Person responsible for receipt of proposal, process and information:

TENDER DOCUMENT FOR Design, Supply, Installation, Testing, Commissioning, operation and Maintenance (BOOT), of grid connected 600 KWp Solar Power Plant including Car Park structure Area at Kempegowda International Airport, Bengaluru, Karnataka Name and address of the entity seeking proposal: Bangalore International Airport Limited. Administration Block Kempegowda International Airport, Bengaluru Devanahalli, Bengaluru 560 300, India Web: www.bialairport.com Person responsible for receipt of proposal, process and information: DGM Procurement & Contract, Bangalore International Airport Limited E-Mail: e&mbid@bialairport.com 1

TABLE OF CONTENTS SL. NO SECTION HEADING 1 PART I FORMAT OF COVERING LETTER 2 PART I PARTICULARS OF THE TENDER 3 General particulars of the tenderer 4 Declaration by the tenderer 5 PART II INSTRUCTION TO THE TENDERER 6 SECTION 1 INTRODUCTION 7 1.1 Bidders 8 1.3 Eligible Bidders and prequalification criteria 9 1.10 Important dates related to tender` 10 SECTION 2 TENDER DOCUMENT 11 2.1 Content of Tender Document 12 2.2 Information required with the proposal 13 2.3 Amendment in tender document 14 SECTION 3 PREPARATION OF TENDER 15 3.1 Language of tender and measure 16 3.2 Earnest money deposit 17 3.2.2 Forfeiture of earnest money deposit 18 3.2.3 Performance security deposit 19 3.3 Period of validity of tender 20 3.4 Formats and signing of tender 21 3.5 Price and currencies 22 3.6 Local conditions 23 SECTION 4 SUBMISSION OF TENDER 24 4.1 Sealing and marking of tender 25 4.2 Deadline for submission of tender 26 SECTION 5 TENDER OPENING AND EVALUATION 27 5.1 Procedure of Opening of tender 28 5.2 Clarifications regarding the submitted tenders 29 SECTION 6 AWARD OF CONTRACT 30 6.1 Technical evaluation criteria 31 6.2 Financial criteria 32 6.3 Notification of award 33 6.4 Award of work contract 34 6.5 Right to accept or reject all or any tenders 35 6.6 General 36 PART 3 GENERAL CONDITIONS OF CONTRACT 37 SEC. 1 DEFINITIONS 38 2 Completion period 39 3 Liquidated damages 40 4 Performance security 41 5 Force majeure 42 6 Quality, warranty and annual maintenance 2

43 7 Standards 44 8 Inspection and tests 45 9 Spare parts, tools and tackles 46 10 Packing and forwarding 47 11 Transportation 48 12 Demurrage wharfage etc 49 13 Insurance 50 14 Liability for accidents and damages 51 15 Duties and taxes 52 16 Patent right and royalties 53 17 Right to vary quantities 54 18 Termination for default 55 19 Termination for insolvency 56 20 Termination for convenience 57 21 Completion of work 58 22 Other conditions 59 23 Statutory act 60 24 Applicable law 61 25 notices 62 26 Application 63 27 Payment terms 64 28 Module mounting structure 65 29 DC Distribution board 66 30 Test report 67 31 Warranty 68 32 Operation manual 69 33 confidentiality 70 PART 4 DETAILS OF THE SCOPE OF WORK 71 PART 5 TECHNICAL BID 72 PART 6 FINANCIAL BID 73 PART 7 LIST OF DOCUMENT TO BE SUBMITTED 74 PART 8 DISCLAIMER 75 PART 9 FORMAT OF POWER PURCHASE AGREEMENT 3

PART-I GENERAL DETAILS FORMAT OF COVERING LETTER: Subject: - Offer in response to tender: Sir, We hereby submit our offer in full compliance with terms & conditions of the attached tender. The tender is being submitted in two separate and sealed envelopes marked Part-I & Part-II. (Signature of Tenderer with Seal) 4

PARTICULARS OF THE TENDER 1 Name of the tender Design, Supply, Installation, Testing, Commissioning, operation and Maintenance (BOOT), of grid connected 600 KWp Solar Power Plant including Car Park structure Area at Kempegowda International Airport, Bengaluru, Karnataka 2 Tentative quantity Grid connected 600 KWp Solar Power Plant at different locations including the car parking structure. 3 Period of contract 1) Execution or works with in six months from the date of award of tender 2) supply of power to BIAL and operation and Maintenance for period of 20 years. 4 Amount of Earnest money Rs. 2,00,000 5 Validity of offer for acceptance Six Months from the date of opening of the Technical bid 6 Performance security Rs. 15,00,000/- Note:- 1. The tender document can be downloaded from www.bengaluruairport.com 2. Tender document issued by the above website will only be considered valid. 5

General particulars of the tenderer Sl. No Particulars Details 1 Name of Tenderer/Firm 2 Postal address 3 E-mail address 4 Telephone, Fax No. 5 Name, designation & contact number of the representative of the tenderer to whom all references shall be made. 6 Amount and particulars of the earnest money deposited. 7 Name and address of the Indian/foreign collaboration if any. 8 Sales Tax Registration no.(copies of Registration Certificates of trade tax/ sales tax, PAN to be enclosed) 9 Has the tenderer/firm ever been debarred by any institution for undertaking any work? 10 Any other information attached by the tenderer (Details and Annexure / page no. where its enclosed) 11 Does tenderer have or its associate or subsidiary has associated with BIAL or its group companies? If yes mention the details, project and description. Signature of the tenderer with seal 6

DECLARATION BY THE TENDERER The Tenderer (Hereinafter referred to as Tenderer) being desirous of tendering for the work, under this tender and having fully understood the nature of the work and having carefully noted all the terms and conditions, specifications etc. as mentioned in the tender document do hereby declare that: 1. The Tenderer is fully aware of all the requirements of the tender document and agrees with all provisions of the tender document and accepts all risks, responsibilities and obligations directly or indirectly connected with the performance of the tender. 2. The Tenderer is fully aware of all the relevant information for proper execution of the proposed work, with respect to the proposed place of works/ site, its local environment, approach road and connectivity etc. and is well acquainted with actual and other prevailing working conditions, availability of required materials and labour etc. at site. 3. The Tenderer is capable of executing and completing the work as required in the tender and is financially solvent and sound to execute the tendered work. The Tenderer is sufficiently experienced, have all requisite expertise, knowhow and competent to perform the contract to the satisfaction of BIAL. The Tenderer gives the assurance to execute the tendered work as per specifications, terms and conditions of the tender on award of work. 4. The Tenderer has no collusion with other Tenderers, any employee of BIAL or with any other person or firm in the preparation of the tender. 5. The tenderer has not been influenced by any statement or promises by BIAL or any of its employees but only by the tender document. 6. The Tenderer is familiar with all general and special laws, acts, ordinances, rules and regulations of the Municipal, District, State and Central Government that may affect the work, its performance or personnel employed therein. 7. The Tenderer has never been debarred from similar type of work by any Government undertaking /Department. (An undertaking on Stamp paper in this regard shall have to be submitted). 8. The Tenderer accepts that the earnest money may be absolutely forfeited by BIAL if the Tenderer fails to sign the contract or to undertake the work within stipulated time. 9. This offer shall remain valid for acceptance for 6 (six) months from the proposed date of opening of the Technical Bid. 10. All the information and the statements submitted with the tender are true. (Signature of Tenderer with seal) 7

PART-2 INSTRUCTIONS TO TENDERERS SECTION 1 INTRODUCTION 1.1 BIDDERS: The Bidders may be an individual/firm/company or form a consortium or a joint venture to achieve the expertise, skill and resources, which will be required. The Proposal has to clearly outline the legal set-up, the ownership structure of the Bidders. Further, if the bidder is a consortium, the proposal shall spell out the ownership structure as well as the decision mechanisms within the consortium and submit the same as a part of its proposal. The proposal shall also include the full details of the consortium/ joint venture company along with its financial statement. The Proposal has to indicate the financial and personnel contribution of each of the consortium partners. The Proposal has to include a binding commitment of the authorised persons of each consortium partner for the proposed consortium and for the Proposal itself. Any change in composition of the Bidder (including if the Bidder is a Consortium/joint venture) subsequent to the submission of Proposal shall be permitted only with BIAL s prior written consent. The members of the consortium/ joint venture company shall nominate and authorise member to represent each such member of the Consortium/joint venture company in this tender process subsequent to the submission of the Proposal and until the execution of the Agreement. 1.2 The Proposal shall be signed by the duly authorised signatory of the bidder or each member of the Consortium/joint venture company, and shall be legally binding on bidder/all the members of the Consortium. Each member of the Consortium/joint venture company shall be jointly and severally liable for the design, establishment and operation of the solar power plant in accordance with the terms of the power purchase agreement. 1.3 ELIGIBLE TENDERERS The Tenderer shall provide sufficient documentary evidences to satisfy the following conditions that the tenderer: Pre-Qualification criteria: a) Technical: bidder should have executed single solar power plant of 500 KW or above capacity of solar power during the last two year. Valid proof for such as completion certificates with technical details shall be submitted along with the pre-qualification. b) Financial: Average audited annual turnover of the Bidder from the solar business for the last two financial years should be at least Rs.5 (five) Crores in each financial year. The bidder shall provide the audited balance sheet for the past two years. 8

The documents related to pre-qualification should be summited and all the documents mentioned in Part 7 shall be put in a single envelope. The envelope shall be superscribed as pre- qualification criteria. BIAL intends to select only serious Bidders for entering into an Agreement with BIAL. Accordingly, the Bidders shall ensure that, sufficient information is provided to enable BIAL to make judgments about their suitability and in assessing the Proposals submitted. The Bidders are requested to submit Pre-Qualification, Technical and Financial Proposal in separate and sealed covers on or before the Due Date. 1.4 The Tenderer fulfills the terms and conditions of eligibility for and shall have the relevant experience for undertaking the works mentioned below: Design, Supply, Installation, Testing, Commissioning, operation and Maintenance, of grid connected 600 KWp Solar Power Plant including Car Park structure Area on a BOOT basis at Kempegowda International Airport, Bengaluru, Karnataka 1.5 Has adequate plant, machinery, resources, skilled & unskilled employees, and manufacturing capacity, to perform the works properly and expeditiously within the time frame specified in the tender document. 1.6 Has established quality assurance systems and organization designed to achieve high level of equipment reliability in manufacturing of the Solar PV Power Plant. 1.7 Has adequate financial and technical capabilities to meet the financial obligations as well as technical specifications pursuant to the scope of work. 1.8 Has adequate field service setup to provide good maintenance services for the works mentioned in the tender. 1.9 Has Valid Test Reports for installation, operation, maintenance etc for the works as specified in the tender. 1.10 Important dates related to this tender: Sl. No Heading Date 1 Date of Tender 20 th March, 2015 2 Site Inspection/Visit 24 th March 2 nd April,2015 3 Pre bid meeting 6 th 9 th April 2015 4 Last date for queries from bidders 13 th April, 2015 5 Reply to the queries by BIAL 20 th April, 2015 6 Period of submission of Proposals 30 th April, 2015 7 Issuance of Letter of Intent Within the Validity Period Note: The above stated requirements are compulsory to be fulfilled by the tenderer and BIAL may also ask for any additional information as may be deemed necessary in public interest. 9

2.1 CONTENT OF TENDER DOCUMENT SECTION 2 THE TENDER DOCUMENT 2.1.1 The tender procedure and contract terms are prescribed in the tender document. 2.1.2 The Tenderer is expected to examine all instructions, terms and conditions, specifications, forms and formats etc., as mentioned/enclosed in the tender document. Failure to furnish all information required in the tender document or submission of a tender not substantially responsive to the tender document in every respect will be at the tenderers risk and is likely to result in out-right rejection of the tender. 2.2 INFORMATION REOUIRED WITH THE PROPOSAL 2.2.1 The tender must clearly indicate the name of the tender, may also include details of specifications and other comprehensive descriptive materials in support of technical specifications required for the execution, operation and maintenance of the respective works and also contain the technical details of the car park structure, rain water harvesting etc. 2.2.2 The above information may be provided by the tenderer in the form of separate sheets, specifications, catalogues, soft copies etc. 2.2.3 Any tender not containing sufficient descriptive material to describe the proposed equipment may be treated as incomplete and hence may be rejected. Such descriptive materials and specifications submitted by the tenderer will be retained by BIAL. Any deviations from these will not be permitted during the execution of contract, without specific written permission of BIAL. 2.3 AMENDMENTS IN TENDER DOCUMENT 2.3.1 At any time prior to the due date for submission of the tender or even prior to the opening of the financial bid, BIAL may for any reason, whether at its own initiative or as a result of a request for clarification/ suggestion by a prospective Tenderer, amend the tender document by issuing a notice or a corrigendum or addendum. 2.3.2 In case any amendment, it shall be notified on the website at least 3 days before the proposed date of submission of the tender. BIAL will bear no responsibility or liability arising out of non-receipt of the information in time or otherwise. If any amendment is required to be notified within 3 days of the proposed date of submission of the tender, the last date of submission shall be extended for a suitable period of time. 10

2.3.3 In case any amendment is required to be done after submission of the tender (prior to the opening of financial bids), all the tenders received by BIAL shall be returned in sealed condition to the concerned tenderer through registered post or courier, for getting their offer revised according to the amended terms and conditions. 2.3.4 In Future all the notices/corrigendum/amendments etc. Related to this tender shall only be uploaded on BIAL website. BIAL will not bear any responsibility or liability arising out of non-receipt of the information regarding any amendment in time or otherwise. Tenderers must check the website for any such amendment before submitting their tender. 11

3.1 LANGUAGE OF TENDER AND MEASURE SECTION 3 PREPARATION OF TENDER The tender prepared by the tenderer along with all the related documents shall be in English. Any printed literature furnished by the tenderer may be in another language so long as it is accompanied by an English translation of its pertinent passages. Unit measurements shall be metric in accordance with International system. All correspondence between the tenderer and BIAL shall also be in English. 3.2 EARNEST AND SECURITY MONEY 3.2.1 The Tenderer shall furnish earnest money or as mentioned in the 'Particulars of Tender' in the form of Demand Draft in favor of BANGALORE INTERNATIONAL AIRPORT LIMITED from any nationalized bank as a part of his tender. Tenders without EMD shall be rejected by BIAL as being non-responsive. No interest shall be paid by BIAL on the amount of earnest money deposit. In the event the process of evaluation is delayed due to any reason, BIAL shall have the right to encase the Demand draft. 3.2.2 The earnest money may be forfeited: a) If a Tenderer withdraws his tender during the specified period of validity of offer. b) If the successful tenderer fails to sign the contract agreement within stipulated period. The earnest money of the lowest tenderer shall be released at the time of signing of the agreement with BIAL. 3.2.3 PERFORMANCE SECURITY The amount of the performance security as mentioned in the 'Payment Terms' shall be forfeited in case of breach of any term or condition by the successful bidder. If required, the other balance payments may also be forfeited, depending on the liabilities on the part of the successful bidder. The successful bidder shall have to deposit security of Rs.1,500,000/- (Rupees Fifteen Lakhs only) in the form of Bank guarantee within fifteen (15) days from the date of award of the tender. In the event the contactor fails to furnish the performance bank guarantee, BIAL shall deduct amount equivalent to the performance bank guarantee from first bills payable to the tenderer or from any amount payable to the successful bidder. Such amount will be converted as performance security deposit and the performance bank guarantee or security deposit will be refunded at the end of the term of the contract and will not carry any interest. 12

3.2.4 The earnest money of all other tenderers shall be released after signing the agreement with the lowest tenderer. 3.3 PERIOD OF VALIDITY OF TENDER 3.3.1 Validity of the offer should be six (06) months from the date of opening of the Technical bid. Tenders without this validity the will be rejected. 3.3.2 In exceptional circumstances, BIAL may solicit the consent of the tenderers to an extension of the period of validity of offer. The request and the response there of shall be made in writing. However, in exceptional circumstances, if the process of the award of tender is not completed within the initial proposal validity period of six (06) months, BIAL may request the tenderer to extend the validity of the proposal beyond the proposal validity period by an additional period of 2 (two) months, and BIAL shall, at least seven days prior to the expiry of the initial period of six (6) months, notify the tenderer accordingly. A tender may refuse the request without forfeiting his proposal security. A tenderer agreeing to the request shall not be permitted to modify his/its proposal, but shall be required to extend the validity of his/its proposal and EMD correspondingly. All the terms of the bidding shall continue to be applicable during the extended period of validity. The rate quoted by the tenderer shall be fixed for the duration of the contract or for any extended contract term and shall not be subject to adjustment on any account whatsoever 3.4 FORMATS AND SIGNING OF TENDER 3.4.1 The tender must contain the name and places of business of the firm/person/persons participating in the tender and must be signed and sealed by the tenderer with his usual signature. The name and designation of all persons signing the tender document should be written below every the signature. Tender by a partnership firm/jv/ consortium must be furnished with full name of all partners with a copy of partnership deed or by the authorised signatory. 3.4.2 The original copy of the tender should be typed or written in indelible ink and must be signed with the legal name of the corporation/ company by the President/ Managing Director/ Secretary of the firm or a person duly authorized to bid. In case of authorized person the letter of authorization by written power-of-attorney should be enclosed with the technical bid of the tender. The person or persons signing the tender shall initial all pages of the tender document. 3.4.3 The tender shall contain no interlink actions, erasers or overwriting except as necessary to correct the errors made by the tenderer in the preparation of tender. The person or persons signing the tender shall also sign at all such corrections. 13

3.5 PRICE AND CURRENCIES The tenderer shall submit his/its rates in Indian Rupees only, on the format for Financial Bid attached to this tender document. The rates should include all applicable taxes, duties & surcharges. 3.6 LOCAL CONDITIONS 3.6.1 The tenderers are suggested to collect all relevant data regarding the proposed place of work/ site, its local environment, approach road and connectivity, actual prevailing working conditions, availability of required materials and labour and all other information/ data required for proper completion of the proposed work. If required, the tenderer must pre-visit the site before submitting his tender. BIAL shall not entertain any request of bidder for clarifications related to such local conditions and shall bear no responsibility in this regard. 3.6.2 It will be imperative on bidder to have full information of all local conditions and factors which may have any effect on the execution of the works. The bidder shall be deemed to have collected all the relevant information regarding the proposed place of works/ site, its local environment, approach road and connectivity etc. and be well acquainted with actual working and other prevailing conditions. 3.6.3 If required, the bidder should pre-visit the site before starting the work. BIAL shall not entertain any request of bidder for clarifications related to such local conditions and shall bear no responsibility in this regard. 3.6.4 The Bidders may seek clarifications or in writing, through a letter or by fax (and also soft copy by e-mail) to reach the BIAL at the address, date and time mentioned in the RFP. The purpose of the pre-bid meeting will be to clarify any issues regarding the RFP or with respect to bring more clarity to the scope of work of the bidder or including any particular, issues raised in writing by the Bidders. It is further advised that the successful bidder shall inspect the existing electrical installation; substation including metering system, CT& PT s installed at the Airport and satisfy by itself with the condition of the same. In the event of any suggestion to improve with respect to the above shall form part of its technical Proposal. 3.6.5 The pre-bid meeting shall be organized to clarify the RFP points. 3.6.6 All the pre-qualified bidders shall, make a technical presentation to BIAL, in English language, with respect to the technology used or offered or proposed for the project, at BIAL s premises and a soft copy in CD shall be shared to BIAL. The technical presentation shall cover all areas such as details of solar panel, the design, operation & maintenance of the plant etc., and shall not last more than forty five minutes. The time and venue of such presentation will be communicated by BIAL to each bidder separately. All the cost associated in connection with the preparation, presentation, travel or any direct or indirect expenses shall be borne by the bidders and at any point of time BIAL will be responsible for the same. The successful bidder shall offer the same technology or any upgraded version of the same to BIAL. 14

4.1 SEALING AND MARKING OF TENDER SECTION 4 SUBMISSION OF TENDER 4.1.1 The tender must be complete in all, Pre-Qualification, technical and commercial parameters and should contain requisite certificates, documents, drawings, informative literature etc. as required in the tender document. 4.1.2 The Proposal should be submitted by the Bidders in a sealed envelope (both soft, in a CD Drive, and hard copy), and the, pre-qualification, Technical & Financial Proposal shall be enclosed in three separate covers as mentioned below: Sl. No Envelope name Particulars of document 1 Envelope-1 superscribed as Pre-qualification Particulars of documents (One original, one copies on soft copy in CD) 2 Envelope- 2 Particulars of documents superscribed as (One original, one copies on soft copy in CD) technical proposal 3 Envelope- 3 Particulars of documents superscribed as financial (One original, one copies on soft copy in CD) proposal 4 Envelope 4 Shall include Envelope A, Envelope B and Envelope C. 4.1.3 The complete tender document in original (excluding financial bid) issued by BIAL or downloaded from the website should be submitted by the tenderer in the first envelope A after furnishing all the required information on relevant pages. Each page of the tender document should be signed & stamped. Tenders with any type of change or modification in any of the terms/ conditions of this document shall be rejected. If necessary, additional papers may be attached by the tenderer to furnish/ submit the required information. 4.1.4 Second sealed envelope B should contain only the technical bid and all details regarding the technical proposal and should be subscribed as Technical Proposal. The third sealed envelope C shall contain financial bid only. It should be subscribed with "Financial bid". The tenderer should submit his/its duly signed and stamped financial bid on the financial bid format attached with this tender document, after writing the price only. The unit rate quoted in the financial proposal shall be firm and unchanged during the entire term of the contract. 4.1.5 Any term/condition proposed by the tenderer in his technical bid which is not in accordance with the terms and conditions of the tender document or any financial conditions, payment terms, rebates etc. mentioned in financial bid shall be considered as a conditional tender and will make the tender invalid. 15

The proposal shall be enclosed in sealed envelope and superscribed Proposal for Design, Supply, Installation, Testing, Commissioning, operation and Maintenance, of grid connected 600 KWp Solar Power Plant including Car Park structure Area on a BOOT basis at Kempegowda International Airport, Bengaluru, Karnataka and shall be addressed to: Bangalore International Airport Limited Administration Block, Alpha 2 Kempegowda International Airport, Bengaluru Devanahalli, Bengaluru 560 300 India Attention: DGM Procurement & Contracts Email: e&mbid@bialairport.com 4.2 DEADLINE FOR SUBMISSION OF TENDER 4.2.1 Tender must positively submitted till the date & time of submission as specified in tender document. 4.2.2 Any tender received after the specified date & time of submission will be rejected and returned unopened to the tenderer. 4.3 Grounds of disqualification: In addition to BIAL s rights to disqualify any Bidder as set-out elsewhere in this RFP, BIAL shall have the right, in its sole discretion, to disqualify any Bidder, and reject its Proposal including, but not limited to any one or more of the following grounds: 4.3.1 Bidder submits more than one Proposal, BIAL shall have the right to reject all the Proposals. 4.3.2 Bidder as ineligible due to corrupt or fraudulent practices, in any tender/bid process. 4.3.3 The Proposal not being accompanied by any supporting document/s or Annexure/s, required to be submitted in accordance with this RFP. 4.3.4 Failure to comply with the requirements of the RFP, or the Proposal being non-responsive to the requirements of the RFP. If the Proposal is not signed, sealed and marked (as instructed below) as stipulated in the RFP, or does not contain all the information as requested in the RFP, or in the format as specified in the RFP or Annexure/s, BIAL may reject the Proposal as nonresponsive, or assumes no responsibility for the misplacement of the Proposal submitted, as the case may be. 4.3.5 Any Proposal not accompanied by Earnest Money Deposit. 16

4.3.6 If the Bidder submits incorrect/inaccurate/misleading information, misrepresentation, in its Proposal which is in the sole opinion of BIAL, is material information. 4.3.7 BIAL reserves the right to reject any Proposal at any time, if a material misrepresentation is made or uncovered. 4.3.8 Any Proposal, not submitted in the prescribed fashion i.e., closed envelope, separate envelope, etc. 4.3.9 Any Proposal is received after the timeline as set-out in this RFP. 4.3.10 Any Proposal made by the agents, consultants, retainers, representatives or any entity on behalf of the Bidder, without authorization from the Bidder. 4.3.11 Any Bidder, who uses any sort of influence, will automatically be disqualified. 4.3.12Any attempt or effort made by the Bidder to connive with the interested parties, Short-Listed Parties, Prospective Bidders, Bidders, or any of the officers, agents, employees, representatives or consultants of BIAL, or/and any Proposal made by corruption, fraudulent, collusive practice, as determined by BIAL, in its sole judgment. Any such rejection would lead to the disqualification of the Bidder. If the Bidder is a Consortium, the entire Consortium shall be disqualified. 17

5.1 PROCEDURE OPENING OF TENDER SECTION 5 TENDER OPENING AND EVALUATION The procedure of opening of the tender shall be as under: 5.1.1 First envelop shall be opened by BIAL's representatives at the time and date mentioned in the 'Particulars of Tender, 5.1.2 The financial and technical suitability of offers will be examined by BIAL in detail. If required, clarifications regarding the suitability of the offers will be obtained. Technical evaluation criteria: a) The technical proposals of only those prequalified Bidders will be opened for technical evaluation b) The Bidders must obtain a minimum of 80% marks in the technical evaluation stage; c) The technical proposal shall not include any financial information relating to financial proposal d) The Bidder s technical proposal will be evaluated against the requirements mentioned below: Financial evaluation criteria: a) Financial proposal of only those Bidders who have been technically qualified with a minimum score of 80% marks shall be opened for evaluation; b) bidders shall submit their financial in the format specified in this document. c) in the event of any difference between the figures and words, the amount indicated in words shall prevail. d) In evaluating the bids, both the technical and financial parameters will be evaluated by the BIAL 5.2 CLARIFICATIONS REGARDING THE SUBMITTED TENDERS During the process of evaluation of the tender, BIAL may at its discretion ask the tenderer for a clarification of his tender. The request for clarification and the response shall be in writing. Any query regarding any clarification required by BIAL on the information submitted by the tenderer, must be replied by the tenderer within 3 days of such request. 18

6.1 TECHNICAL EVALUATION CRITERION SECTION 6 AWARD OF CONTRACT Sl. No Criteria Weightage (%) 6.1.1 Minimum Five years of experience in the field of design, supply, install, test, commission, operate & maintaining minimum 500 KWp solar power plant and Completion/ongoing work certificate in respect of similar kind of work 25 6.1.2 Technology offered for manufacturing solar power plant including the car park structure and Time schedule for delivery of solar power 25 6.2 FINANCIAL CRITERIA Sl. No Criteria Weightage (%) 1 Annualised Unit Tariff 35 2 Financial impact of buy back option to BIAL. 15 6.3 NOTIFICATION OF AWARD Prior to the expiry of validity period of offer, BIAL will notify the successful tenderer by registered Letter/Email/ Fax that his tender has been accepted. 6.4 AWARD OF WORK CONTRACT 6.4.1 Before placement of supply orders, an agreement shall be signed between BIAL and the lowest successful tenderer. 6.4.2 Contract should ordinarily be awarded to the lowest evaluated tenderer whose bid has been found to be responsive and who is eligible and qualified to perform the contract satisfactorily as per the terms and conditions incorporated in the corresponding bidding document. 6.5 RIGHT TO ACCEPT/REJECT ANY OR ALL TENDERS. BIAL reserves all the rights to reject any or all the tenders, accept any tender in total or in part. 19

6.6 GENERAL 6.6.1 The successful bidder shall pay all the expenses of stamp duties and other requirements for signing the agreement with BIAL. Each bidder shall be solely responsible for its own legal, accounting, consulting preparation & submission of the proposal and all or any other professional fees and expenses incurred in connection with this RFP. 6.6.2 The successful bidder shall operate and maintain the solar power plant for a period of 20 years and at the end of the term the same shall be transferred to BIAL without any cost and encumbrance. The successful bidder agrees to execute all necessary documents for effectuating such transfer of asset. 6.6.3 In the event of early termination of the power purchase agreement, for any reason whatsoever, BIAL shall have the right to buy back the solar power plat installed at the Airport. Each bidder shall quote the rate for such buy back option as a part of its Financial Proposal. In such event, the successful bidder shall clear all encumbrances created over the solar power plant and transfer the solar power plant to BIAL by executing all necessary documents for effectuating the transfer. 6.6.4 State of the art plant efficiency monitoring and data logging system will be an integral part of the solar power plant. BIAL should be able to diagnostic & monitor all plant efficiency related parameters. 6.6.5 Monthly billing will be done by developer for the number of units consumed by BIAL as per the agreed tariff. 6.6.6 Developer shall bear the project costs such as cost of engineering, procurement, commissioning and operation of solar power plant for 20 years including all costs such as operation & maintenance cost, spare parts, insurance premium, administrative, logistic cost etc. all work including EPC, transportation material, machinery for the erection of the plant shall be the responsibility of the developer. 6.6.7 Operation and Maintenance of the Solar PV plant will be the responsibility of developer who will ensure that the plant is running at its maximum efficiency during entire PPA period including all losses, damages to the solar power plant 6.6.8 BIAL will not be held responsible for not consuming power from the Solar PV plant due to uncontrolled circumstances arising out of fire, extreme weather conditions, floods and other event termed as Act of God that are beyond the control of BIAL. 6.6.9 Developer will submit technical details like PV technology used, panel make, inverter make & associated electrical panels make etc. along with the bill of material, commercial and payment details. The Solar Panel shall be non-reflective type. The developer shall submit certificate for module qualification from IEC or equivalent at the time of PPA signing and cabling shall be as per the IE Rules and shall comply with all electricity safety norms during the installation phase in the maintenance & operation phase. 20

6.6.10 Any damage caused to the asset of BIAL during the construction activities or the operation & maintenance of the plant thereof will be the responsibility of the developer and it will be required to fix the damage as per the specification of BIAL or compensate an equivalent amount. It is the responsibility of the developer to acquit himself with the existing policies of BIAL. 6.6.11 Developer shall not claim any current or future green benefits on solar energy supplied to BIAL. These benefits include Carbon credits, RECs or any benefits that would be available in the future. 6.6.12 The successful bidder shall provide training to the nominated employees of BIAL with respect to the operation and maintenance of the solar power plant installed at the Airport without any additional cost to BIAL. The training shall include the day to day maintenance of the solar power plant and its operation. The detailed training schedule will be discussed and finalised with the successful bidder. 6.6.13 Term of Agreement: The term of the Agreement shall be for a period of twenty years commencing from the Effective Date and ending on the Expiry Date, subject to the provisions for earlier termination contained therein and always subject to level of service satisfaction by BIAL and at the sole discretion of BIAL. However BIAL proposes to have a lock-in period of five years from the Effective Date and during the said period either party shall have no right to terminate the Agreement except for the reasons mentioned in clause 16 of the sample power purchase agreement attached in this document. 6.6.14 The successful bidder shall enter into a definitive Agreement within the timeline as mentioned in the Letter of Intent. The Draft Power Purchase agreement is attached part 9 of this document. This is only a template of the agreement and based on the Proposals; timing and other inputs from the proposal, BIAL reserve the right to modify and improve any clauses and include any other special terms and conditions or clauses. 21

PART-3 GENERAL CONDITIONS OF CONTRACT 1. DEFINITIONS In the deed of contract unless the context otherwise requires:- 1.1 'BIAL' shall mean Bangalore international Airport limited having its registered office at Alpha 2, Administration Block, Kempegowda International Airport, Bengaluru - 560 300 and shall also include its successors in interest and assignees. 1.2 The contract shall be for Design, Supply, Installation, Testing, Commissioning, operation and Maintenance (BOOT), of grid connected 600 KWp Solar Power Plant including Car Park structure at Kempegowda International Airport, Bengaluru, Karnataka and for all related works. 1.3 However the validity of rates may further be extended to a specified period of time and/or to other locations if BIAL decides to extend on the mutual consent of both the parties. 1.4 The bidder shall be deemed to have carefully examined all the papers, drawings etc. attach to the contract deed. If he shall have any doubt as the meaning of any portion or any condition(s) /specifications etc. 2. COMPLETION PERIOD 2.1 The total work assigned to the successful bidder shall have to be completed by him within 6 (six) months from the date of award of contract. The work shall have to be completed within time and shall be binding on the successful bidder. In case of any urgency, the successful bidder may be asked to complete the work even earlier and successful bidder will be bound to fulfill the requirements. 2.2 In case the successful bidder fails to execute the said work or related obligations within stipulated time, BIAL will be at liberty to get the work executed from the open market at the risk and cost of the successful bidder, without calling any tender and without any notice to the successful bidder. Any additional cost incurred by BIAL during such execution of the work shall be recovered from the successful bidder. 2.3 If the cost of executing the work as aforesaid shall exceed the balance payments due to the successful bidder and the successful bidder fails to make good the 'additional cost', BIAL may recover it from the successful bidder s pending claims against any work in BIAL or in any other lawful manner. All risks & responsibilities related to the execution of the said work and fulfillment of related obligations directly or indirectly connected with the performance of the contract shall be the sole responsibility of successful bidder. 22

2.4 The calculation of aforesaid 'additional cost' will be finalized by the BIAL at its sole discretion. The successful bidder shall have no right to challenge the mode or amount relating to calculation at any forum. For completion of the work through any other agency, in case some changes are required in terms and conditions of the contract; the successful bidder shall not have any right to challenge the decision of BIAL. 3. LIQUIDATED DAMAGES If the successful bidder fails to perform the work within the time periods specified in the work orders or within the extended time period if any, BIAL shall without prejudice to its other remedies under the contract, deduct from the contract price/or any payments payable to the successful bidder as liquidated damage, a sum equivalent to 1% of the price of the un-performed work / services for each week of delay until actual completion of work, up to a maximum deduction of 10%. Once the maximum is reached, BIAL may consider termination of the contract. 4. PERFORMANCE SECURITY The amount of the performance security as mentioned in the 'Payment Terms' shall be forfeited in case of breach of any term or condition by the successful bidder. If required, the other balance payments may also be forfeited, depending on the liabilities on the part of the successful bidder. 5. FORCE MAJEURE 5.1 Notwithstanding the provisions of clauses contained in this document; the successful bidder shall not be liable for forfeiture of its performance security, liquidated damages, termination for default, if he is unable to fulfill his obligation under this deed due to force majeure circumstances. 5.2 For purpose of this clause, "Force majeure" means an event beyond the control of the successful bidder and not involving the successful bidder s fault or negligence and not foreseeable, either in its sovereign or contractual capacity. Such events may include but are not restricted to Acts of God, wars or revolutions, fires, floods, epidemics, quarantine restrictions and fright embargoes etc. Whether a "Force majeure" situation exists or not, shall be decided by the Chief Project Officer of BIAL & his decision shall be final and binding on the successful bidder and all other concerned. 5.3 If a force majeure situation arises, the successful bidder shall notify BIAL in writing promptly (at the most within 10 days from the date such situation arises). After examining the cases BIAL shall decide and grant suitable addition time for the completion of the work. 23

5.4 For other justified cases also, not covered under force majeure conditions, BIAL may consider the request of successful bidder and additional time for completion of work may be granted. 6. QUALITY, WARRANTEE AND ANNUAL MAINTENANCE 6.1 The successful bidder shall warrant the Design, Supply, Installation, Testing & Commissioning of grid connected 600 KWp Solar Power Plant and for all related works are as per applicable standards of quality. Anything to be furnished shall be new, free from all defects and faults in material and workmanship. The manufacture shall be in accordance with the specified technical parameters and should be of the highest grade and consistent with established and generally accepted standards for material. It shall be in full conformity with the drawing or samples if any and shall operate properly if operable. 6.2 After erection of the Power Plant at site, the successful bidder shall ensure satisfactory performance of the equipment for a period of time as specified in the scope of work. 6.3 The successful bidder shall rectify defects developed in the Systems within Warrantee, operation /Maintenance period promptly. In case the successful bidder does not rectify the defects within 7 days of the receipt of complaint, BIAL may restore the System in working condition on successful bidder s expenses. 6.4 Frequent and unjustified delays in rectifying defects may lead to cancellation of the contract, recovery of losses and imposing of additional penalty. In such circumstance BIAL shall have the full liberty to recover the losses/penalty from the successful bidder pending claims, security deposit or in other law full manner. The amount of losses/penalty shall be decided be SPO/PO BIAL and will be binding on the successful bidder. 6.5 The successful bidder shall give the warrantee for the complete project for a period of 5 years from the date of successful operational and for Solar PV Module for the period of 25 years. 7. STANDARDS The goods supplied and works executed under this contract shall confirm to the standards mentioned in the technical specification and where no applicable standard is mentioned, the latest version of Indian Standard Institution or Bureau of Indian Specification shall be applicable. 24

8. INSPECTION AND TESTS 8.1 BIAL or its duly authorized representatives shall have the right to inspect and /or to test the goods to confirm their quality according to the contract and shall have access to the successful bidder's works premises and the power to inspect and examine the materials and workmanship of the Solar PV Power Plant at all reasonable times during their manufacture. 8.2 The successful bidder shall inform BIAL through a written notice regarding any material being ready for testing at least 7 days in advance. The conditions of contract and/or the technical specifications shall specify what inspections and tests shall be conducted by BIAL. All the arrangements of necessary equipments and expenses for such tests shall be on the successful bidder's account excluding the expenses of the inspector. 8.3 BIAL's Inspector, unless the witnessing of the tests is virtually waived off, will inspect and attend such test within 7 days from the date on which the equipments are notified as being ready for test /inspection. MNRE officer may also be present at the time of such testing. 8.4 BIAL shall within 7 days, give written notice to the successful bidder, about any objection regarding the quality of the system. The successful bidder shall either make the necessary modifications to remove the cause of such objection or shall clarify the objections in writing if modifications are not necessary to comply with the contract. 8.5 After satisfactory testing of the systems during inspection, BIAL's Inspector shall issue of dispatch clearance for the supply of material at site. 8.6 The inspection by BIAL and issue of dispatch instruction there on shall in no way limit the liabilities and responsibilities of the successful bidder in respect of the agreed and specified quality. Nothing in clause 8 shall in any way relieve the successful bidder from any Warrantee or other obligations under this contract. 8.7 In case any time the system is not found in accordance with the required technical specifications, the work order(s) shall be canceled and all the payments made by BIAL to the successful bidder shall be recovered. Such contractor shall also be blacklisted from participating in any tender in BIAL in future. 9. SPARE PARTS, TOOLS & TACKLES The successful bidder shall make arrangement to maintain a sufficient stock of essential spares and consumable spare parts to ensure proper maintenance of the system promptly. The successful bidder shall also provide all necessary tools & tackles for proper execution of work and operation/maintenance of solar plant after erection. BIAL shall in no way, responsible for supply of any tools & tackles or spare parts. 25

10. PACKING FORWARDING 10.1 The successful bidder, wherever applicable shall properly pack and crate all materials in such a manner as to protect them from deterioration and damage during transportation. The successful bidder shall be responsible for all damage due to improper packing. 10.2 The successful bidder shall inform the district level project office of BIAL regarding the probable date of each shipment of materials from his works. 11. TRANSPORTATION The successful bidder is required to deliver the goods at (Name of the Place) as defined in the scope of work. 12. DEMURRAGE WHARFAGE, ETC All demurrage, wharfage and other expenses incurred due to delayed clearance of the material or any other reason shall be on the account of the successful bidder. 13. INSURANCE 13.1 The goods supplied under the contract shall be fully insured against loss or damage incidental to manufacture or acquisition; transportation and the expenses shall be borne by the successful bidder. 13.2 The successful bidder shall arrange security & storage of their materials to avoid any theft or losses during execution of work. BIAL will, in no case, shall be responsible for providing any security/storage for the materials & equipments lying at site during execution of work. Under the contract successful bidder shall be responsible for any loss or damage until the systems/ supplies are taken over. 14. LIABILITY FOR ACCIDENTS AND DAMAGES During the Warrantee, Operation & maintenance period, the successful bidder shall assume all responsibilities for direct damages covering all type of accident, injury or property damage caused by manufacturing defects or faulty erection on the systems. 15. DUTIES AND TAXES The rates/ prices mentioned in the price-schedule include all applicable taxes, duties & surcharges. No additional payments shall be made by BIAL on this account. 26

16. PATENT RIGHT AND ROYALTIES The successful bidder shall indemnify BIAL against all third party claims of infringement of patent, royalties, trademark or industrial design rights arising from use of the goods supplied/ erected by the successful bidder or any part thereof. 17. RIGHT TO VARY QUANTITIES BIAL reserves all the rights to increase or decrease the quantity of goods mentioned in the contract, at the time of placement of orders without any change in price or other terms and conditions. 18. TERMINATION FOR DEFAULT BIAL without prejudice to any other remedy for breach of contract, by written notice of default sent to the successful bidder, may terminate the contract in whole or in part: 18.1 If the successful bidder fails to deliver the Services within the allocated time period(s). 18.2 If the successful bidder fails to perform any other obligation(s) under the contract. However in the event of termination of the contract in part, the successful bidder shall continue performance of the contract to the extent not terminated. 19. TERMINATION FOR INSOLVENCY BIAL may at any time terminate the contract by giving written notice to the successful bidder without compensation to the successful bidder if he becomes bankrupt or otherwise insolvent, provided that such termination will not prejudice or affect any right of action or remedy, which has accrued or will accrue thereafter to BIAL. 20. TERMINATION FOR CONVENIENCE BIAL may vide a written notice of six months sent to the successful bidder; terminate the contract, in whole or in part at any time for its convenience. The notice of termination shall specify that termination is for BIAL s convenience and in the interest of BIAL. 27