptance thereof. Thanking you, Yours faithfully For ARASMETA CAPTIVE POWER COMPANY PRIVATE LIMITED

Ramamurthy Rajamani Authorised Signatory

Accepted: For GLOBUS ENGINEERS

---------------------------------------Authorized Signatory Name: Designation: Date:

Enclosures: ANNEXURE I ANNEXURE II ANNEXURE III ANNEXURE IV : REFERENCES LIST : SCOPE OF SERVICES : PROJECT COMPLETION SCHEDULE : QUALITY ASSURANCE PLAN (QAP)

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ANNEXURE V

: ACCEPTANCE CERTIFICATE ANNEXURE V FORMAT OF ACCEPTANCE CERTIFICATE

To

Bag Filter assembly with Blower/Vent Fan and accessories package for 2 x 43 MW Arasmeta Captive Power Company Private Limited (ACPCPL Phase-1) Pursuant Contract no dated .. relating to Services of Bag Filter assembly with Blower/Vent Fan and accessories package for Arasmeta Captive Power Company Private Limited (2 x 43 MW ACPCPL Phase-1), it is hereby certified that, the Works have been accepted by the Owner on ________ (Date). This certificate is issued subject to the liability of Contractor under the defect liability Articles of the contract.

For and on behalf of Arasmeta Captive Power Company Private Limited Date

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