GUJARAT STATE ELECTRICITY CORPORATION LIMITED

GUJARAT STATE ELECTRICITY CORPORATION LIMITED Bidding Document And Technical Specification For Inland Handling and Transportation of Imported Coal From Bedi Bunder Discharge Port To Sikka Thermal Power Stations Of Gujarat State Electricity Corporation Ltd. Tender Specification No.: GSECL/FUEL/SIKKA/IMP COAL/PT-12/IHC Tender Fee: Rs. 15,000/- Prepared By: Fuel Department, GSECL, Corporate Office, Vidyut Bhavan, Race Course, Vadodara: 390 007

INDEX Section Particulars Page Nos. I Instruction to Bidders 02-10 II Scope and Terms & Conditions 11-20 III Annexure Technical Specification, Sampling, Analysis and Penalties 21-24 Annexure-I Bidder s Details and Technical Bid Format 25-27 Annexure-II Schedule of Deviations 28 Annexure-III Price Bid Format 29 Annexure-IV Bid Guarantee Format for E.M.D. 30 Annexure-V Bid Guarantee Format for Security Deposit 31 Annexure-VI Contract Form 32-33 Tender IHC-Sikka-PT12-F0.docx 1 of 33

SECTION I: INSTRUCTIONS TO BIDDERS 1.1 INSTRUCTIONS: 1.1.1 The Gujarat State Electricity Corporation Ltd. (GSECL), Vadodara, India invites On- Line Tenders (through e-tendering), from the eligible bidders for Inland Handling and Transportation of Imported Coal in from the Bedi Bunder Discharge Port to Sikka Thermal Power Stations of GSECL on the terms and conditions specified in this tender specification. 1.1.2 Important Notice: The Bidder to note that the tender is for Indian Rupee payment only and Bidder will quote Inland Handling and Transportation Charges from Bedi Bunder Discharge Port to Sikka Thermal Power Stations of GSECL as per Price Schedule (Annexure-III). The bidder should obtain all necessary and related statutory clearances applicable for the above work from the concerned Authorities. 1.1.3 The Notice Inviting Tenders (NIT) is placed on the Websites on 8 th January-2012. 1.1.4 Bidder shall submit their offer through On-Line Tender and in physical form named as Physical Tender as per the system of making bids and its submission prescribed in clause no. 1.2 below. It is mandatory for the Bidder to submit the offer in both modes i.e. On-Line Tender and Physical Tender. In case of non-receipt of On- Line Tender and Physical Tender in time, their bid shall be ignored. 1.1.5 The Physical Tender should reach at the office of Chief Engineer (Fuel), GSECL, Vidyut Bhavan, Race Course, Vadodara: 390 007, Gujarat, India on or before 16:00 hrs. (IST) of 31 st January 2012 (Tuesday). 1.1.6 The last date of submission of On-Line Tender is on or before 16:30 hrs. (IST) of 31 st January 2012 (Tuesday).. After such date and time, On-Line Tender will be closed and its submission will not be possible thereafter. No extension shall be granted in any circumstances whatsoever. 1.1.7 The Physical Tender should be sent by Regd. Post A.D./ Speed Post only. Courier/ Telegraphic/ FAX/ Telex message Bids will not be accepted under any circumstances. 1.1.8 The Physical Tender received after the hour and the date, so fixed above, will not be considered and no further correspondence will be entertained. 1.1.9 The Technical Bids of Physical Tender and On-line Tender will be opened in the Office of the Chief Engineer (Fuel), GSECL, Vidyut Bhavan, Race Course, Vadodara: 390 007, Gujarat, India at 17:00 hrs. (IST) on 31 st January 2012 (Tuesday)., (if possible). 1.1.10 Bidder's authorized representatives (up to two persons only) may attend the Bid Opening. The Technical Bids will be opened on the due date and the Price Bids of the qualified bidders will be opened at later date, which will be intimated to the qualified bidders. Tender IHC-Sikka-PT12-F0.docx 2 of 33

1.1.11 In case, the date of Bid Opening happens to be a holiday, the bid shall be opened on the next working day. 1.1.12 At the time and date notified for opening of the tenders, the Technical Bids will be opened and the bids, which do not contain Demand Draft for Tender Fee and Demand Draft / Bid Guarantee for Earnest Money Deposit of the requisite amounts, will be disqualified and will be rejected outrightly. 1.1.13 The Bidder s Bid and the documents attached thereto shall be considered forming part of the Contract. 1.2 SYSTEM OF MAKING BID AND ITS SUBMISSION: 1.2.1 The Tender Specification and Bidding Documents may be downloaded from the Website https://gsecl.nprocure.com or https://www.nprocure.com (FOR VIEW, DOWNLOAD & ON-LINE SUBMISSION) and GSECL Website www.gsecl.in (FOR VIEW & DOWNLOAD) 1.2.2 Bidders shall submit their tenders through e-tendering. The On-Line Tender and Physical Tender shall be submitted as prescribed below. Bidder should understand the e-tendering procedure thoroughly and then fill up/ submit the bids. No excuse of insufficient knowledge of e-tendering process shall be accepted. 1.2.3 Any deviation/ modification/ discrepancy between the Data/ Details/ Documents of the bids submitted by the Bidder in the On-Line Tender and the Physical Tender is not allowed and would be liable for rejection. No further communication in the matter shall be entertained. 1.2.4 On-Line Submission of Bids: i) For On-Line Submission of bids, the bidder is required to obtain Digital Signature Certificate (meant for e-tendering) from M/s. (n) Code Solution A Division of GNFC Ltd. and/ or from any other authorized agencies. The bidder, in whose name the Digital Signature Certificate / Registration is obtained, can only fill-up the On-Line Tender, as the same is not transferable. ii) The contact details of M/s. (n) Code Solutions are as under: M/s. (n) Code Solutions A division of GNFC Ltd. 403, GNFC Infotower, Bodakdev, Ahmedabad: 380 054 Toll free: 1800 233 1010 Tel: +91 79 40007501/ 12/ 16/ 17/ 25 Fax: +91 79 40007533 Website: https://gsecl.nprocure.com www.nprocure.com iii) Bidders shall fill-up/ submit On-Line Tender in the formats provided in the Bidding Documents. The Bidding Documents form the parts of Technical Bid and Price Bid. Bidder shall also upload the required documents as prescribed in clause no. 1.2.6 below. iv) Bidders may take out prints of the filled tenders for their record purpose and for the required submission of the Physical Tender before the bid is submitted On- Line, as it will not be possible to do so after closing of On-line tender. Tender IHC-Sikka-PT12-F0.docx 3 of 33

1.2.5 Physical Submission of Bids: i) The Physical Tender in a sealed envelope, superscripted as "Physical Tender", shall contain the required documents as prescribed in clause no. 1.2.6 below. a. The bidders shall submit their Physical Tender in three envelopes at the same time on or before the notified date and time fixed for the submission of Physical Tender. b. The first envelope, superscripted as Tender Fee/ EMD shall contain the Demand Draft towards Tender Fee and Demand Draft or the unconditional and irrevocable Bid Guarantee towards Earnest Money Deposit (As per Annexure-IV). c. Second envelope superscripted as "Technical Bid", shall contain the Tender Specification (downloaded from the Website) duly signed and sealed and Annexure-I (Printout from their On-line Tender ) duly signed and sealed by the bidder along with other Bidding Documents viz. Schedule of Deviation (as per Annexure-II) duly filled in, signed and sealed by the Bidder. d. The above two envelopes shall be enclosed in the third envelope, superscripted as Physical Tender. All the envelopes shall be individually sealed, signed, superscripted and addressed. e. At the time and date notified for opening of the tenders, the envelope of Tender Fee/ EMD will be opened first and then the Technical Bid envelope will be opened. The Bids which do not contain Demand Draft for the payment of Tender Fee and/or Demand Draft/ Bid Guarantee for the payment of Earnest Money Deposit will be rejected and the Technical Bid envelopes of those Bids will not be opened. If the bidder indicates the prices in the Technical Bid then the bid will be rejected. f. The Bidder's Bid and the documents attached thereto shall be considered as forming part of the Contract Documents. g. The sealed envelope of Physical Tender containing the Bids, Tender fee, Bid Guarantee etc. must be sent to Chief Engineer (Fuel) at the address given below: Chief Engineer (Fuel) Gujarat State Electricity Corporation Ltd. Vidyut Bhavan, Race Course, Vadodara: 390 007, Gujarat, India. Tel # 91-265- 6612341 (Direct), 6612342 Mob.# 91-9925208878 Fax # 91-265-2355195 (Direct) This envelope must show on the outside, the name of the Bidder and his address. In addition, the lower left-hand corner of the envelope should indicate the following: Tender No. GSECL/FUEL/SIKKA/ IMP COAL/PT-12/IHC Bid for Inland Handling and Transportation of Imported Coal in Bedi Bunder Discharge Port to Sikka Thermal Power Stations. Last date for receipt of Physical Bids 16.00 Hrs. on and the Bid Opening date. h. Bids shall be fully in accordance with the requirement of this document and the Specifications attached thereto. i. All information in the bid shall be in English only; Erasures and other changes shall be noted over the initials of the person signing the Bid. 1.2.6 Mode of Submission of the Required Documents: Tender IHC-Sikka-PT12-F0.docx 4 of 33

i) The tender specification warrants the submission of several documents to ascertain that the bidder meets with the Minimum Qualifying Requirements and other technical and commercial qualification requirements prescribed in the tender specification. ii) The bidder shall therefore understand the requirements and submit the documents strictly as prescribed below. Any deviation to this is liable for disqualification of the bids/ bidder. Tender Reference Clause no. 1.3.1 Clause no. 1.3.2 Clause no. 1.4 Clause no. 1.5.2 Clause no. 1.5.3 Clause no. 1.5.3 Clause no. 1.5.4 Clause no. 1.5.5 Particulars of Documents Demand Draft towards payment of Tender Fee of Rs. 15,000/- Demand Draft /Bank Guarantee of requisite amounts towards EMD Letter of authority from the Company/ Joint Venture/ Consortium in favor of the person, who is authorized to submit the bid. An Authorization Letter / Certificate from Port Authorities for having carried out port operations by the Bidder or a commitment letter of Authorized Agent through whom Bidder will handle the port operations Details of past experience in Stevedoring, Clearing & Forwarding of coal, dry bulk cargo or other minerals in India, over a period of last 3 years (i.e. From 1 st April 2007 to 31 st March 2010) showing order wise details of quantity handled / delivered together with the name, address and Fax/Tel No. of the Purchaser. Experience Certificates from the customers for the satisfactory performance Details of wagon loading/ unloading & surface transportation together with the name, address and Fax/Tel No. of the Purchaser Copy of audited annual accounts for the last three years, bank credit limits, bank references, of the bidder/ both members of the joint venture/consortium. On-Line Submission (Optional) Physical Submission Original DD Original DD /BG Original Original Original 1 Copy Original 1 Copy of each document Tender IHC-Sikka-PT12-F0.docx 5 of 33

Clause no. 1..5.5 Clause no. 1.5.6 Details of net worth and profit/loss of the year, year-wise for the last three years duly certified by Chartered Accountant Copy of the Agreement or MoU entered into by the joint venture/ consortium (Not for Single Bidder) partners Annexure-I Bidder s Details Bidding Document Annexure-I to be filled up Annexure- II Annexure- III Schedule of Deviations Price Bid Bidding Document Annexure-II to be filled up Bidding Document Annexure-III to be filled up Original 1 Copy Original duly signed, sealed. Original duly signed, sealed. NOT TO BE SUBMITTED WITH PHYSICAL BID 1.2.7 All information in the bid shall be in English only; Erasures and other changes shall be noted over the initials of the person signing the Bid. 1.3 TENDER FEE AND BID GUARANTEE/E.M.D.: 1.3.1 The bidder shall pay a non-refundable tender fee of Rs. 15,000/- (Rupees fifteen thousand only) by way of Crossed Demand Draft or Banker s Cheque in the name of Gujarat State Electricity Corporation Ltd., payable at Vadodara. 1.3.2 A Bid Guarantee i.e. unconditional E.M.D. of Rs. 25.00 Lakh must submitted along with the offer in either of the following forms (a) or (b): a) Total Rs. 25.00 Lakh by way of Crossed Demand Draft or Banker s Cheques in the name of Gujarat State Electricity Corporation Ltd. payable at Vadodara. OR b) By way of an Acceptable Bank Guarantee from any Nationalized Banks including Public Sector Bank (IDBI Bank Ltd.), Private Sector Banks (AXIS Bank /ICICI Bank/ HDFC Bank), Commercial Bank (Kotak Mahindra Bank), Regional Rural Banks of Gujarat (Saurastra Gramin Bank/ Baroda Gujarat Gramin Bank/ Dena Gujarat Gramin Bank) and Co-operative Banks of Gujarat (Kalupur Commercial Co-op. Bank Ltd./ Rajkot Nagarik Sahakari Bank Ltd./ Ahmedabad Mercantile Co-op. Bank Ltd.)), in favour of Gujarat State Electricity Corporation Ltd.. The Bank Guarantee shall be as per the proforma in Annexure-IV. 1.3.3. The validity of the above Bank Guarantee shall be at least for 120 days from the date of opening of Technical bid and the same shall be extended as may be required. Bids with Bank Guarantee of shorter period may be rejected. Tender IHC-Sikka-PT12-F0.docx 6 of 33

1.3.4 Any bid not accompanied by Tender Fee and Bid Guarantee or Demand Draft or Banker s Cheques of the amount specified in clauses 1.3.1 & 1.3.2 or of less than the amounts specified in the above clauses shall be disqualified. 1.3.5 The Contract Agreement unless otherwise agreed to shall be signed by the successful Bidder within 30 days from the date of Detailed Order at the office of the Purchaser on the date and time mutually agreed upon as per the prescribed format [enclosed hereto in Annexure-VI], on submission of Security Deposit-cum-Performance Bank Guarantee as per format of GSECL [Annexure-V] which shall be submitted within 20 days from the date of Detailed Order. Failure of the successful bidder to complete the requirement of submission of Security-cum-Performance-Bank-guarantee shall constitute a sufficient ground for annulment of the award of contract and forfeiture of the Earnest Money Deposit. The EMD of the successful bidder will be returned only after furnishing of Security Deposit-cum- Performance Bank Guarantee and signing of the Contract Agreement. 1.3.6 EMD of unsuccessful bidders shall be refunded on finalization of the Tender i.e. acceptance of the Tender of successful Bidder and submission of SD by the successful Bidder. The BG/ EMD will be returned to the respective Bidders on their request along with original money receipt of GSECL towards EMD and advance stamped receipt of the same amount. 1.3.7 No interest will be paid on Bid Guarantee / Earnest Money Deposit. 1.4 SIGNATURE ON BIDS: 1.4.1 The On-Line Tender shall be submitted with the Digital Signature Certificate (meant for e-tendering) of the authorized person of the bidder. The Physical Tender must contain the name, designation and place of Business of the person with Phone and Fax Nos. of persons making the bid and must be signed and sealed by the Bidder with his usual signature by the same person submitting the On-line Tender. 1.4.2 A Bid by a Joint Venture or Consortium must be furnished with the full names of both partners and be signed with the partner s name, by one of the members of the partnership or by an authorized representative, followed by the signature and designation of the person or persons signing. A letter of authority shall be furnished with Bid. 1.4.3 Bids by corporations / companies must be signed with the legal name of the Corporations/Companies by the President, Secretary or any other person or persons authorized to bind the corporation/company in the matter. 1.4.4 Each page of the Technical Bid of Physical Tender has to be numbered consecutively, signed and sealed. 1.5 BIDDERS MINIMUM QUALIFYING REQUIREMENTS: 1.5.1 The bidder can be a single bidder bidding on his own or on a joint-venture/consortium basis formed by maximum of two partners. A party cannot submit multiple bids, either as a single bidder or on a joint-venture/consortium basis by forming multiple consortiums Tender IHC-Sikka-PT12-F0.docx 7 of 33

with different members. To qualify, bidder shall satisfy all the following minimum threshold criteria. 1.5.2 Bidder shall furnish an Authorization Letter / Certificate from Port Authorities for having carried out port operations by the Bidder or a commitment letter of Authorized Agent through whom the Bidder will handle the port operations. 1.5.3 In case of single bidder, the bidder and in case of joint venture/consortium, at least one member of the joint venture/consortium must have carried out Stevedoring, Clearing & Forwarding for at least 6 lakh tons of coal, dry bulk cargo or other minerals in India, over a period of last 3 years (i.e. From 1 st April 2008 to 31 st March 2011). Details of orders executed, with quantity and value, together with name and address of Purchaser with Fax No./ Telephone No. are to be attached. Bidders shall also submit experience certificates from their customers for their satisfactory performance in support of their offers. 1.5.4 Bidder or any one of the members of the joint venture/consortium should have some experience of wagon loading/unloading & surface transportation. 1.5.5 The bidder must demonstrate sound financial status as defined in this clause to the satisfaction of GSECL. Documentary proof including copy of audited annual accounts for the last 3 years, bank credit limits, bank references, etc. of the bidder, and in the case of joint-venture/consortium bidders, of all members of the joint-venture/consortium shall be attached. The Documentary proof shall include but not limited to: a) Audited Financial Accounts b) List of Banks from which references can be obtained with the contact details i.e. Address, Telephone and Fax Nos. Listing of Bankers shall be deemed an authorization by the bidder/joint Venture / Consortium of multiple bidders for the Purchaser to request such references and for the bankers to release them to the Purchaser. c) The bidder/joint Venture/ Consortium of multiple bidders, in addition to and not as a limitation to the above-mentioned criteria, have to meet the threshold criteria that, the annual accounts of the bidder for the last three years shall reflect either positive net worth or profitable track record. 1.5.6 In the event of the bidder being a joint venture/consortium, the Purchaser requires that both the parties of the joint venture/consortium accept joint and several liabilities for all the obligations under the agreement. Bids submitted by a venture/ consortium shall comply with the following requirements: a) The bid, and in case of a successful bid, the Contract Agreement shall be signed so as to legally binding on both. b) One of the partners shall be authorized to be in charge and this authorization shall be evidenced by submitting a power of attorney signed by legally authorized signatories of both the partners. c) The partner in charge shall be authorized to incur liabilities and receive instructions on behalf of any one or of both partners of the joint venture/consortium and the entire execution of the contract including payment shall be done exclusive with the partner in charge. Tender IHC-Sikka-PT12-F0.docx 8 of 33

d) Both partners of the joint venture/consortium shall be liable jointly and severally for the execution of the contract in accordance with the contract terms. e) A copy of the agreement or MOU entered into by the joint venture/ consortium partners shall be submitted with the bid. f) In case of bidding through a joint-venture/ consortium basis, no change in the jointventure/consortium partners will be allowed without the prior permission of the Purchaser. 1.5.7 Notwithstanding anything stated above, the Purchaser reserves the right to assess the credibility, capability and capacity to perform the contract should circumstances warrant such an assessment in the overall interest of the Purchaser and bidder shall furnish all other required documents to the Purchaser. 1.5.8 The Purchaser also reserves the right to seek such additional information as it may deem fit to satisfy itself of the eligibility of the Bidder. 1.6 CONCLUSION: 1.6.1 Bidders must ensure that the conditions laid down for submission of offers are completely and correctly fulfilled. It should be particularly noted that no change in proforma for Bid Guarantee is acceptable. 1.6.2 Bids, which are not complete in all respects as stipulated above, or without Tender Fee/ EMD will be liable for rejection without any intimation to the bidders. 1.6.3 The Price Bids of only those bidders will be opened whose offers meet with the Minimum Qualifying Requirements and whose techno-commercial offers are acceptable to GSECL. 1.6.4 GSECL reserves the right to accept or reject any Offer or all the Offers without assigning any reasons thereof. GSECL also reserves the right not to order any quantity against this tender, if the rates received do not prove to be economical/ beneficial to the overall interest of the Company. In such cases, the EMD will be refunded to the bidders without any interest. GSECL s decision in this regard shall be final and binding to all the bidders. 1.6.5 It shall not be binding upon GSECL to accept the lowest or any bid. It shall not be obligatory on the part of GSECL to furnish any information or explanation for the cause of rejection of tender or part of the tender. GSECL also reserves the right to split-up the tender, as it deems fit amongst successful bidders. The part order should be acceptable to the bidder at the same quoted rate, terms and conditions. Moreover, in the event of placement of part orders, the distribution of shipments shall be solely to the discretion of GSECL and the same shall be binding to bidders. 1.6.6 Canvassing Not Permitted: The Bidder should abstain from pursuing/ canvassing the matter, directly or indirectly with any Officer of GSECL, as otherwise, their tender would be liable for disqualification. Tender IHC-Sikka-PT12-F0.docx 9 of 33

1.7 VALIDITY OF OFFER: Your offer should be valid for acceptance for a period of at least 90 days from the date of opening of the Technical Bids. 1.8 Evaluation of Bids: The Inland Handling and Transportation (IHC) charges in Rs./Mt (inclusive of all taxes and duties) shall be evaluated for Sikka Power Stations of GSECL. However, the basis of acceptance of the offers will be the landed prices of Imported coal at Sikka TPS, worked out from the CIF Price of coal at the Sikka port (being obtained through separate tender) + Customs Duty applicable at the discharge port + IHC Charges from the port to the Sikka TPS. Tender IHC-Sikka-PT12-F0.docx 10 of 33

2.1 INTRODUCTION: 2.1.1 The Gujarat State Electricity Corporation Ltd. intends to import upto 4.80 lakh Mt of Non-Cocking Steam (Thermal) Coal of Type-2 in bulk in capsize / panamax / handymax vessels during the period of one year from February-2012 at the designated discharge port(s) on highseas sales basis for its delivery to Sikka Thermal Power Stations of GSECL. The Seller will arrange delivery of the imported coal vessels in suitable sizes to deliver total 4.80 lakh Mt of Type-2 Imported Coal in one year with the uniform monthly delivery rates for the Sikka power station of GSECL as shown below. (Qty in lakh Mt) TPS Qty. Planned to be Procured (Tender Quantity) Discharge Port Type of Coal Per Month Per Annum Sikka 0.40 lakh Mt 4.80 lakh Mt Bedi Bunder Type-2 Total 0.40 lakh Mt 4.80 lakh Mt The Purchaser has planned to procure the imported coal for a period of one year commencing the delivery tentatively from February-2012. The quantities mentioned above are tentative. The quantity to be procured and the shipment schedule for the respective power station will be decided by the Purchaser based on the requirements of the power station in the period of procurement. 2.1.2 Bidder should possess an Authorization Letter/ Certificate from the Port Authorities for carrying out port operations by the Bidder or a Commitment Letter of any Authorized Agent though whom Bidder will handle the port operations. 2.2 DEFINITIONS: SECTION-II: SCOPE AND TERMS & CONDITIONS In this Tender, the following terms shall be interpreted as indicated below: a) The Purchaser means Gujarat State Electricity Corporation Limited, Vadodara constituted under the Companies Act, 1956, its successors, representatives, heirs, executors and administrators as the case may be. b) The Contractor means the Company, firm or any other business enterprise, with whom the contract for Inland Handling and Transportation is awarded, and shall be deemed to include the Contractor's successors (approved by the Purchaser), representatives, heirs, executors and administrators, as the case may be unless excluded by the terms of the contract. c) The 'Contract' means the agreement signed by the Purchaser and the Contractor in terms of Annexure VI including all attachments and appendices thereto and all documents incorporated by reference therein. Tender IHC-Sikka-PT12-F0.docx 11 of 33

d) 'Imported Coal' shall mean Non-coking Steam (Thermal) Imported Sized Coal as per specifications set out in Section-III. e) 'Services' mean all services required for Inland Handling and Transportation of the Imported Coal in bulk from the Discharge Port Bedi Bunder to Sikka TPS(STPS) of GSECL. f) Delivery Point at Sikka power station is the after weighment of coal at the weighbridge at the Sikka Thermal Power Station (TPS). 2.3 SCOPE OF WORK: The contractor shall handle port operations of stevedoring, handling and forwarding of coal including vessel unloading, handling and storage at Discharge Port, wagon/ dumper loading and transportation of coal to Sikka Thermal Power Stations with 0% shortage in quantity and without slippage in quality (subject to allowable tolerance). The scope of work includes all the activities but not limited to the following: a. Co-ordination with Master/Agent of vessel for safe anchorage/ berthing at the discharge port. b. Documentation and liaison with Customs, Port authorities for clearance of cargo. c. On board stevedoring for discharge of coal into the barges at anchorage / onto berth. d. Barging from anchorage to Port/ Landing site. e. Unloading of coal by suitable equipment at berth/jetty. f. Transportation from berth/jetty to suitable storage plot. g. Plot rent for suitable storage for 60 days from discharge completion on ship-to-ship basis. However, the coal unloaded from the vessel shall be delivered to TPS as per the delivery rate advised by the Purchaser without any financial implication on the Purchaser. h. Road transportation from storage plot to TPS. i. Monitoring loading of dumpers in transit upto TPS for road delivery (for STPS). j. Providing security & measures to minimize handling loss from Port to TPS. k. Contractor shall regulate the loading of dumpers as per the requirement, with out any financial implications on GSECL. 2.4 SHIPPING TERMS: 2.4.1 CIF Contractor shall nominate vessel for acceptance of the Purchaser. Such nomination of the vessel shall be forwarded to the IHC Contractor for their acceptance. The IHC Contractor shall confirm the acceptance within a day. The Contractor s acceptance for the nominated vessel arriving before the scheduled delivery date shall be without any financial implication on the Purchaser. 2.4.2 Discharge Rate: CIF contractor appointed by the Purchaser would consider the rate of discharge at the discharge port and select suitable size of vessel, type of vessel (geared or un-geared) with the required grab capacity and cranes suitable for the discharge port. Bidder shall guarantee the maximum available discharge rate(s) with the specific grab capacity and no. of cranes at the Anchorage Port / Berthing Port for which the prices are offered and the same is to be indicated in Annexure-I. Tender IHC-Sikka-PT12-F0.docx 12 of 33

2.4.3 CIF Contractor shall load the vessel, which would not be older than 15 years. In case of the vessel older than 15 years is offered by the CIF Contractor then the IHC Contractor shall indicate the applicable discharge rate at the time of acceptance of the nominated vessel. 2.4.4 CIF Contractor shall advise the rate of demurrage while nominating the vessel, which in any case shall not exceed USD 20,000/- per day. The rate of dispatches shall be half of the demurrage rate. Demurrage incurred/ dispatch earned shall be settled ship-to-ship basis. 2.4.5 In the event the Contractor fails to achieve the discharge rate and demurrage incurred, such demurrage will be borne by the Contractor. Customs duty on demurrage will also to Contractor s account. In event lay time is saved and dispatch earned such dispatch will accrue in full to the Contractor. The rate of dispatch / demurrage will be communicated to the Contractor before arrival of vessel. 2.4.6 CIF Contractor shall send 7/5/3/2/1 day & 6 hours notices of arrival at port of discharge to the Inland Handling Contractor. 2.4.7 Notice of receipt (NOR) can be tendered 24 hrs. SHINC (Sundays and holidays inclusive). 2.4.8 Letter of Indemnity: In case of the vessel arrives at discharge port prior to receiving the original shipping documents, the Contractor will be allowed to discharge coal against Letter of Indemnity. 2.4.9 The CIF Contractor shall ensure delivery of legible non-negotiable copies of documents at least 7 working days before the vessel s arrival at discharge port. 2.4.10 Vessel equipment failure will be excluded from Lay time, if it is signed and accepted by Master of vessel. 2.4.11 Turn Time of 12 hours allowed on even if used basis (12 hours TT EIU). 2.4.12 In case of the master stopping discharge due to rolling, bad weather etc. laytime not to be counted. Similarly, in case of bad weather/fog, sea swell and barges are not able to proceed to mother vessel or stay alongside mother vessel, due consideration in laytime to be given for all bad weather rolling etc. and to be dully documented in Statement of Facts. In the absence of master/ chief officer not certifying weather delays, certificate of weather conditions from competent authorities will form basis for non/bad weather working day. 2.5 DELIVERIES TO TPS: Contractor shall ensure delivery by road as per the schedule advised by GSECL from time to time. Seven (7) days period will be given for commencement of supply after arrival of the vessel at Discharge Port for customs clearance. Thereafter, delivery will be made with a uniform delivery rate as per the monthly requirement of the TPS. The Contractor shall deliver the coal as per the delivery rate advised by the Purchaser without Tender IHC-Sikka-PT12-F0.docx 13 of 33

any extra cost. The nominal delivery rates shall be 40,000 Mt per month for Sikka TPS. However, the Purchaser may advise the delivery rate as per the requirement of TPS. Purchaser shall not be responsible for any damages/ shortages or loss of material during transportation/ transit. While delivering coal by rail, any/ all costs such as idle freight, overloading penalty, demurrage at dispatch shall be borne by the Contractor. 2.6 DELAY IN DELIVERIES: The due date of completion of delivery of the vessel (cut-off date) shall be calculated from the date of arrival of the vessel at discharge port by adding 7 days period for customs clearance and no. of days for delivery of the cargo at the delivery rate advised for the vessel. In case of delay in completion of the delivery of imported coal from the vessel from the discharge port to TPS with respect to the cut-off date advised by the Purchaser for the particular vessel, the Contractor shall be liable to pay the penalty on the delayed supply quantity (rake-wise) for the delayed period, subject to Force Majeure Conditions, of half percent per week or part of week on the ordered price subject to a maximum of 10% of the contract value. If the delay occurs due to the insufficient quantity left out from the vessel to form a rake-load then the delay supply penalty will not be applied for that partrake quantity. Due consideration may be given in the levy of penalty for force majeure, for which documentary evidence shall be produced to the satisfaction of the competent authority of the Purchaser. The Purchaser shall be entitled to deduct / recover the amount from the current bill payable to the Contractor or any other amount due or payable to him against this or any other contract. 2.7 SERVICE CHARGES: 2.7.1 The Bidder shall quote their minimum charges in Rs./MT for total scope of work, for the designated discharge port, in the break-up specified in Price Bid Format at Annexure-III. The quoted charges shall be inclusive of all the costs, taxes, duties and levies except Service Tax, which shall be indicated separately as per Price Schedule Format (Annexure-III) and shall be paid against the submission of proof of having paid the same (Service Tax). No extra charges are payable over the accepted rates. 2.7.2 Bid without cost break-up will not be considered. 2.7.3 Statutory Variation: Statutory variation (increase or decrease) on account of the Service Tax shall be allowed as applicable during the contractual period with documentary evidence. Service tax shall be paid on submission of supporting documents having paid the same. 2.7.4 Service charges shall include all Port charges applicable for Cargo handling viz. warfage, plot rent, etc. at unloading port. Tender IHC-Sikka-PT12-F0.docx 14 of 33

2.7.5 The service charge per ton is fixed and is not subject to any adjustment except for Service Tax (statutory variation as per clause 2.7.3 above). Road transportation charges shall remain firm for the entire contract period. 2.7.6 The service charge (inclusive of Service Tax) per ton paid by Purchaser for coal delivered under the Agreement includes all sums to be borne by Contractor for all taxes of every nature, which are assessed or may be assessed as a result of inland handling and transportation of coal pursuant to the Agreement. Contractor s acceptance of the amounts paid by Purchaser for coal delivered under the Agreement shall constitute full and final settlement of any and all claims by Contractor for costs or expenses (including, without limitation, taxes, fees, governmental impositions, assessments, premiums, and penalties) incurred or paid by Contractor, either while the Agreement is in effect or at any time in the future, with respect to the inland handling and transportation of coal pursuant to the Agreement. Contractor agrees to defend, indemnify, and hold Purchaser harmless from and against any claim or liability for any such taxes, fees, governmental impositions, assessments, premiums, or penalties. 2.8 FREIGHT CHARGES: For road delivery, the road freight charges as offered by the contractor in Rs./Mt shall be paid for the quantity measured at weighbridge at TPS. The road freight charges quoted by the Contractor remains fixed and no variation is allowed. Overloading or any other penalty or charges shall be borne by the Contractor. No extra charges are payable over the applicable Road freight. 2.9 PAYMENT TERMS: 2.9.1 70% Payment: Contractor shall raise manually signed Invoices vessel-wise for 100% value of the Inland Handling Charges (including Road Freight Charges) as per the Contract (in Rs. per Mt) and for the quantity received at TPS. Contractor may raise the invoices fortnightly and after completion of the entire vessel quantity. Payment will be released within 15 days from the receipt the Invoice. Payment Voucher prepared and audited by the Site Office for 70% of the Invoice Value will be sent to CE (Fuel), GSECL, Vadodara and the payment will be released by cheques from GSECL, Vadodara. 2.9.2 Balance 30% Payment: The Balance 30% payment after deduction of penalties for quantity, quality and any other recoveries as per provisions of the Contract will be released from the Corporate Office at Vadodara by cheques within 15 days from the date of signing of Joint Reconciliation Statement for the quantity and quality received at TPS after completion of the entire vessel quantity. 2.10 DETERMINATION OF QUANTITY AND QUALITY: 2.10.1 Quantity: Quantity of coal discharged from the vessel shall be determined by the draught survey. Quantity shall be determined at TPS as per the weighbridge readings and shall be final & binding upon the parties executing the contract. The Contractor shall deliver the Tender IHC-Sikka-PT12-F0.docx 15 of 33

entire quantity of imported coal measured at Discharge Port without any shortage to the respective TPS. The Contractor shall be paid their charges for the quantity delivered at TPS as under: IHC Charges (Rs.) = Qty. Received at TPS x (Handling Charges + Road Freight) Any shortage in quantity received at TPS with respect to the discharge port quantity will be recovered from the Contractor at 1.1 times the (CIF Price + Customs Duty), which will be calculated as per the following formula. Recovery for shortage (Rs.) = 1.1 x (Discharge Port Qty. Qty. Received at TPS) x (CIF Price + Customs Duty) 2.10.2 Quality: Quality shall also be determined at TPS. The Contractor shall ensure that there is no alteration from the quality as determined at the Discharge Port. In case the quality determined at TPS shows deterioration in quality as compared to the Discharge Port analysis (subject to the allowable tolerances), penalties shall be charged as per Section- III. 2.11 METHODOLOGY FOR DETERMINATION OF QUANTITY & QUALITY: 2.11.1 At Discharge Port: The Purchaser shall appoint Internationally Accredited Independent Inspection Agency (IIA) to determine the quantity and quality of coal. An approved marine licensed surveyor of IIA shall determine quantity of coal discharged from mother vessel by draught survey. The IIA shall carry out the sampling & analysis at their laboratory. The IIA Shall carry out the stack survey for determination of quantity of stones, shales, extraneous materials, etc. received in the cargo at the Discharge Port. The IIA will monitor coal stocks at port, dispatches through Road to TPS. The discharge port draught survey, stack survey and analysis carried by the IIA will be binding on both the parties. If desired, the CIF and IHC Contractors may depute their representatives to witness the same. 2.11.2 At TPS: The IIA shall do the sampling at TPS and IIA & TPS shall perform joint analysis in TPS laboratory, by following the procedure as below: Relevant ASTM/ISO standard shall be followed for sampling & analysis. For the coal delivered by road transportation, the Sampling and Analysis at TPS will be carried out as per Annexure-VII. The IIA may witness the calibration of the weighbridge at TPS as carried out time to time. In event of failure of weighbridge at TPS, quantity as per LR will be the Quantity Received. Tender IHC-Sikka-PT12-F0.docx 16 of 33

2.11.3 The fees of the Independent Inspection Agency (IIA) shall be born entirely by the Purchaser. 2.11.4 The Contractor shall extend his fullest co-operation to IIA to perform their duty effectively. 2.11.5 The sampling and analysis carried out as above shall be binding on both the parties. If desired, the IHC Contractors may depute their representatives to witness the same. 2.12 ADJUSTMENTS FOR QUANTITY & QUALITY: Adjustment for quantity and quality is to be done vessel-wise on weighted average of the analysis results at TPS as per Section-III. 2.13 Execution: The whole contract is to be executed to the entire satisfaction of the Purchaser/ GSECL. 2.14 Contractor s responsibility: The Contractor shall be solely responsible for the execution of the contract in all respect in accordance with the conditions of the contract. 2.15 Security-cum-Performance Bank Guarantee: On acceptance of the bid, the Seller shall furnish a Security-cum-Performance Bank Guarantee in the proforma of GSECL (as per Annexure-V) from any Nationalized Banks including Public Sector Bank (IDBI Bank Ltd.), Private Sector Banks (AXIS Bank /ICICI Bank/ HDFC Bank) within 20 (Twenty) days from the date of Detailed Order, by the Seller for an amount equivalent to 10% of the order value. The Security-cum- Performance Bank Guarantee shall remain in full force and effective during the period that would be taken for satisfactory performance and fulfillment in all respect of the contract and shall continue to be enforceable for 180 days after the date of last consignment of the imported coal contracted to be purchased. The Security-cum-Performance Bank Guarantee and/or any amendment there to shall be executed on a stamped paper of requisite money value in accordance with the Bombay Stamp Act as applicable to Gujarat. 2.16 CONTRACTOR S FAILURE TO PERFORM: Subject to the conditions of Force Majeure as per clause 2.17 below, failure to perform shall cover, but will not be limited to a) Delay of more than 14 consecutive days of delivery of rake loads. b) Contamination of coal rendering the values of the specification parameters reach or exceed rejection limits as determined at TPS. c) Any act prejudicing interest of GSECL for smooth and uninterrupted receipts of coal at TPS. Tender IHC-Sikka-PT12-F0.docx 17 of 33

In case the Contractor fails to effect the deliveries without prior written consent of Purchaser or due to conditions other than Force Majeure, Purchaser has the right to procure and transport the quantity of the product so defaulted at the Contractor s risk and cost in all respect. In such an event the Contractor shall reimburse any differential costs incurred by Purchaser over and above the value originally contracted by Purchaser with the Contractor plus 15% of the new contract value (towards administrative charges) within 30 days after the date Purchaser notifies the Contractor of such differential costs arising out of performance of the handling services by other parties. Purchaser will also have the right to deduct such differential costs in part or full from any payments due to the Contractor. 2.17 FORCE MAJEURE: 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 shall be prevented or delayed by reason of any war, hostility, act of the public enemy, civil commotion, sabotage fires, floods, explosion, epidemics, quarantine restrictions, strikes lockouts or acts of God (hereinafter referred to as event ), then provided notice of the happening of any such event is given by either party to the other within twenty one days from the date of occurrence there of neither party shall by reason of such event be entitled to terminate this contract nor shall either party shall have any claim for damages against the other in respect of such non-performance or delay in performance, and deliveries under the contract shall be resumed as soon as practicable after such event has come to end or ceased to exist, and the decision of the Chairperson, GSECL as to whether the deliveries have been so resumed or not shall be final and conclusive. Provided 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 Seller at a price to be fixed by the Chairperson, GSECL, which shall be final, all acceptable material in possession of the Seller or supplied by the Seller at the time of such termination or such portion thereof as the Purchaser may deem fit excepting such materials, as the Seller may with concurrence of the Purchaser elect to retain. 2.18 Termination/ Cancellation: Purchaser reserves the right to cancel the contract in full or part by written notice of one month if the performance is not satisfactory in accordance with the contract/ order in opinion of GSECL or the contract is found uneconomical to GSECL. GSECL also reserves the right to terminate/ cancel the order by giving one month written notice without assigning any reason thereof. 2.19 Arbitration: 2.19.1 Except as otherwise provided in the Contract Agreement, if any dispute or difference of any kind whatsoever (a Dispute ) shall arise between the Purchaser and the Contractor in connection with, or arising out of, or relating to the Contract Agreement or the breach, termination or validity hereof, the Purchaser and the Contractor shall attempt in good faith, for a period of thirty (30) days after the receipt by one party of a notice from the other Party of the existence of the Dispute, to settle such Dispute in the first instance by Tender IHC-Sikka-PT12-F0.docx 18 of 33

mutual discussions between the Parties. 2.19.2 If the Dispute cannot be settled within thirty (30) days by mutual discussions as contemplated by clause no. 2.19.1, the Dispute shall finally be settled by arbitration in terms of the provisions of the Arbitration and Conciliation Act, 1996 or any statutory modification or reenactment thereof. 2.19.3 The language of the arbitration shall be English, and the place of arbitration including for holding of any and every proceeding shall be Vadodara, Gujarat, India. 2.19.4 There shall be three arbitrators. Each Party shall select one arbitrator within 30 days after giving or receiving the demand for arbitration. Such arbitrators shall be freely selected, and the Parties shall not be limited in their selection to any prescribed list. The two arbitrators selected by the Parties shall select the third arbitrator. If a Party does not appoint an arbitrator who has consented to participate within 30 days after the selection of the first arbitrator, the relevant appointment shall be made by under Indian Arbitration and Conciliation Act. 2.19.5 The award rendered shall be in writing and shall set forth in reasonable detail the facts of the Dispute and the reasons for the arbitrators decision. 2.19.6 The award rendered in any arbitration commenced hereunder shall be final and binding on the Parties. 2.19.7 Notwithstanding the above, during the pendency of any arbitration, the Parties shall continue to perform their respective obligations hereunder. 2.19.8 The provisions of this Clause no. 2.19 shall survive the termination of the Contract Agreement. 2.20 Jurisdiction: All the questions, disputes or differences arising under out of or in connection with the Tender/ Contract if concluded shall be subject to the exclusive jurisdiction of the court under whose jurisdiction the place from which the tender/ Acceptance of tender is issued, is situated i.e. Vadodara, Gujarat, India. 2.21 TRANSFER AND SUBLETTING: The Contractor shall not sublet transfer, assign or otherwise part with the contract or any part thereof to any third party either directly or indirectly. 2.22 ACCEPTANCE OF OFFER: 2.22.1 The Purchaser reserves the right to accept/ to reject the offer in part or in full without assigning any reason thereof. 2.22.2 Purchaser reserves the right to place order on more than one bidder. 2.23 ISSUES RELATED TO ENVIRONMENT AUTHORITIES / PUBLIC: Tender IHC-Sikka-PT12-F0.docx 19 of 33

Issue related to environmental issues including public grievances (if any) shall be to the responsibility of the Contractor. 2.24 INDEPENDENT CONTRACTOR: The parties recognize and agree that Contractor is not an agent or employee of Purchaser nor any affiliate of Purchaser and that Contractor is independent of any managerial or other control or direction by Purchaser and is free to perform, by such means and in such manner as Seller may choose, all work in pursuance of commitments hereunder. 2.25 CONTRACTOR S ACCEPTANCE: Acknowledgment of the Detailed Order or shipment of coal under the Agreement shall constitute Contractor s acknowledgment and acceptance of all provisions herein and all provisions of the Detailed Order. Tender IHC-Sikka-PT12-F0.docx 20 of 33

SECTION III: TECHNICAL SPECIFICATION, SAMPLING, ANALYSIS AND PENALTIES 3.1 Country of Origin: Coal from any foreign origin. 3.2 Quality: The CIF Contractor shall arrange to supply Non-coking Steam (Thermal) Imported Coal of Type-2 with the technical specifications and Guaranteed Point Values as under. Technical Specifications: Type-2: Parameter Unit Offered Range Guaranteed Point Value Rejection Limit Total Moisture (AR) % by wt. Max. 28 26 Over 28 Inherent Moisture (AD) % by wt. 13 to 22 Ash Content (AD) % by wt. 10 to 12 12 Over 14 Fixed Carbon (AD) % by wt. 30 to 50 Volatile Matter (AD) % by wt. 25 to 46 Over 47 Sulphur (AD) % by wt. 0.6 to 0.8 0.6 Over 0.9 Gross Calorific Value (AR) Kcal/Kg 4400 to 4800 4600 Below 4400 Hard Grove Index -- 40 to 60 Ash Fusion Temp. IDT/ HT/ FT deg. C 1100+/ 1200+/ 1250+ Size: 0-50 mm % by wt. 0 to 50 0 to 2 mm: Max 5% Guaranteed Parameters for Price Basis :- GCV(ARB) 4600 Kcal/kg Total Moisture (AR) 26% Ash (ADB) 12% Sulphur (ADB) 0.6% 0-2mm: above 20% Important Notes: a. All parameters above are as per the relevant ASTM/ISO test standards. b. No extraneous matter like metals, boulders, stones, shales etc. will be supplied in the coal. 3.3 Sampling & Quality Analysis and Weighment: At Discharge Port: 3.3.1 Quantity shall be determined by draught survey through approved marine licensed surveyor on a ship-to-ship basis. 3.3.2 Purchaser shall appoint Internationally Accredited Agency (IIA) for sampling and analysis of coal at Discharge Port. Method and extent of sampling and analysis shall be as per ASTM Standards. Tender IHC-Sikka-PT12-F0.docx 21 of 33

3.3.3 The cost of the Inspection Agency shall be borne by the Purchaser. 3.3.4 The discharge port draught survey, stack survey and analysis by IIA will be binding on both the parties. Quantity of coal shall be determined by draught survey and quantity of Stones, shales, extraneous materials etc. by stack survey through approved marine licensed surveyor on a ship-to-ship basis and shall be final for payment subject to penalties as stated in para 3.4 below. 3.3.5 The Contractor shall accept the quantity of coal as determined by Discharge Port draught survey (reduction in quantity for the stones, shales, extraneous materials, etc. as per the stack survey report at the Discharge Port shall be allowed) and quality of coal as determined by the sampling and analysis at Discharge Port and deliver it to TPS without any shortage in the quantity and slippage in the quality. In case of any shortage or slippage, price adjustment/ penalties shall be applicable as per clause no. 3.4 below. At TPS End: The IIA shall do the sampling at TPS and IIA & TPS shall perform joint analysis in TPS laboratory, by following the procedure as below: Method and extend of sampling and Analysis shall be as per relevant ASTM/ISO. For the coal delivered to TPS by road, the method of sampling and analysis shall be as per Annexure-VII. Relevant ASTM/ISO standard shall be followed for sampling & analysis. The IIA may witness the calibration of the weighbridge at TPS as carried out time to time. 3.3.6 The fees of the Independent Inspection Agency (IIA) shall be born entirely by the Purchaser. 3.3.7 The Contractor shall extend his fullest co-operation to IIA to perform their duty effectively. 3.3.8 Adjustment for quality and quantity is to be done vessel-wise on weighted average of analysis results as per Annexure-VII (for road delivery). The above-mentioned analysis would be final and binding for the purpose of payment and application of penalty as specified below. 3.3.9 Weighment: For delivery of coal through road transportation; the quantity of each dumper will be weighed at weighbridge of the TPS and weighment so recorded will be final for payment. In the event of failure of weighbridge at TPS, quantity as per LR will be the Quantity Received. 3.4 Penalties: The Price Adjustment and/or Penalties, in case of any shortage in the quantity w.r.t. to the quantity at Discharge Port or slippage in the quality as determined at TPS w.r.t. the quality as determined at Discharge Port, shall be applicable as per the following formulas. 3.4.1 Penalty for lower GCV (ARB): Tender IHC-Sikka-PT12-F0.docx 22 of 33