REQUEST FOR PROPOSAL FOR OUTSOURCING OF INSTALLATION AND MANAGED SERVICES FOR 4286 CASH DISPENSERS IN THE STATE(S) OF KARANATAKA AND GOA

Transcription

1 REQUEST FOR PROPOSAL FOR OUTSOURCING OF INSTALLATION AND MANAGED SERVICES FOR 4286 CASH DISPENSERS IN THE STATE(S) OF KARANATAKA AND GOA Index Part 1 - Request for Proposal (RFP) page 2 Part 2 - Disclaimer page 3 Part 3 - Eligibility Criteria page 4 Part 4 - Terms and Conditions of Contract (TCC) page 6 Part 5 - Scope of Work page 28 Part 6 - Technical & Functional Specifications (TFS) page 44 Part 7 - Price Bid (Indicative) page 48 Part 8 - Other Forms and Annexure page 49 Annexure 1 Breakup of Bank-wise requirement page 70

2 PART 1: REQUEST FOR PROPOSAL This Request for Proposal (RFP) is part of an All India tender for installation of 4286 Cash Dispensers (CDs) for the period upto on a totally outsourced model for the geographical cluster of the State(s) of Karnataka and Goa. This RFP is being issued on behalf of all public sector banks. However, Co-operative banks etc, as may be decided by the Consortium managing the bid process in the area, will also be eligible for availing the outsourced services at the same rate subject to them fulfilling the necessary Regulatory / operational requirements. 1.2 The term Bank in this RFP is to be used loosely for the Consortium of Banks consisting of Canara Bank, Indian Bank, Indian Overseas Bank, Syndicate Bank and Bank of India issuing this RFP. The selected vendor will have to enter into separate agreement with each of the individual banks placing orders. 1.3 The tender will remain valid for orders placed till Individual Banks may issue additional requirement of CDs by 50%, by exchange of letter with the vendor if their rollout is completed within the aforesaid validity period. 1.4 The rollout of the initial requirements, for , indicated by the Banks under this RFP will be phased and the vendors are expected to comply to the following schedule :- - At least 25% in the first Quarter after the signing of the Agreement - 40% in the second Quarter - 25% in the third Quarter - the remaining 10% positively by the end of the fourth Quarter. Any requirements for CDs after the initial order would have to be installed and made operational within a period of 3 months, from the date of the order. 1.5 Schedule Date of release of New Request for Proposal Date of Pre- Bid Meeting PM Last Date and Time for Receipt of Bids PM Date & time for opening of Conformity to PM Eligibility Criteria Date & Time of opening of Technical Bids PM Date & Time for Reverse Auction AM Contact Person Shri. M A Nayagam, Deputy General Manager nayagam_ma@canarabank.com Page 2 of 71

3 1.6 Bank reserves the right to change the dates, timings mentioned above or elsewhere mentioned in the RFP, which will be communicated by placing the same as corrigendum under Tender section on Bank s web-site. PART 2: DISCLAIMER a) The information contained in this RFP document or any information provided subsequently to Bidder(s) whether verbally or in documentary form by or on behalf of the Bank, is provided to the Bidder(s) on the terms and conditions set out in this RFP document and all other terms and conditions subject to which such information is provided. b) This RFP is neither an agreement nor an offer and is only an invitation by Bank to the interested parties for submission of bids. The purpose of this RFP is to provide the Bidder(s) with information to assist the formulation of their proposals. This RFP does not claim to contain all the information each bidder may require. Each Bidder should conduct its own investigations and analysis and should check the accuracy, reliability and completeness of the information in this RFP and where necessary obtain independent advice. Bank makes no representation or warranty and shall incur no liability under any law, statute, rules or regulations as to the accuracy, reliability or completeness of this RFP. Bank may in its absolute discretion, but without being under any obligation to do so, update, amend or supplement the information in this RFP. c) This is not an offer by the Bank but only an invitation to bid in the selection process initiated by the Bank. No contractual obligation whatsoever shall arise from the RFP process until a formal contract is executed by the duly authorised signatory of the Bank and the Bidder. Page 3 of 71

4 PART 3 ELIGIBILITY CRITERIA Sl.No. Criteria 1. Bidder should be a registered company in India under Companies Act 1956 and should have been in operation for at least two years as on date of RFP. 2. Original Equipment Manufacturers of ATMs / their authorized distributors/ agents in India with at least 1000 installations in India as on , with firmed up arrangements with providers of Managed Services OR Bidders or wholly owning parent company who have experience in Managed and other allied Services and have managed at least 1000 ATMs in India in the last two years. OR Bidders who have experience of managing at least 500 ATMs in India outsourced in the last two years. (All the CDs proposed to be installed should be manufactured/assembled in India within 6 months from the date of award of tender). 3. Bidders or the company with whom Bidder have firmed up arrangements for Managed Services must have a Managed Services Centre operational in India and must be performing managed services of ATMs including Documents to be submitted Copy of the Certificate of Incorporation and Certificate of Commencement of Business. Supported by documentary evidence and also copies of the Service Contracts wherever entered. (Bidders who have not firmed up arrangements with other vendors / subcontractors will not be considered). Letter from the concerned organization confirming successful implementation of ATM project with them to be submitted with following details: Name of the client Number of Locations Type of Model Scope of Project Name of the person who can be referred to from Clients side, with Name, Designation, Postal Address, Phone and Fax numbers, E- Mail Ids, etc., (Attach copies of purchase orders) The bank reserves the right to inspect such installations while evaluating the Technical Bid. Supported by documentary evidence and also copies of the Service Contracts wherever entered. Page 4 of 71

5 but not limited to 24 X 7 monitoring, call escalation, FLM, SLM, replacing consumables, housekeeping, EJ pulling, cash forecasting and cash replacement etc. for at least 1000 ATMs as on date of this RFP. 4. Bidder or its wholly owning Parent Company should have maintained Positive Net Worth / Net Profit during the last two financial years, i.e and Minimum annual turnover should not be less than Rs. 20 crores in the last financial year as per audited financial statements. 6. Bidder should have a disaster recovery centre and business continuation plan in place. 7. Bidder should also have internal control and audit measures in place. Audit report from external auditor must be submitted as a proof. 8. Bidder should not have been blacklisted by any PSU Bank / IBA/RBI during the last five years. Audited Financial statements to be submitted. Self certified copy of financial statement for , if yet to be audited. Audited Financial statements to be submitted. Documentary Proof with copy of Plan. Copy of latest Audit Report. Note : Consortium of bidders may participate in the tender. The leader of the Consortium and partners together should satisfy the Eligibility Criteria laid down. However, the minimum annual turnover of the lead bidder of the consortium should not be less than Rs. 20 crores in the last financial year as per audited financial statements. Only the Leader of the Consortium would enter into agreement with the bank. The liability for execution of the contract awarded will be with the leader of the Consortium. Page 5 of 71

6 PART 4 : TERMS AND CONDITIONS OF CONTRACT 4.1 Selection of Sites The CDs are to be rolled out at Urban, Semi-Urban and Rural locations as per the requirements of each bank. Sites may further be classified based on population Site for Off-site CDs in areas desired by the Bank should be finalized in its entirety by the vendor. However, the vendor should seek bank s approval of the link branch (for cash replenishment purposes), which in normal course will be advised by the bank within a week Site for On-site CDs would be provided by the respective banks If the vendor desires to shift any off-site CD to other location, he may do so with the prior approval of the Bank, which, in normal course, will not be withheld. However, the bank will not reimburse the shifting charges In case, Bank desires to shift the site, it will bear the cost of shifting. 4.2 Period of Contract The Bidder should commit to provide the outsourced services detailed in this document for a minimum period of 7 years. A certificate to this commitment should form part of the Technical proposal The Banks may take over the CD, UPS, ACs and VSAT at an aggregate value of Rs. 1,000/- per site plus taxes at the end of the contract period. Taxes related to transfer of fixed assets, if any, will be paid by the Bank separately In case of the takeover a) The Vendor should maintain proper records at its office for all the assets dedicated to the Bank s ATM network. The Bank reserves the right to audit such fixed assets register through its internal/external auditors. b) The site, for all practical purposes, belongs to the Bank. The vendor will, therefore, not transfer or sale or surrender or vacate the site or enter into any contract or order with any other bank/entity for the site without Bank s permission. The bank will also have the first right of refusal for the site before the vendor discontinues or terminates the agreement with the Bank. Page 6 of 71

7 c) Upon expiry of the contract period, the Vendor should make all efforts in transferring/assigning the rights under lease/rental Agreements executed between the Vendor and the respective landlords of all off-site CD locations. d) Upon conclusion of the contract period/termination of the contract, the Vendor will be responsible to provide a smooth transition plan including all efforts to transfer/assignment of service contracts for continuation of services of (i) caretaker (ii) cash management (iii) Maintenance of ATM, UPS, AC, VSAT and other equipments (iv) Maintenance & Upkeep of ATM Sites etc. 4.3 Bid Document Availability and Cost of Bidding Bid document availability The Bidding Document may be obtained from the Bank as under or downloaded from Bank s Website and the bid should be submitted on or before the due date and time brought out in the bidding document at the address given below: The Deputy General Manager Canara Bank Asset Procurement & Management Group D I T Wing, Head Office Naveen Complex, 14, M G Road BANGALORE (Fax : ) Bidders should note that all the information required by the Bank in RFP needs to be provided. Incomplete information may lead to non-selection Cost of Bidding A non refundable bid amount of Rs. 50,000/- to be paid by means of a demand draft / pay order favouring the Bank payable at Bangalore being cost of Bid document. The amount will not be refunded to any prospective bidder under any circumstances including cancellation of RFP or procurement process at any stage. If bid is downloaded from website, the cost of the bid may be paid in a separate envelope while submitting the Bid. Bids are liable to be rejected if the Bid Amount demand draft / pay order is not received. The Bidder shall bear all costs associated with the preparation and submission of its Bid and the Bank will in no case be responsible or liable for these costs, regardless of the conduct or outcome of the Bidding process. Page 7 of 71

8 4.4 Format and Signing of Bid Each bid shall be submitted in the following 3 (three) parts : a. Part I - Conformity to Eligibility Criteria b. Part II - Technical Proposal c. Part III - Price Bid (Indicative) The three parts should be in three separate covers, each superscribed with the name of the Project as well as Conformity to Eligibility Criteria, Technical Proposal and Price Bid as the case may be The Bid shall be typed or written in indelible ink and shall be signed by the Bidder or a person or persons duly authorized to bind the Bidder to the Contract. The person or persons signing the Bids shall initial all pages of the Bids, except for un-amended printed literature Any inter-lineation, erasures or overwriting shall be valid only if they are initialled by the person signing the Bids. The Bank reserves the right to reject bids not conforming to above 4.5 Documents Comprising the Bid The envelope containing the Conformity to Eligibility Criteria should contain the following: a. Point-wise compliance to the requirements as mentioned in Eligibility Criteria in Part 3 of this RFP. b. All supportive documents evidencing conformity to each eligibility criteria. c. The Demand Draft / Pay Order of Rs /- payable at Bangalore being cost of bid amount in terms of clause of the RFP Envelope comprising the Technical Proposal should contain the following : a. Vendor Organization Details as per Format 8.3 b. Conformity to compliance of Broad Scope of Work mentioned in Part 5 (in Format Please ensure to cover all sub-clauses in compliance chart) c. Conformity to compliance of Eligibility Criteria mentioned in Part 3 ( in Format Please ensure to cover all sub-clauses in compliance chart) d. Conformity to compliance of Technical and Functional Specifications (TFS) mentioned in Part 6 (in Format Please ensure to cover all subclauses in compliance chart) e. Offer Letter as per Format 8.1 and duly signed by the Bidder. Page 8 of 71

9 f. Non-Disclosure Agreement as per Format 8.6 g. Bid Security deposit (refundable) of Rs crore (Rupees one crore only). h. Manufacturer s Authorization form as per Format 8.9 wherever applicable i. Format 8.5 regarding Service Support Details during contract period. j. A full description of the Technical Solution and its compliance which should provide an acceptable solution as described in PART 6 Technical & Functional Specifications in the form of literature, drawing and data While submitting the Technical Bid, literature on the software / hardware if any, should be segregated and kept together in one section / lot. The other papers like Bid Security, Forms as mentioned above etc., should form the main section and should be submitted in one lot, separate from the section containing literature and annual accounts. Any Technical Proposal not containing the above will be rejected. The Technical Proposal should not contain any price information, such proposal will be rejected Documents comprising Price Bid Envelope should be prepared as per the Format in Part 7 as furnished in the Bidding documents duly signed by the Bidder and completed. Price bids containing any deviations or similar clauses will be summarily rejected The Bidder shall submit all three (Conformity to Eligibility Criteria, Technical Proposal and Price Bid) Envelopes simultaneously to the Bank at the address given above in Clause Bids are liable to be rejected if only one (i.e. Technical Proposal or Price Proposal) is received Please note to submit the non refundable bid amount of Rs. 50,000/- by means of a demand draft/pay order in a separate envelope while submitting the Bid. Bids are liable to be rejected if the same is not received. 4.6 Content of Bidding Document The products required, Bidding procedures, and contract terms are prescribed in the Bidding Documents. The Bidding Documents include: Part 1 - Request for Proposal (RFP) Part 2 - Disclaimer Part 3 - Eligibility Criteria Part 4 - Terms and Conditions of Contract (TCC) Part 5 - Scope of Work for CD outsourcing services Part 6 - Technical & Functional Specifications (TFS) Page 9 of 71

10 Part 7 - Price Bid (Indicative) Part 8 - Other Forms and Annexure The bidder is expected to examine all instructions, forms, terms and specifications in the RFP. Failure to furnish all information required or to submit a Bid not substantially responsive to the in every respect will be at the Bidder s risk and may result in the rejection of the Bid. 4.7 Amendment of Bidding Document At any time prior to the deadline for submission of Bids, the Bank, for any reason, whether, at its own initiative or in response to a clarification requested by a prospective Bidder, may modify the Bidding Document, by amendment Notification of amendments will be put up on the Bank s Website and will be binding on all Bidders In order to allow prospective Bidders reasonable time in which to take the amendment into account in preparing their Bids, the Bank, at its discretion, may extend the deadline for a reasonable period as decided by the Bank for the submission of Bids. 4.8 Bid Prices The prices indicated in the Price Schedule shall be entered in the following manner: a) The total price quoted should be inclusive of applicable taxes, duties, levies, charges, Road Entry Tax, Octroi etc., as also cost of incidental services such as transportation, insurance etc. but exclusive of Service Tax payable to Government Authorities. b) Price quoted in the Price Schedule as per the Format in Part 7 shall be valid for a minimum period of Contract Period (i.e. 7 years) from the date of signing of the Contract by the Vendor for the respective Bank Prices quoted by the Bidder shall be fixed during the period of the Contract and shall not be subject to variation on any account, including exchange rate fluctuations, changes in taxes, duties, levies, charges etc. A Bid submitted with an adjustable price quotation will be treated as non-responsive and will be rejected. In case of any new tax on the services rendered by the vendor being introduced subsequently, the cost will be borne by the Bank. Page 10 of 71

11 4.9 Bid Currency Bids are to be quoted in Indian Rupees only Bid Security The Bid Security amount is Rs crore (Rs. One crore only) The Bidder shall furnish, as part of its Bid, a Bid security amounting to Rs crore (Format 8.13). The Bid security is required to protect the Bank against the risk of Bidder s conduct, which would warrant the security s forfeiture The Bid security shall be denominated in Indian Rupees and shall be the form of a Bank guarantee issued by another Public Sector / Private Sector Bank in India, acceptable to the Bank, in the form as per Format 8.13 provided in the Bid, valid for forty-five (45) days beyond the validity of the Bid Any Bid not secured, as above, will be rejected by the Bank, as nonresponsive Unsuccessful bidders Bid Security will be discharged or returned as promptly as possible, but not later than sixty (60) days after the expiration of the period of Bid validity The successful Bidder s Bid security will be discharged upon the Bidder signing the Contract as per Format 8.10 and furnishing the Bank Guarantee as per Format The Bid security may be forfeited: a) if a Bidder withdraws or amends its Bid during the period of Bid validity specified by the Bidder on the Bid Form; or b) if a Bidder makes any statement or encloses any form which turns out to be false/incorrect at any time prior to signing of Contract; or c) in the case of a successful Bidder, if the Bidder fails; (i) to sign the Contract; or (ii) to furnish Bank Guarantee, 4.11 Period of Validity of Bids Bids shall remain valid for 180 days from the date of opening of the Bid. A Bid valid for a shorter period may be rejected by the Bank as non-responsive. Page 11 of 71

12 In exceptional circumstances, the Bank may seek the Bidders consent for extension of the period of validity. The request and the responses thereto shall be made in writing. The Bid security provided shall also be suitably extended. A Bidder may refuse the request without forfeiting its Bid security Sealing and Marking of Bids The Bidders shall seal one envelope each of Conformity to Eligibility Criteria, Technical Bid and Price Bid and the three envelopes shall be enclosed and sealed in one outer envelope. The Bidder should additionally submit soft copies of the Technical Bid documents & Specifications in the form of CD separately. The inner and outer envelopes shall bear the Project Name as under: For Conformity to Eligibility Criteria : "Installation of 4286 CDs in KARNATAKA and GOA Eligibility Criteria Ref: RFP dated For Technical Bid : " Installation of 4286 CDs in KARNATAKA and GOA Technical Bid Criteria Ref: RFP dated The Technical Bid should contain following (separately for each geographical area): a. Offer Letter as per Format 8.1 b. Non-Disclosure agreement 8.6 c. BG / Demand Draft for Bid Security for amount of Rs.1.00 crore. d. Bidder Organisation details as per format 8.3 along with enclosures for the information requested therein. e. Track Record of past operations as per Format 8.4. f. Technical Specification of CDs as per Part- 6 of this RFP. g. Certificate of Single Point Responsibility for all Sub-contracts for installation of CDS and Managed Services (Format 8.7). h. Undertaking of Scope of Work (Format 8.8) i. Manufacturer s Authorisation (Form 8.9) j. Any other document for the information required as per the terms of RFP. For Price Bid : Installation of 4286 CDs in KARNATAKA and GOA Price Bid (Indicative) Ref: RFP dated If the outer envelope is not sealed and marked, the Bank will assume no responsibility for the Bid s misplacement or premature opening Deadline for Submission of Bids Page 12 of 71

13 Bids should be received by the Bank at the address specified, no later than the date and time specified in the Invitation to Bid. Any Bid received after the deadline for submission of Bids prescribed, will be rejected and returned unopened to the Bidder The Bank may, at its discretion, extend this deadline for the submission of Bids by amending the Bid Documents, in which case, all rights and obligations of the Bank and Bidders previously subject to the deadline will thereafter be subject to the deadline as extended Opening of Technical Bid Technical Bids will be opened in the presence of authorized representatives of the bidders The Bidders names, withdrawals and the presence or absence of requisite Bid Security and such other details as the Bank, at its discretion, may consider appropriate, will be announced at the time of Technical Bid opening. No bid shall be rejected at bid opening, except for late bids, which shall be returned unopened to the Bidder Preliminary Examination The Bank will examine the Bids to determine whether they are complete, required formats have been furnished, the documents have been properly signed, and the Bids are generally in order The Bank may, at its discretion, waive any minor infirmity, non-conformity, or irregularity in a Bid, which does not constitute a material deviation The Bank will first examine whether the Bid and the Bidder is eligible in terms of Part 3 Eligibility Criteria Prior to technical evaluation, the Bank will determine the responsiveness of each Bid to the Bidding Document. For purposes of these Clauses, a responsive Bid is one, which conforms to all the terms and conditions of the Bidding Document without material deviations. Deviations from, or objections or reservations to critical provisions, such as those concerning Bid Security, Applicable Law, Bank Guarantee, Eligibility Criteria, Insurance, AMC and Force Majeure will be deemed to be a material deviation. Page 13 of 71

14 The Bank s determination of a Bid s responsiveness will be based on the contents of the Bid itself, without recourse to extrinsic evidence If a Bid is not responsive, it will be rejected by the Bank and may not subsequently be made responsive by the Bidder by correction of the non-conformity Technical Evaluation Bids of only those Bidders who have been found to be in conformity of the eligibility terms and conditions during the preliminary evaluation would be taken up by the Bank for further detailed evaluation. The Bidders who do not meet the eligibility criteria and all terms during preliminary examination will not be taken up for further evaluation The Bank may use the services of external consultants for technical evaluation The Bank reserves the right to evaluate the bids on technical & functional parameters including visit to inspect live site/s of the bidder and witness demos of the system and verify functionalities, response times, etc. The technical bids will be evaluated inter alia on the basis of the following key criteria: a) Certifications for the CD from the Vendor of the Banks ATM Switches. b) Ability of the proposed CDs to meet functional requirements outlined in this document. c) Compliance with technical specifications laid down in the RFP. d) Bidder /subcontractor's support facilities. e) Project management capabilities of the Bidder. f) Project management capabilities of the subcontractors, agents and partners of the Bidder. g) Bidder and his subcontractor's experience / expertise with respect to the scope of work laid down in the RFP. h) Availability of Managed Services Centre with a DR setup owned by the Bidder / sub-contractor and its capacity to take additional ATMs Bidders who fulfil all qualifications mentioned in Part 3 of Eligibility Criteria of this RFP are eligible to participate in this tender process Bank will evaluate the technical and functional specification of all the equipments quoted by the Bidder Bank reserves the right to waive any of the Technical and Functional Specification during technical evaluation if in the Bank s Opinion it is found to be Page 14 of 71

15 minor/deviation or acceptable deviation During evaluation of the Bids, the Bank at its discretion may ask a bidder for clarification of its bid. The request for clarification and the response shall be in writing, and no change in the price or substance of the bid shall be sought, offered or permitted Bidders may be called to give presentation of their solutions with its capabilities at their own cost, which will be taken into account for technical evaluation of the Bidders Reverse Auction Price bids submitted by only those Bidders whose bids are evaluated by the Bank as technically responsive will be opened. The commercial bids of all bidders not found eligible as per the requirements of this RFP will be returned to them unopened against acknowledgement The Reverse Auction process of bidding will be followed. Only the technically qualified bidders will be asked to participate in the reverse Auction, which will be conducted for this purpose. The business rules, term and conditions of the Reverse Auction process will be provided to the selected bidders in due course The L-1 bidder will be determined on the basis of the lowest price quoted in the Reverse Auction Contacting the Bank No Bidder shall contact the Bank on any matter relating to its Bid, from the time of opening of Price Bid to the time the Contract is awarded Any effort by a Bidder to influence the Bank in its decisions on Bid evaluation, Bid comparison or contract award may result in the rejection of the Bidder s Bid, including forfeiture of the Bid Money Award of Contract Criteria The Bank will award the Contract to the successful Bidder who has been determined to qualify to perform the Contract satisfactorily, and whose Bid has been determined to be responsive, and is the lowest price bid in the Reverse Auction. Page 15 of 71

16 No vendor can have more than 7 successful Bids across the country Bank s right To Accept Any Bid and to reject any or All Bids The Bank reserves the right to accept or reject any Bid /offer received in part or in full, and to cancel the Bidding process and reject all Bids at any time prior to contract of award, without thereby incurring any liability to the affected or Bidder or Bidders or any obligation to inform the affected Bidder or Bidders of the grounds for the Bank s action Banks reserves the right to reject any Bid on security and other considerations without assigning any reason Bank reserves the right to cancel the entire Bidding/procurement process at any stage without assigning any reason whatsoever Notification of Award Prior to expiration of the period of Bid validity, the Bank will notify the successful Bidder/s in writing or by , that its Bid has been accepted The notification of award will constitute the formation of the Contract Upon notification of award to the L1 Bidder, the Bank will promptly notify each unsuccessful Bidder and will discharge its Bid security After identification of L1 Bidder / multiple Bidders, each participating Bank will follow its internal procedure for necessary approvals and thereafter proceed with notification of award to L1 / Multiple Bidders as the case may be If the bidder is already L1 vendor in 7 Bids / Geographical clusters, he will not be notified as successful in further Bids / geographical clusters Order The order will be placed exclusively with the L-1 bidder. In case the Bank decides to terminate the contract (please refer to clause 4.38), the entire / unexecuted part of Purchase Order will be offered to the L-2 bidder provided the L-2 bidder is willing to match the L-1 price. If, however, the L-2 bidder is not willing to match the L-1 price, the order will be cancelled and fresh tender floated by the Bank. Page 16 of 71

17 4.23 Signing of Contract At the same time as the Bank notifies the successful Bidder that its Bid has been accepted, the Bank will send the Bidder the Contract Form as per Format Within 15 days from the date of receipt of the Form of contract, the successful Bidder shall sign and date the Contract and return it to the Bank Bank Guarantee The selected vendor will be required to submit to each participating bank a Bank Guarantee for an amount Rs.10000/- per CD for the entire contract period in the required format within 21 days from the Date of receipt of notification of Contract. The Guarantee will be discharged by the bank on satisfactory completion of the vendor s obligations The proceeds of the Bank Guarantee shall be payable to the Bank as compensation for any loss resulting from the Vendor s failure to complete its obligations under the Contract The Bank Guarantee shall be denominated in Indian Rupees and shall be issued by a Scheduled Commercial Bank in India (other than the concerned bank), acceptable to the Bank in the Format Failure of the successful Bidder to sign the contract and return it to the Bank within 21 days from the date of award of contract shall constitute sufficient grounds for the annulment of the award and forfeiture of the Bid security Publicity Any publicity by the Vendor in which the name of the Bank is to be used will be done only with the explicit written permission of the Bank Advertisement The Bank will have full advertising rites at all sites which shall contain publicity material of the Bank only and display important information to the customers. No third party advertising including that of Vendor shall be allowed at ATM sites Insurance It is the sole responsibility of the Vendor to obtaining adequate insurance cover for the CDs and accessories, UPS, AC and other infrastructure deployed, Cash in transit, Page 17 of 71

18 Cash in the CDs and Cash held in Vault of the CMA. The Vendor is responsible to reimburse the Bank the loss of Cash in transit, cash held in Vault of CMA without waiting for settlement of Insurance claim Service Level Agreement The selected Vendor shall enter into Service Level Agreement, containing all the Terms and Conditions of this tender including confidentiality, non-disclosure and penalty clauses, with the Bank for a period of 7 years from the date of signing of the Contract Use of Contract Documents and Information The Vendor shall not, without the Bank s prior written consent, disclose the Contract, or any provision thereof, or any specification, plan, drawing, pattern, sample or information furnished by or on behalf of the Bank in connection therewith, to any person other than a person employed by the Vendor in the performance of the Contract. Disclosure to any such employed person shall be made in confidence and shall extend only as far as may be necessary for purposes of such performance The Vendor shall not, without the Bank s prior written consent, make use of any document or information for purposes of performing the Contract Any document, other than the Contract itself, shall remain the property of the Bank and shall be returned (in all copies) to the Bank on completion of the Vendor s performance under the Contract, if so required by the Bank The successful Bidders shall submit a non-disclosure agreement as per Format 8.6 on non-judicial stamp paper of appropriate value before signing the contract Patent Rights In the event of any claim asserted by a third party of infringement of copyright, patent, trademark, industrial design rights, etc., arising from the use of the Goods or any part thereof in India, the Vendor shall act expeditiously to extinguish such claim. If the Vendor fails to comply and the Bank is required to pay compensation to a third party resulting from such infringement, the Vendor shall be responsible for the compensation to claimant including all expenses, court costs and lawyer fees. The Bank will give notice to the Vendor of such claim, if it is made, without delay. The Vendor shall indemnify the Bank against all third party claims. Page 18 of 71

19 4.31 Inspection The Bank reserves the right to carry out inspection by a team of Bank officials, of any of the existing live installations of the Vendor referred to in the Technical Bid or demand a demonstration of the solution proposed on a representative model in bidder s office Nothing stated hereinabove shall in any way release the Vendor any obligations under this contract Uptime Calculation Uptime is calculated as accessibility / availability of the CDs for all types of transactions (list of transactions mentioned in technical specifications) supported on the CD. Availability should be for the end customer and the customer should be able to perform all transactions (financial & non-financial) that are supported on the CD including generation of the receipt on completion of transaction, dispensing of cash of all denomination for which ATM is configured Availability of ATM Delivery Channel is of critical importance to the bank and therefore, it requires uptime availability, as detailed below, for each CD for a calendar month (excluding the month in which the CD is installed): The vendor will maintain a minimum uptime for CDs as detailed below: Urban centres (where overnight vaulting facility [OVF] is available) - 97% Urban centres (where OVF is not available) - 96% Semi-urban & Rural centres - 95% For the purpose of calculation of Uptime, the Bank will treat CD as Up if successful transactions are taking place reported in ATM Switch including business declines on cash withdrawals such as insufficient balance and wrong PIN entries but excluding suspected transactions Successful Transactions i. The Transaction will be treated as Successful, in case of transaction hitting the Switch but Cash dispensation/acceptance failure causes due to the reasons attributable to the Bank. ii. The Transaction will be treated as Unsuccessful in case of transaction hitting the Switch but Cash dispensation/acceptance failure causes due to the reasons attributable to the Vendor. Page 19 of 71

20 iii. A non financial transaction will be treated as successful only in case of hitting the transaction at Switch The following will be Standard Exclusions while calculating availability: i. A maximum of 10 hours per month for performance of Supervisory duties and Preventive Maintenance. This includes the time spend for cash loading at the ATMs. ii. Actual downtime due to Cash Out on account of non-supply of cash by the Bank. iii. Actual downtime on account of ATM Switch downtime iv. Force Majeure cases v. Non availability of connectivity for onsite ATMs vi. Core Banking Solution Host outages vii. Rural CDs going down between 9 pm to 7 am viii. Any other cause attributable to Bank s infrastructure ix. Downtime during night hours for rural sites. For example, if the month has 30 days i.e. 720 hours, 10 hours will be deducted for Supervisory Time, cash loading and Preventive Maintenance (assuming that there is zero downtime on account of non-supply of cash and the non-operation of Switch). Of the remaining 710 hours, the bidder has to ensure that the downtime does not exceed the limits specified in Clause above. However, in case of Rural CDs, as availability may be restricted to 14 hrs per day as detailed in item vii, an additional exclusion of 10 hrs per day (for 14 hrs per day, e.g. 06 am to 08 pm) will also be reckoned at the time of calculation of uptime Penalties For failure to ensure minimum availability per CD calculated on monthly basis, the penalty will be levied as under: Availability Urban with OVF Urban without OVF Semi-Urban & Rural below 97% 3% below 96% 5% 3% below 95% 7% 5% 3% below 94% 10% 7% 5% below 93% 12% 10% 7% below 92% 15% 12% 10% below 91% 17% 15% 12% below 90% 20% 17% 15% Page 20 of 71

21 For example, if the monthly bill for a particular CD in an Urban area with Overnight Vaulting Facility is Rs.20,000/- and the availability of the machine is 92.67%, it incurs a penalty to 12%. Accordingly, 12% of Rs.20000/-, i.e. Rs.2400/-, will be deducted for this particular bill The vendor will be eligible for relaxation in penalty during the initial period of 6 month of installation of CD. The penalty during this period will be levied as under: (i) (ii) (iii) For first 3 months- NIL From fourth to sixth month- 50% of the applicable penalty. Seventh month onwards- Full penalty Other Penalties a. The Vendor shall be charged penalty for Cash outs in any CD due to his lapse at the rate of Rs. 1,000/- per instance, per day. There will be no exclusions (other than standard exclusions) in this regard. However, for single currency cash out / one cassette cash out the CD may not be treated as Cash Out for the purpose of calculation of Penalty. This penalty will be concurrent with other penalties and the vendor will be required to pay only the amount which is higher. b. Whenever the vendor is required to produce DVSS images in case of disputed transactions but is unable to do so for any reason, the vendor will be liable to pay the disputed amount. c. In case of Preventive Maintenance not being carried out once in quarter and/or Pest Control/Anti-rodent measures not being carried out once in a year, a penalty of Rs. 500/- per instance per site will be levied. d. The Vendor will ensure to respond to Maintenance Service calls within the response times as set out below: i. For severe defects resulting in CD being completely non-operational ii. Within 2 hours within municipal city limit Within 4 hours beyond municipal city limits but upto 30 kms Within 6 hours beyond 30 km of the municipal limits For operational defects in CDs which are still functional and usable Within 4 hours within municipal city limit Within 6 hours beyond municipal city limits but upto 30 kms Within 8 hours beyond 30 km of the municipal limits Page 21 of 71

22 iii. For failures which are not critical Within 1 day within municipal city limit Within 2 days beyond municipal city limits but upto 100 kms Within 4 days beyond 100 kms of the municipal limits e. The Vendor will be given compensation/credit in the event of ATM Switch downtime of beyond 1 hour per month. The compensation/credit will be calculated pro rata based on the no. of daily average transactions of previous month for which invoice is raised by the Vendor For each of the downtime, there should be a base data, which captures the date and time of non-availability (the start date and time and also end date and time for each non-available reason). Reports should be generated automatically from the data based on scheduled tool. In cases of disputes on uptime, Bank will share its downtime details and Bank s decision will be final The available time for CDs in Rural areas may be restricted to 14 hrs (e.g. between 6 am to 8 pm) as per geographical conditions of the cluster/ area as per requirement of the Bank. (Bank has to specify exact timings) Operationalising the Services The Vendor shall be responsible for operationalising all the services stipulated under this RFP within 2 months from the date of placement of purchase order. The Vendor shall operationalise the CDs in a phased manner in consultation with the Bank Any delay in implementation / operationalisation beyond the target date will attract a penalty of Rs. 2,000/- per day per CD for number of days of delay The CD will be commissioned after the successful testing of the following On- Us/Off-Us transactions along with successful functioning of the DVSS: (i) Cash Withdrawal, (ii) PIN change, (iii) Balance Enquiry The vendor is required to supply the CDs with the specifications as detailed in the Part 6 of this RFP. However, if all specifications are not readily available, the vendor may i. Roll out CDs with UL-291 compliant safes, which must be UL-291 certified within 6 months from the date of awarding the contract Page 22 of 71

23 ii. Roll out CDs with 2 currency cassettes in rural area which must be upgraded to 4 cassettes within 6 months from the date of awarding the contract. The bank will, however, levy a Rs.1000/- per month per CD for default of each of the above stipulations separately, e.g. If CDs are rolled out without these two requirements, the vendor will be liable for a penalty of Rs.2000/- per CD per month from the 6 th month onwards for the default for (i) and (ii). There may be such vendors who fail to adhere to such stipulations beyond the stipulated period. All such vendors will be debarred from future contracts Termination of Contract The Consortium of banks reserves the right to cancel the entire / unexecuted part of Purchase Order at any time by without assigning appropriate reasons in the event of one or more of the following conditions: a) Non-satisfactory performance of the Vendor during implementation and operation. b) Failure to integrate / implement the project as per the requirements of the Bank. c) Serious discrepancies noted in the implementation of the project. d) Breaches in the terms and conditions of the Order. e) The average availability in three consecutive months of all the CDs taken together is less than 90%. f) The vendor or his contractors are found to be indulging in unfair practices/committing frauds. g) The general maintenance of the sites and equipment is poor and there is no improvement despite bringing it to the notice of the vendor. h) The vendor repeatedly defaults in payments of site rent, electricity and communication bills, statutory dues, other subcontractors, etc. i) The Bank suffers a reputation loss on account of any activity of the vendor. j) The vendor becomes bankrupt / insolvent. In this event, termination will be without compensation to the Bidder, provided that such termination will not prejudice or affect any right of action or remedy which has accrued or will accrue thereafter to the Bank In addition to the cancellation of purchase order, the Bank reserves its right to invoke the Bank Guarantee given by the bidder In case of breach of contract on part of the Vendor or the Bank, the affected party shall serve notice of breach on the other party. The party committing the Page 23 of 71

24 breach shall, within 90 days of service of such notice take adequate steps to remedy the breach, failing which the affected party may enforce performance in accordance with applicable clauses of the Agreement Upon breach of contract and after the expiry of the notice period, if the Vendor fails to improve the performance and/or, does not take steps to remedy the breach, the Bank will be compelled to initiate takeover of assets. Under such circumstances following will be applicable: a) The value payable by the Bank to the Vendor will be depreciated amount of the fixed assets like CD machine, UPS, AC, VSAT, etc. as on the date of notice. The applicable rate of depreciation would p.a. for the invoice value of fixed assets inclusive of taxes, calculated on straight line method. (However, the Vendor may apply its own depreciation rate and method for maintaining its books of accounts internally). b) All other clauses (a) to (d) mentioned in above are applicable in case of breach of contract also Review Meeting The participating banks together will hold a review meeting for each geographical cluster with the authorized representatives of the selected vendor periodically to review the project implementation and operation. In case of non satisfactory performance (refer to above), the successful bidder will be given time till the next review to improve the performance. If the Consortium is not still satisfied with the performance, bank reserves the right to terminate the contract, invoke the performance bank guarantee given by the vendor and award the remaining order to the L2 bidder provided he is willing to match the L-1 price. Performance reviews will be conducted at District level also by the identified local coordinator Force Majeure The Vendor or the Bank shall not be liable for default or non-performance of the obligations under the contract, if such default or non-performance of the obligations under this contract is caused by any reason or circumstances or occurrences beyond the control of the Vendor or the bank, i.e. Force Majeure. For the purpose of this clause, Force Majeure shall mean an event beyond the control of the parties, due to or as a result of or caused by act of God, wars, insurrections, riots, earth quake and fire, revolutions, floods, epidemics, quarantine restrictions, trade embargos, declared general strikes in relevant industries, satellite failure, act Page 24 of 71

25 of Govt. of India, events not foreseeable but does not include any fault or negligence or carelessness on the part of the parties, resulting in such a situation. In the event of any such intervening Force Majeure, either party shall notify the other in writing of such circumstances and the cause thereof immediately within five calendar days. Unless otherwise directed by the Bank, the Vendor shall continue to perform/render/discharge other obligations as far as they can reasonably be attended/fulfilled and shall seek all reasonable alternative means for performance affected by the Event of Force Majeure In such a case, the time for performance shall be extended by a period(s) not less than the duration of such delay. If the duration of delay continues beyond a period of 180 days, the Bank and the Vendor shall hold consultations with each other in an endeavor to find a solution to the problem. Notwithstanding above, the decision of the Bank shall be final and binding on the Vendor Jurisdiction All disputes would be subject to Indian laws and jurisdiction, and settled at courts in Bangalore Audit The vendor shall allow the Bank, its authorised personnel, its auditors (internal and external), authorised personnel from RBI / other regulatory & statutory authorities, and grant unrestricted right to inspect and audit the operations and records directly related to the services. In case any of the services are further outsourced/assigned/ subcontracted to other vendors, it will be the responsibility of the vendor to ensure that the authorities / officials as mentioned above are allowed access to all the related places, including that of CMAs vaults, for inspection and verification Indemnity The Vendor shall indemnify, protect and save the Bank against all claims, losses, costs, damages, expenses, action suits and other proceedings, resulting from any actions of the employees or sub-contractors, agents of the Vendor The Vendor shall indemnify, protect and save the Bank against all claims, losses, costs, damages, expenses, action suits and other proceedings, resulting from infringement of any law pertaining to patent, trademarks, copyrights etc. or such other statutory infringements in respect of all hardware and software used by them. Page 25 of 71

26 4.40 Compliance with Statutory and Regulatory Provisions It shall be the sole responsibility of the Vendor to comply with all statutory and regulatory provisions while delivering the services mentioned in this RFP Taxes and Duties The Vendor shall be entirely responsible for all applicable taxes, duties, levies, charges, license fees, road permits, etc. in connection with delivery of products at site including incidental services and commissioning The vendor must also ensure that all applicable laws framed by the Central Government, State Government and Local Bodies, including payment of applicable minimum Wages and all laws pertaining to contract employees/ labour laws are complied with while providing caretaker services. The vendor may have to execute an indemnity bond in favour of the Bank in this regard Providing clarifications/particulars/documents etc. to the appropriate tax authorities for assessment of tax, compliance with labour and other laws, etc will be the responsibility of the vendor at his cost Tax deduction at Source - Wherever the laws and regulations require deduction of such taxes at the source of payment, the Bank shall effect such deductions from the payment due to the Vendor. The remittance of amounts so deducted and issuance of certificate for such deductions shall be made by the Bank as per the laws and regulations in force. Nothing in the Contract shall relieve the Vendor from his responsibility to pay any tax that may be levied in India on income and profits made by the Vendor in respect of this contract Payment Terms and Rates Payment will be made by the Bank on monthly basis in arrears on aggregated basis within 15 days for the first six month and thereafter within 7 days on submission of invoices by the Vendor along with the monthly downtime reports and muster rolls Price will be quoted for Off-site CD. Bidders to note that 70% of the agreed price will be paid for On-site CDs Bidders to note that for successful non-financial transactions, per transaction payment will be of the price, applicable for both Onsite or Offsite CD as the case may be. Page 26 of 71