BHARAT SANCHAR NIGAM LIMITED (A Govt. of India Enterprise) O/o General Manager, BSNL Kannur BSNL Bhavan,Kannur

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1 1 BHARAT SANCHAR NIGAM LIMITED (A Govt. of India Enterprise) O/o General Manager, BSNL Kannur BSNL Bhavan,Kannur BID DOCUMENT LIMITED TENDER DOCUMENT FOR THE PURCHASE OF SFP MODULES (SMALL FORM FACTOR PLUGGABLE MODULES) FOR KANNUR BA Limited Tender No: PLG/MM/LIMITED TENDER/SFP MODULES/ /1 Dated To be submitted by:. Price Rs.590/- (Inclusive of 18%GST)

2 2 BHARAT SANCHAR NIGAM LIMITED (Government of India Undertaking) O/o General Manager, BSNL Kannur BSNL Bhavan, Kannur Limited Tender for the procurement of SFP MODULES for Kannur BA. Limited Tender No: PLG/MM/LIMITED TENDER/SFP MODULES/ /1 Dated Table of Title Page No Contents Section 1 Notice inviting Limited Tender 3-5 II Limited Tender Form and Enclosures 6-7 III Instructions to Bidders 8-15 IV General (Commercial) conditions of Contract V Special Conditions 22 VI Schedule of Requirements /Technical Specifications VII PART-1 Bid Form and Part-II Price Schedule VIII Letter of Authorization for attending Bid Opening 27 IX Requisition for refund of EMD 28 X Agreement 29 XI Check list for documents to be enclosed along with the Limited Tender 30 XII Mandate form for transfer of payments through Electronic Clearance/ 31 Electronic Fund transfer Scheme XIII Form of Performance Bank Guarantee 32-33

3 3 BHARAT SANCHAR NIGAM LIMITED (A Government of India Enterprise) Office of General Manager, BSNL Kannur BSNL Bhavan, Kannur BID DOCUMENTS SECTION I NOTICE INVITING LIMITED TENDER Limited Tender No: PLG/MM/LIMITED TENDER/SFP MODULES/ /1 Dated On behalf of Chairman and Managing Director, Bharat Sanchar Nigam Limited, Sealed Limited Tenders are invited by General Manager Telecom, Kannur BA for procurement of SFP MODULES for Kannur BA from the Manufacturers/Authorized stockiest. Separate EMD should be submitted for each PART specified in the Price Schedule PART Name of Item Specifications EMD in Rs Required Quantity PART A SFP MODULES Modules (20km Reach) 1.25 Gbps SFP MODULES Bi-Directional Transceiver 1550 nm TX / 1310 nm RX, 20 km Reach Numbers

4 4 BHARAT SANCHAR NIGAM LIMITED (Government of India Undertaking) O/o General Manager, BSNL Kannur BSNL Bhavan, Kannur Limited Tender No: PLG/MM/LIMITED TENDER/SFP MODULES/ /1 Dated Limited Tender form issued to : 2. Particulars of payment : 3. Date of Purchase of Limited Tender Form : 4. Date of receipt of Limited Tender form in office : 5. Initial of issuing officer : 6. Date of issue : 7. Last Date and Time for receipt of Limited Tender: , 1500 hrs 8. Date and Time of opening: , 1530 hrs 9. Earnest money deposit: Rs.4000/- 10. Venue of opening the Limited Tender : Chamber of Assistant General Manager (MM) O/o General Manager, BSNL Kannur Assistant General Manager (MM) O/o General Manager, BSNL Kannur BSNL Bhavan, Kannur

5 5 Period of contract One year from the date of agreement of the Limited Tender, extendable 1 further for a period of six months at the same rates, terms and conditions 2 Limited Tender document containing detailed Assistant General Manager (MM) O/o General Manager, BSNL Bhavan, Kannur description of work, terms & conditions can be had from 3 Mode of payment Limited Tender document can be purchased by paying cost of bid Document in cash or DD drawn in favor of Accounts Officer (Cash),O/o General Manager, BSNL Kannur, BSNL BHAVAN, Kannur payable at Kannur. Bid security can be paid in the form of crossed DD issued by a scheduled bank drawn in favor of Accounts Officer(Cash), O/o General Manager, BSNL Kannur, BSNL BHAVAN, Kannur The Limited Tender form is not transferable and the cost will not be refunded on any account. The Limited Tender form can also be downloaded from the site and a DD for Rs 590/- (Rs five hundred and ninety only)in favor of Accounts Officer (Cash), O/o General Manager, BSNL Kannur, BSNL BHAVAN, Kannur payable at Kannur also should be attached with the Limited Tender. 4 Date of sale of Limited Tender form On all working days between Hrs and Hrs from to Last Date and Time of Upto Hrs on submission of Limited Tender 6 Date and Time of opening Hrs on of Limited Tender 7 Price Unit price inclusive of all Taxes/levies/charges, freight, insurance and any other taxes for entry to the State, and other charges if any for delivering at Consignees store as per price schedule. 8 Performance Security 5% of cost accepted for the items Deposit 9 Quantity Enclosed in section VI Manufacturers or authorized stockiest of items mentioned above, are eligible to participate in the Limited Tender. Bid Security as shown above will be in the form of Demand Draft from any Nationalized / Scheduled Bank payable at Kannur in favour of the AO (Cash), O/o General Manager, BSNL Kannur, BSNL Bhavan or cash receipt from AO (Cash), O/o O/o General Manager, BSNL Kannur, BSNL Bhavan Intending Bidders may obtain copy of the Limited Tender Document from the Assistant Manager(MM), O/o General Manager, BSNL Kannur, BSNL Bhavan on Production of Crossed Demand Draft, drawn from any Scheduled / Nationalized Bank payable at Kannur, in favour of AO (Cash), O/o General Manager, BSNL Kannur, BSNL Bhavan or Cash Receipt from AO (Cash), O/o General Manager, BSNL Kannur, BSNL Bhavan (Cash Counter will be opened up to hrs) for Rs.590/- (Rupees Five Hundred and ninety only) non-refundable, from to between hours and hrs on all working days. Limited Tender Documents can also be downloaded from the Website Such Limited Tender Document downloaded from Website should be accompanied with a Demand Draft of Rs.590/(Rupees Five Hundred and ninety Only) drawn in favor of Accounts Officer (Cash), O/o General Manager Telecom., BSNL, Kannur from any Nationalized/Scheduled Bank payable at Kannur, towards the cost of Limited Tender Document. Assistant General Manager (MM) O/o General manager BSNL Kannur BSNL Bhavan, Kannur

6 6 SECTION II LIMITED TENDER FORM Limited Tender No: PLG/MM/LIMITED TENDER/SFP MODULES/ /1.. Dated Sub: Limited Tender for Procurement of SFP MODULES for Kannur BA 1.Name and full address of the Limited Tenderer : 2.Status of Limited Tenderer, whether : a. Manufacturer b. Authorized Stockists(Proof to be attached) 3. Name of authorized signatory who is empowered : to sign the agreement, other documents and correspondence with the BSNL 4. Details of past experience in supply and name of the : Supplied Major Firms with contact Telephone Number 5. EMD particulars (Rs.4000/-) : DD No Date....Bank.. Or Receipt No Date (i) GSTIN:. Dated (ii) PAN Number..Dated (iii) TIN No. 7. Are you a Public Sector/Central Govt/ State Govt undertaking? : If so, furnish documentary proof. I have read and understood the terms and conditions of the Limited Tender Document and abide by the provisions contained therein. Date : Place: Signature: Name: Address: Phone No: Office : Phone No: Factory : Mobile No : ID : STAMP

7 7 Enclosures: 1 Bank draft for EMD or money receipt from AO (Cash), BSNL, Kannur and Cost of Limited Tender form as specified in Section 1 if it is downloaded from Web site 2 Brochures/ data sheets with full technical details for the items quoted 3 Original Limited Tender documents with the bid form duly filled, signed & sealed 4 All pages should be Signed & sealed in as unconditional acceptance to all terms and conditions of the Limited Tender 5 Limited Tender Profile 6 Financial Bid 7 No Relation Certificate 8 Application for refund of EMD along with advance stamp receipt 9 Proof of manufacturer / Authorized stock holder 10 Necessary GST Registration details,if applicable 11 Copy of current IT return filed 12 Copy of valid registration with NSIC, in case exemption from bid security is claimed. 13 PAN/GSTIN No Signature of the Bidder

8 8 SECTION III INSTRUCTIONS TO BIDDERS A INTRODUCTION 1. Definition a) The Purchaser means the Bharat Sanchar Nigam Limited, or General Manager, BSNL Kannur acting on behalf of the CMD, BSNL. b) The Bidder means the individual or firm who participates in the Limited Tender and submits its bid. c) The Supplier means the individual or firm supplying SFP MODULES under the contract. d) The Purchase Order means the order placed by the purchaser on the Supplier signed by the Purchaser including all attachments and appendices thereto and all documents incorporated by reference therein. The purchase order shall be deemed as Contract appearing in the document. e) The Contract Price means the price payable to the Supplier under the purchase order for the full and proper performance of its contractual obligations. f) Validation is a process of checking SFP MODULES as per the specifications including requirements for use in BSNL network. Validation is carried out in simulated field environment and includes stability, reliability and environmental tests. g) Limited Tender form is not transferable. Limited Tenders not submitted in price schedule (Part II of Section VII) is liable to be rejected. 2. Eligible Bidders I). Companies/dealers in the black list to supply any item to any of the BSNL units in India are not eligible to participate in this Limited Tender ii). Limited Tenders from Manufacturers of SFP MODULES or from their authorized stockiest only will be considered. The Limited Tenderers may note that the Bharat Sanchar Nigam Limited will deal with the Limited Tenderers only. 3. Cost of Bidding The bidder shall bear all costs associated with the preparation and submission of the bid. The Purchaser will, in no case, be responsible or liable for these costs, regardless of the conduct or outcome of the biding process. B. THE BID DOCUMENTS 4. Documents Required 4.1 The Limited Tender for SFP MODULES required to be supplied; bidding procedures and contract terms and conditions are prescribed in the Bid Documents. The Bid documents include: (a) Notice Inviting Limited Tender (b) Limited Tender Forms and Enclosures (c) Instructions to Bidders (d) General (Commercial) Conditions of Contract (e) Special conditions (f) Schedule of Requirements (g) Bid Form and Price Schedules (h) Letter of authorization to attend bid opening. (i) Request for refund of EMD (j) Agreement (k) Check points for preparation of Limited Tender

9 9 (l) Mandate form for transfer of payments through electronic clearance (m) Performance Bank Guarantee form 4.2 The Bidder is expected to examine all instructions, forms, terms and specifications in the Bid Documents. Failure to furnish all information required as per the Bid Documents or submission of the bids not substantially responsive to the Bid Documents in every respect will be at the bidder s risk and may result in rejection of the bid. 5. Clarification of Bid documents 5.1 A prospective bidder, requiring any clarification on the Bid Documents shall notify the Purchaser in writing or through the Purchaser s mailing address indicated in the invitation of Bid. The Purchaser shall respond in writing to any request for the clarification of the Bid Documents, which it receives not later than 7 days prior to the date of opening of the Limited Tenders. 5.2 Any clarification issued by BSNL in response to query raised by prospective bidders shall form an integral part of bid documents and it may amount to an amendment of relevant clauses of the bid documents. 6. Amendment of Bid Documents 6.1 At any time, prior to the date of submission of Bids, the Purchaser may, for any reason, whether at its own initiative or in response to a clarification requested by a prospective bidder, modify bid documents by amendments. 6.2 The amendments if any will be published in Kerala BSNL website on or before and all prospective bidders are not intimated separately. 6.3 In order to afford prospective bidders a reasonable time to take the amendment into account in preparing their bids, the purchaser may, at its discretion, extend the deadline for the submission of bids suitably. 7. Documents comprising the Bid The bid prepared by the bidder shall comprise the following components: a) Documentary evidence established in accordance with the clause 2 & 10 of Section III that the bidder is eligible to bid and is qualified to perform the contract if his bid is accepted. b) Bid Security furnished in accordance with clause 12 of section III. c) A Clause-by-Clause Technical compliance as per clause 11.2 of section III d) A Bid form and price schedule completed in accordance with clause 8 & 9 of section III. e) Copy of necessary certifications for the item as mentioned in the respective part of the Limited Tender technical specification 8. Bid Form The bidder shall complete the bid form and appropriate Price Schedule furnished in the Bid Documents, indicating the items to be supplied, brief description of SFP MODULES quantity and prices as per SECTION VII PART Bid Prices 9.1 The bidder shall give the total composite price inclusive of GST, packing, forwarding, freight and insurance etc. The basic unit price and all other components of the price need to be individually indicated against the goods it proposes to supply under the contract as per the price schedule given in SECTION VII PART- 2. No other levies, taxes or charges will be paid other than explicitly mentioned in SECTION VII PART- 2. The offer shall be made firm in Indian Rupees. No Foreign Exchange will be made available by the purchaser.

10 Prices indicated in the Price Schedule shall be entered in the following manner: (i) The Basic Unit price (Ex-Factory Price) of SFP MODULES, GST, Freight, Forwarding, Packing, Insurance and any other Levies/Charges already paid or payable by the supplier shall be quoted separately. 9.3 A bid submitted with an adjustable price quotation will be treated as non-responsive and rejected. 9.4 The prices quoted by the bidder shall be in sufficient detail to enable the Purchaser to arrive at the price of items offered. 9.5 DISCOUNT, if any, offered by the bidders shall not be considered unless specifically indicated in the price schedule. Bidders desiring to offer discount shall therefore modify their offers suitably while quoting and shall quote clearly net price taking all such factors like Discount, free supply, etc, into account. 9.6 The price approved by BSNL for procurement will be inclusive of GST, packing, forwarding, freight and insurance as mentioned in Para 9.1 above. Breakup in various heads like GST, insurance, freight and other taxes paid/payable as per clause 9.2 (i) is for the information of the purchaser for necessary documentation. 10. Documents establishing Bidder s eligibility and qualification 10.1 The bidder shall furnish, as part of the bid documents establishing the bidder s eligibility, the following documents or whichever is required as per terms and conditions of Bid Documents. (i) Certificate of incorporation. (ii) Article and Memorandum of Association or partnership deed or registration details of proprietorship as the case may be. (iii) Registration certificate from State Director of Industries or from Secretariat for Industrial Approval (SIA), Ministry of Industries, Government of India. (iv) Approval from Reserve Bank of India /SIA in case of foreign collaboration. (v) Latest and valid NSIC Certificate (for the product) duly certified by NSIC in case exemption for payment of bid security is claimed (i) The bidder shall furnish Annual Report and /or a certificate from its bankers as an evidence that he has financial capability to perform the contract. ii) The bidder shall furnish documentary evidence about technical and production capability necessary to perform the contract. 11. Documents establishing items conformity to Bid Documents 11.1 Pursuant to clause 7, the bidder shall furnish, as part of his bid, documents establishing the conformity of his bid to the Bid Documents of all items, which he proposes to supply under the contract The documentary evidences of the SFP MODULES conformity to the Bid Documents may be in the form of literature, drawings, data etc. and the bidder shall furnish: (a) A detailed description of items with essential technical and performance characteristics; (b) A clause-by-clause compliance on the purchaser s Technical Specifications demonstrating substantial responsiveness to the technical specifications. A bid without clause-by-clause compliance of the Technical specification, section VI of Part II shall not be considered For the purpose of compliance to be furnished pursuant to the clause 11.2 above, the bidder shall note that a detailed manual including reference to the brand names or catalogue number, designated by the Purchaser in its Technical specifications are intended to be descriptive only and not restrictive. Brochures/ data sheets with full technical details for all the items quoted should be furnished. 12. Earnest Money Deposit

11 (i) Pursuant to clause 7, the bidder shall furnish, as part of his bid, an Earnest Money Deposit as mentioned in the Notice Inviting Limited Tender. The bidders (small scale units) who are registered with National Small Scale Industries Corporation UNDER SINGLE POINT REGISTRATION SCHEME (valid registration for the product) are exempted from payment of bid security up to the amount equal to their monetary limit or Rs.50 Lakhs whichever is lower. In case of bidders having monetary limit as NO LIMIT, or without limit the exemption will be limited to Rs.50, 00,000/-(Rupees Fifty Lakhs only) as per existing policy of BSNL. A proof regarding current registration with NSIC for the LIMITED TENDERED ITEMS will have to be attached along with the bid. (ii) If a vendor registered with NSIC under single point registration scheme claiming concessional benefits is awarded work by BSNL and subsequently fails to obey any of the contractual obligations, he will be debarred from any further work/contract by BSNL for one year from the date of issue of such order The Earnest Money Deposit is required to protect the purchaser against the risk of bidder s conduct, which would warrant the forfeiture of EMD pursuant to Para The EMD shall be in the form of DD issued by a Scheduled/ Nationalised bank in favour of the purchaser. No interest will be paid to the contractor on EMD/SD 12.4 A bid not secured in accordance with Para 12.1 & 12.3 shall be ejected by the Purchaser being non-responsive at the bid opening stage and kept unopened The EMD of the unsuccessful bidder will be discharged/returned as promptly as possible as but not later than 30 days after the expiry of the period of the bid validity prescribed by the purchaser pursuant to clause 13 of section III 12.6 The successful bidder s EMD will be discharged upon the bidder s acceptance of the final acceptance of Limited Tender satisfactorily in accordance with clause 27 and furnishing the security deposit The EMD may be forfeited: (a) If the bidder withdraws his bid during the period of bid validity specified by the bidder in the Bid form or (b) In the case of successful bidder, if the bidder fails: (i) to sign the contract in accordance with clause 28 of Section III or (ii) to furnish security deposit in accordance with clause 4 of Section IV. (c) In both the above cases, i.e (a) & (b), the bidder will not be eligible to participate in the Limited Tender for same item for one year from the date of issue of final acceptance of Limited Tender. The bidder shall not approach the court against the decision of BSNL in this regard. 13. Period of validity of Bids 13.1 Bid shall remain valid for 180 days from the date of opening of bids prescribed by the purchaser pursuant to clause A bid valid for a shorter period shall be rejected by the purchaser being non- responsive In exceptional circumstances, the purchaser may request the consent of the bidder for an extension to the period of bid validity. The request and the response thereto shall be made in writing. The bid security provided under clause 12 shall also be suitably extended. The bidder may refuse the request without forfeiting his bid security. A bidder accepting the request and granting extension will not be permitted to modify his bid. 14. Format and signing of Bid 14.1 The bidder shall prepare one complete set of the bid and submit along with required documents within the time schedule furnished in the Limited Tender document The Bid form shall be signed by the bidder or a person or persons duly authorized to bind the bidder to the contract. The letter of authorization shall be indicated by written power-of-attorney accompanying the bid. All pages of the original bid, except for un-amended printed literatures, shall be signed by the person or persons signing the bid. The bids submitted shall be sealed properly.

12 The bid shall contain no interlineations, erasures or overwriting except as necessary to correct errors made by the bidder in which case such corrections shall be signed by the person or persons signing the bid (i) The power of Attorney should be submitted and executed on the non-judicial stamp paper of appropriate value as prevailing in the respective state(s) and the same be attested by a Notary public or registered before Sub-Registrar of the state(s) concerned. (ii) The power of Attorney be executed by a person who has been authorized by the Board of Directors of the bidder in this regard, on behalf of the company/ institution/body corporate (iii) In case the bidder being a firm, the said power of Attorney should be executed by all the partner(s) in favor of the said Attorney 15. Sealing and marking of Bids 15.1 Bids shall be submitted in three separate envelopes. 1. Envelop 1 containing EMD.This envelop shall be super scribed as EMD 2. Envelop 2 containing Technical Bid as per clause 4.This envelop shall be super scribed as TECHNICAL BID. 3. Envelop 3 containing financial bid. This envelop shall be super scribed as FINACIAL BID. All the three covers shall be properly sealed and put in one single cover super scribed as Limited Tender for procurement of SFP MODULES FOR KANNUR BA.. The full name and addresses of the Limited Tender shall be written on the bottom left hand side corner of the sealed cover. The address given merely as a post box number shall not be entertained. Separate EMD should be submitted for each PART specified in the Price Schedule Limited Tenders received in covers not sealed (with sealing wax/packing PVC Tape) will not be opened or considered. Closing the cover by gum will not be treated as sealed cover. The outer cover shall bear the seal of the Limited Tenderer with sealing wax properly fixed on the cover. The Limited Tenders which are not submitted in above mentioned manner shall be summarily rejected The Limited Tenderer will be bound by all terms, conditions & specifications as detailed in the Limited Tender documents Any Limited Tender with conditions other than those specified in the Limited Tender document is liable to be summarily rejected. No modification by the contractor in any of the conditions will be permitted after the Limited Tender is opened. 16. Submission of Bids 16.1 Bids must be received by the Purchaser at the address specified under Page 5 not later than hours on due date The Purchaser may, at its discretion, extend this deadline for the submission of bids by amending the Bid Documents in accordance with clause 6 in which case all rights and obligations of the purchaser and bidders previously subject to the deadline will thereafter be subjected to the deadline as extended. 17. Late Bids Any bid received by the purchaser after the deadline for submission of bids prescribed by the purchaser pursuant to clause 16, shall be rejected, marked late and kept unopened. 18. Modification and withdrawal of Bids 18.1 The bidder may modify or withdraw his bid after submission provided that the written notice of the modification or withdrawal is received by the purchaser prior to the deadline prescribed for submission of bids.

13 The bidder s modification or withdrawal notice shall be prepared, sealed, marked and dispatched as required in the case of bid submission in accordance with the provision of clause 15. A withdrawal notice may also be sent by FAX but followed by a signed confirmation copy by post not later than the deadline for submission of bids Subject to clause 20, no bid shall be modified subsequent to the deadline for submission of bids. 19. Opening of Bids by purchaser 19.1 The purchaser shall open bid in the presence of bidders or their authorized representatives who chose to attend, at 15:00 hrs on due date. The bidder s representatives, who are present, shall sign in an attendance register. Authority letter to this effect shall be submitted by the bidders before they are allowed to participate in bid opening A maximum of two representatives of any bidder shall be authorized and permitted to attend the bid opening The bidder s names, modifications, bid withdrawals and such other details, as the purchaser, at its discretion, may consider appropriate will be announced at the time of opening The date fixed for opening of bids, if subsequently declared as holiday by the BSNL, the revised date of schedule will be notified. However, in absence of such notification, the bids will be opened on next working day, time and venue remaining unaltered. 20. Clarification of Bids To assist in the examination, evaluation and comparison of bids, the purchaser may, at its discretion ask the bidder for the clarification of its bid. The request for the clarification and the response shall be in writing. However, no post bid clarification at the initiative of the bidder shall be entertained. 21. Preliminary evaluation 21.1 Purchaser shall evaluate the bids to determine whether they are complete, whether any computational errors have been made, whether required sureties have been furnished, whether the documents have been properly signed and whether the bids are generally in order. All documents required vide clause 4 are to be submitted for preliminary evaluation. Those bids (Technical Bid) qualified in the preliminary evaluation will only be considered for opening financial bid Arithmetical errors shall be rectified on the following basis. If there is a discrepancy between the unit price and total price that is obtained by multiplying the unit price and quantity, the unit price shall prevail and the total price shall be corrected by the purchaser. If there is a discrepancy between words and figures, the amount in words shall prevail. If the supplier does not accept the correction of the errors, his bid shall be rejected Prior to the detailed evaluation pursuant to clause 22, the Purchaser will determine the substantial responsiveness of each bid to the Bid Document. For purposes of these clauses, a substantially responsive bid is one, which confirms to all the terms and conditions of the Bid Documents without material deviations. The purchaser s determination of bid s responsiveness shall be based on the contents of the bid itself without recourse to extrinsic evidence A bid, determined as substantially non-responsive will be rejected by the purchaser and shall not subsequent to the bid opening be made responsive by the bidder by correction of the non-conformity. 22. Final evaluation and comparisons of substantially responsive Bids 22.1 The evaluation and comparison of responsive bids shall be done on the basis of net cost to BSNL on the prices of goods offered inclusive of GST, Packing, forwarding freight & insurance charges and any other charges less discount offered if any. The Limited Tenderers submitted all necessary

14 14 certificates and quoted L1 rate will be accepted for the supply of SFP MODULES. Evaluation of the Bids will be carried out for each part separately. 23. Contacting the purchaser 23.1 Subject to Clause 20, no bidder shall try to influence the Purchaser on any matter relating to its bid, from the time of the bid opening till the time the contract is awarded Any effort by a bidder to modify his bid or influence the purchaser in the purchaser s bid evaluation, bid comparison or contract award decision shall result in the rejection of the bid. C. AWARD OF CONTRACT 24. Placement of order The Purchaser shall consider placement of orders for commercial supplies only on those Eligible bidders whose offers have been found technically, commercially and financially acceptable and have distribution capacity acceptable. 25. PURCHASER S RIGHT TO VARY QUANTITIES BSNL will have the right to increase or decrease the quantity of SFP MODULES by 25% and services specified in the schedule of requirements without any change in the unit price or other terms and conditions at the time of award of contract. 26. PURCHASER S RIGHT TO ACCEPT ANY BID AND TO REJECT ANY OR ALL BIDS The Purchaser reserves the right to accept or reject any bid, and to annul the bidding process and reject all bids, at any time prior to award of contract without assigning any reason whatsoever and without thereby incurring any liability to the affected bidder or bidders on the grounds of purchaser s action. 27. ISSUE OF FINAL ACCEPTANCE OF OFFER 27.1 The issue of Final Acceptance of Offer shall constitute the intention of the Purchaser to enter into contract with the bidder The bidder shall within 14 days of issue of the Final Acceptance of Offer, give his acceptance along with security deposit in conformity with SECTION X provided with the bid document. 28. SIGNING OF CONTRACT 28.1 The issue of firm Purchase order shall constitute the award of contract on the bidder Upon the successful bidder furnishing security deposit pursuant to clause 27, the Purchaser shall discharge the bid security in pursuant to clause ANNULMENT OF AWARD Failure of the successful bidder to comply with the requirement of clause 28 shall constitute sufficient ground for the annulment of the award and the forfeiture of the bid security in which event the Purchaser may make the award to any other bidder at the discretion of the purchaser or call for new bids. 30. While all the conditions specified in the Bid documents are critical and are to be complied, special attention of bidder is invited to the following clauses of the bid documents. Non-compliance of any one of which shall result in outright rejection of the bid. (i) Clauses 12.1, & 13.1 of SECTION III : The bids will be rejected at opening stage if Bid security is not submitted as per Clauses 12.1 & 12.3 and bid validity is less than the period prescribed in Clause 13.1 mentioned above.

15 15 (ii) (iii) (iv) (v) Clause 2 & 10 of SECTION III: If the eligibility condition as per clause 2 of SECTION III is not met and/or documents prescribed to establish the eligibility as per Clause 10 of section III are not enclosed, the bids will be rejected without further evaluation. Clause 11.2 (b) of SECTION III : If clause-by-clause compliance and deviation statements as prescribed are not given, the bid will be rejected at the stage of primary evaluation. In case of no deviations, a statement to that effect must be given. SEECTION VII Price Schedule : Prices are not filled in as prescribed in price schedule. SECTION III clause 9.5 on discount which is reproduced below: Discount, if any, offered by the bidder shall not be considered unless specifically indicated in the price schedule. Bidders desiring to offer discount shall therefore modify their offer suitably while quoting and shall quote clearly net price taking all such factors like Discount, free supply etc. into account. 31. Purchaser reserves the right to disqualify the supplier for a suitable period who habitually failed to supply the SFP MODULES in time. Further, the suppliers whose items does not perform satisfactory in the field in accordance with the specifications may also be disqualified for a suitable period as decided by the purchaser. 32. Purchaser reserves the right to blacklist a bidder for a suitable period in case he fails to honor his bid without sufficient grounds. 33. The bidder should give a certificate that none of his/her near relative is working in the units as defined below where he is going to apply for the Limited Tender. In case of proprietorship firm certificate will be given by the proprietor. For partnership firm certificate will be given by all the partners and in case of limited company by all the Directors of the company excluding Government of India/Financial institution nominees and independent non-official part time Directors appointed by Govt. of India or the Governor of the state. Due to any breach of these conditions by the Company or Firm or any other person the Limited Tender will be cancelled and Bid Security will be forfeited at any stage whenever it is noticed and BSNL will not pay any damage to the Company or firm or the concerned. The company or firm or the person will also be debarred for further Participation in the concerned unit. The near relatives for this purpose are defined as: - (a) Members of a Hindu undivided family. (b) They are husband and wife. (c) The one is related to the other in the manner as father, mother, son(s) & Son s wife (daughter in law), Daughter(s) and daughter s husband (son in law), brother(s) and brother s wife, sister(s) and sister s husband (brother in law). The format of the certificate to be given is I.s/o... resident of.. hereby certify that none of my relative(s) as defined in the Limited Tender document is/are employed in BSNL unit as per details given in Limited Tender document. In case at any stage, it is found that the information given by me is false/incorrect, BSNL shall have the absolute right to take any action as deemed fit/without any prior intimation to me. Signature of the Bidder

16 16 SECTION IV GENERAL (COMMERCIAL) CONDITIONS OF CONTRACT 1. APPLICATION The general condition shall apply in contracts made by the purchaser for the procurement of SFP MODULES. 2. STANDARDS The SFP MODULES supplied under this contract shall conform to the standards. 3. PATENT RIGHTS The supplier shall indemnify the purchaser against all third-party claims of infringement of patent, trademark or industrial design rights arising from use of SFP MODULES or any part thereof in Indian Telecom Network. 4. PERFORMANCE SECURITY DEPOSIT All suppliers (including small scale units who are registered with National Small Scale Industries Corporation under single point registration scheme) shall furnish security deposit to the purchaser for an amount equal to 5% of the value of purchase order within 14 days from the date of issue of Final Acceptance of Offer by the Purchaser. This amount can be remitted by Demand Draft drawn in favor of the Accounts Officer (cash), BSNL, O/o l General Manager BSNL Kannur payable at Kannur or by Bank Guarantee for a period of two years. The EMD of the successful Limited Tender will be adjusted against the security deposit. 5. INSPECTION AND TESTS 5.1 The Purchaser or his representative shall have the right to inspect and test the SFP MODULES as per prescribed test schedules for their conformity to the specifications. Where the Purchaser decides to conduct such tests on the premises of the supplier or its subcontractor(s), all reasonable facilities and assistance like Testing instruments and other test gadgets including access to drawings and production data shall be furnished to the inspectors at no charge to the purchaser. 5.2 Should any inspected or tested SFP MODULESs fail to confirm to the specifications the purchaser may reject them and the supplier shall either replace the rejected items or make all alterations necessary to meet Specification requirements free of cost to the purchaser? 6. AGREEMENT The contractor shall execute an agreement on non-judicial stamp paper worth Rs.100/- (Rupees One Hundred only) for the purpose as per the Performa, which will be supplied to the contractor. The cost of the stamp paper shall be born by the contractor. 7. DELIVERY Delivery of the items shall be made by the supplier in accordance with the terms specified by the purchaser in its schedule of requirements and special conditions of contracts, and the items shall remain at the risk of the supplier until delivery has been completed. The delivery of the items shall be to the ultimate consignee as given in the purchase order.

17 17 8. SUPPLY ORDERS After execution of the agreement, supply orders will be placed with the firm for the quantity as and when required by the BSNL. The quantity mentioned in the Limited Tender document is only approximate and BSNL reserves the right to modify the quantity and the contract period if required. 9. SUPPLY The successful Limited Tenderer will have to supply the items as per the supply order within 21 days from the date of receipt of Supply Order or as specifically mentioned in the supply order to the consignee (which will be mentioned in the supply order). The BSNL shall accept the supply with a variation of (+) or (-) 5% in the quantity mentioned in the Supply Order 10 SUBMISSION OF BILLS All bills are to be addressed to General Manger, BSNL Kannur, submitted in triplicate to the consignee along with documents regarding remittance of GST in Invoice Form, Advance stamped receipt etc. The GSTIN of BSNL Kerala 32AABCB5576G5ZQ should be indicated clearly in each invoice. The invoice imprinted with GSTIN of BSNL Kerala 32AABCB5576G5ZQ should be uploaded in the GSTIN server for enabling BSNL to avail Input Tax Credit. 11. PAYMENT TERMS On receipt of the bill(s), the consignee himself inspect the items supplied personally and carry out the quality test. After satisfying himself of the quality and size of the items as well as the correctness of the quantity the consignee will certify on the bill and sent it to the Assistant General Manager (MM), office of the General Manager BSNL Kannur, Kannur for arranging payment. In case any consignment of SFP MODULESs are found to be deviated from prescribed technical specification/quality the consignment should be taken back by the supplier at their cost e-payment In cities/areas where ECS/EFT facility is provided by banks, the bidder must have accounts in such ECS/EFT facility providing banks and that bank account number shall be quoted in the bids by the bidder The bidder must submit the proforma (Section XII) for transfer of payment through Electronic Clearance / Electronic Fund transfer In case e- payment is not possible, payment shall be made by A/C payee s Cheque Form C and a certificate stating that the Limited Tendered item meant for the use of BSNL shall be provided by the purchaser on the request of the bidder as and when asked for Any increase in taxes and other statutory duties /levies shall be to the 11.4 contractor s account 11.4 However the supplier shall pass on benefit of any decrease in these taxes/duties to the purchaser No payment will be made for SFP MODULESs rejected at the site on testing. 12. PRICES 12.1 (i) Prices charged by the supplier for SFP MODULES delivered and services performed under the contract shall not be higher than the prices quoted by the Supplier in his Bid. (ii) (a) Prices will be fixed at the time of issue of purchase order as per GST applicable at that time. (b)in case reduction of GST during the scheduled delivery period, the purchaser shall take the benefit of decrease in GST for the supplies made from the date of enactment of revised GST. (c)in case increase in GST during the scheduled delivery period, the purchaser shall revise the prices as per new GST for the supplies, to be made during the remaining delivery period as per terms and conditions of the purchase order

18 18 (iii) Any increase in GST after the expiry of the scheduled delivery date shall be to the supplier s account. However benefit of any decrease in GST shall be passed on to the Purchaser by the supplier. 13. DELAYS IN THE SUPPLIER S PERFORMANCE 13.1 Delivery of the items shall be made by the Supplier in accordance with the time schedule specified by the purchaser in its Purchase Order. In case of the supply is not completed in the stipulated delivery period, as indicated in the purchase order, purchaser reserves the right either to short close/cancel his purchase order and/or recover liquidated damage charges. The cancellation/short closing of the order shall be at the risk and responsibility of the supplier and purchaser reserves the right to purchase balance-unsupplied item at the risk and cost of the defaulting supplier Delay by the Supplier in the performance of its delivery obligations shall render the Supplier liable to any or all of the following actions: - ** Forfeiture of its Security Deposit ** Imposition of liquidated damages ** Termination of the contract for default. ** Imposition of legal action and appropriation of any funds due from BSNL to the supplier or both If at any time during performance of the contract the supplier should encounter conditions impeding timely delivery of the items and performance of the service, the supplier shall promptly notify to the Purchaser in writing of the fact of the delay, its likely duration and its cause(s). As soon as practicable after receipt of the supplier s notice, the purchaser shall evaluate the situation and may at its discretion extend the period for performance of the contract after mutual discussion with the supplier. 14 LIQUIDATED DAMAGES 14.1 The date of delivery of the stores stipulated in the acceptance of the Limited Tender should be deemed to be the essence of the contract and delivery must be completed not later than the dates specified therein. Extension will not be given except in exceptional circumstances. Should, however, deliveries be made after expiry of the contracted delivery period, without prior concurrence of the purchaser and be accepted by the consignee, such delivery will not deprive the purchaser of his right to recover liquidated damage under clause 14.2 below. However, when supply is made within 21 days of the contracted original delivery period, the consignee may accept the stores and in such cases the provision of clause 14.2 will not apply Should the Limited Tenderer fail to deliver the stores or any consignment thereof within the period prescribed for delivery the purchaser shall be entitled to recover 1% of the value of the delayed supply for each week of delay or part thereof for first two weeks, after that 1.5 % of the value of the delayed supply for each week of delay subject to a maximum of 10% of the value of the delayed consignment. After that the purchaser reserves the right to take any or all of the following actions: - ** Purchase order will be cancelled ** Limited Tender will be terminated ** Security Deposit will be forfeited

19 19 ** Limited Tenderer will be blacklisted for next five years and will not be allowed to participate in any Limited Tender within that period. ** Imposition of legal action and appropriation of any funds due from BSNL to the supplier or both. 15. FORCE MAJEURE 15.1 If, at any time, during the continuance of this contract, the performance in whole or in part by either party of any obligation under this contract is prevented or delayed by reasons of any war or hostility, acts of the public enemy, civil commotion, sabotage, fires, floods, explosions, epidemics, quarantine restrictions, strikes, lockouts or act of God (hereinafter referred to as events) provided notice of happenings of any such eventuality is given by either party to the other within 21 days from the date of occurrence thereof, neither party shall by reason of such event be entitled to terminate this contract nor shall either party have any claim for damages against other in respect of such nonperformance or delay in performance, and deliveries under the contract shall be resumed as soon as practicable after such an event come to an end or cease to exist, and the decision of the Purchaser as to whether the deliveries have been so resumed or not shall be final and conclusive. Further that if the performance in whole or part of any obligation under this contract is prevented or delayed by reasons of any such event for a period exceeding 60 days, either party may, at its option, terminate the contract Provided, also that if the contract is terminated under this clause, the Purchaser shall be at liberty to take over from the Supplier at a price to be fixed by the purchaser, which shall be final, all unused, undamaged and acceptable materials, bought out components and stores in course of manufacture which may be in possession of the Supplier at the time of such termination or such portion thereof as the purchaser may deem fit, except such materials, bought out components and stores as the Supplier may with the concurrence of the purchaser elect to retain. 16 TERMINATION FOR DEFAULT 16.1 The Purchaser may, without prejudice to any other remedy for breach of contract, by written notice of default, sent to the supplier, terminate this contract in whole or in part a) if the supplier fails to deliver any or all of the items within the time period(s) specified in the contract, or any extension thereof granted by the purchaser pursuant to clause13; b) if the supplier fails to perform any other obligation(s) under the Contract; and c) if the supplier, in either of the above circumstances, does not remedy his failure within a period of 15 days (or such longer period as the purchaser may authorize in writing) after receipt of the default notice from the purchaser In the event the purchaser terminates the contract in whole or in part pursuant to para 16.1 the purchaser may procure, upon such terms and in such manner as it deems appropriate, SFP MODULES similar to those undelivered and the supplier shall be liable to the Purchaser for any excess cost for such similar goods. However the supplier shall continue the performance of the contract to the extent not terminated If the contract is terminated for any of the reasons under clause 16, the performance Security Deposit will be forfeited.

20 TERMINATION FOR INSOLVENCY The Purchaser may at any time terminate the Contract by giving written notice to the Supplier, without compensation to the supplier. If the supplier becomes bankrupt or otherwise insolvent as declared by the competent court provided that such termination will not prejudice or affect any right of action or remedy, which has accrued or will accrue thereafter to the purchaser. 18. TERMINATION OF LIMITED TENDER PROCESS/CONTRACT The purchaser can terminate the Limited Tender process/contract at any time without assigning any reason. In such case, the EMD/SD will be refunded without any interest. 18. ARBITRATION 18.1 In the event of any question, dispute or difference arising under this agreement or in connection there-with (except as to the matters, the decision to which is specifically provided under this agreement), the same shall be referred to the sole arbitration of the CGMT, BSNL, Kerala Circle, Trivandrum or in case his designation is changed or his office is abolished, then in such cases to the sole arbitration of the officer for the time being entrusted (whether in addition to his own duties or otherwise) with the functions of the CGMT, BSNL, Kerala Circle, Trivandrum or by whatever designation such an officer may be called (hereinafter referred to as the said officer), and if the CGMT, BSNL, Kerala Circle, Trivandrum or the said officer is unable or unwilling to act as such, then to the sole arbitration of some other person appointed by the CGMT, BSNL, Kerala Circle, Trivandrum or the said officer. The agreement to appoint an arbitrator will be in accordance with the Arbitration and Conciliation Act There will be no objection to any such appointment on the ground that the arbitrator is a Government Servant or that he has to deal with the matter to which the agreement relates or that in the course of his duties as a Government Servant he has expressed his views on all or any of the matters in dispute. The award of the arbitrator shall be final and binding on both the parties to the agreement. In the event of such an arbitrator to whom the matter is originally referred, being transferred or vacating his office or being unable to act for any reason whatsoever, the CGMT, BSNL, Kerala Circle, Trivandrum or the said officer shall appoint another person to act as an arbitrator in accordance with terms of the agreement and the person so appointed shall be entitled to proceed from the stage at which it was left out by his predecessors The arbitrator may from time to time with the consent of both the parties enlarge the time frame for making and publishing the award. Subject to the aforesaid, Arbitration and Conciliation Act, 1996 and the rules made there under, any modification thereof for the time being in force shall be deemed to apply to the arbitration proceeding under this clause The venue of the arbitration proceeding shall be the office of the CGMT, BSNL, Kerala Circle, Trivandrum or such other places as the arbitrator may decide. 19 RELEASE OF PERFORMANCE SECURITY DEPOSIT & EMD The Performance Security Deposit & EMD unless forfeited to the BSNL in part or in full will be refunded after two months from the date of settlement of final bill on expiry of the contract period and after meeting all contractual obligations. 20 SET OFF Any sum of money due and payable to the supplier (including security deposit refundable to him) under this contract may be appropriated by the purchaser or the BSNL or any other person(s) contracting through the BSNL and set off the same against any claim of the Purchaser or BSNL or such other person or person(s) for payment of a sum of money arising out of this contract or under