Request for Proposal (RFP) for Appointment of online Payment Gateway and Electronic Payment Service Provider for TSECL

Request for Proposal (RFP) for Appointment of online Payment Gateway and Electronic Payment Service Provider for TSECL TRIPURA STATE ELECTRICITY CORPORATION LIMITED September 2013 Single Stage Two Part Procedure RFP No: AGM (C&SO)/R-APDRP/PG&EPSP/2013/01 Dated the 24 th Sept 2013 The Last Date for Submission of RFP is 24-10-2013 (up to 3.30 PM)

DISCLAIMER This Tender Document (also referred as Request for Proposal or RFP ) is not an agreement and is not an offer or invitation by TSECL to any Bidder other than the one that qualifies based on evaluation of submitted bids. The purpose of this Tender Document is to provide information to the potential Bidders to assist them in responding to this Tender Document. Though this Tender Document is prepared with sufficient care to provide all required information to the potential Bidders, they may need more information than what has been provided. In such cases, the potential Bidder is solely responsible to seek the information required from TSECL, at his / her own cost. TSECL reserves the right to provide such additional information at its sole discretion. In order to respond to the Tender Document, if required, and with the prior permission of TSECL, the potential Bidder may conduct his own study and analysis, as may be necessary. TSECL makes no representation or warranty and shall incur no liability under any law, statute, rules or regulations on any claim the potential Bidder may make in case of failure to understand the requirement and respond to the Tender Document. TSECL may, in its absolute discretion, but without being under any obligation to do so, update, amend or supplement the information in this Tender Document. 1 P age

ACRONYMS USED IN THIS DOCUMENT Sl. No. Acronym Description 1. TSECL Tripura State Electricity Corporation Limited 2. EMD Earnest Money Deposit 3. PAN Permanent Account Number 4. PBG Performance Bank Guarantee 5. PGSP Payment Gateway Service Provider 6. RFP Request For Proposal 7. PGEPS Payment Gateway and Electronic Payment Services 8. PG&EPSP Payment Gateway and Electronic Payment Service Provider 2 P age

BID DATA SHEET EMD Cost of RFP Event Last date for submission of Bid Opening of Pre-qualification cum Technical bids Opening of Financial bids Contact Address Contact Number +91-381-2325345 / 2307433 Website www.tsecl.gov.in Target Date Rs. 10, 000 (Rupees Ten Thousand) to be submitted along with the Bid submission in the shape of Demand Draft from any Nationalized or scheduled bank guaranteed by Reserve Bank of India favouring TRIPURA STATE ELECTRICITY CORPORATION LIMITED payable at AGARTALA. Rs. 1,000/- (non-refundable) to be submitted along with the Bid submission in the form of Demand Draft in favour of Additional General Manager (C&SO), TSECL payable at SBI, TLAH Branch, Agartala from a nationalized / scheduled bank 24th Oct 2013, 03.30 PM 24th Oct 2013, 04.00 PM Shall be notified later Additional General Manager (C&SO), Commercial & System Operation, Bidyut Bhavan, TSECL, Agartala - 799001 3 P age

TABLE OF CONTENTS ACRONYMS USED IN THIS DOCUMENT... 2 BID DATA SHEET... 3 TABLE OF CONTENTS... 4 1. GENERAL INFORMATION... 6 1.1. Purpose of RFP... 6 1.2. Structure of RFP... 6 2. BID PROCESS... 7 2.1. Bidding Instructions... 7 2.1.1. Qualification Criteria... 7 2.1.2. Bid Security (EMD)... 8 2.1.3. Cost of RFP... 8 2.1.4. Bidder Inquiries and Responses... 9 2.1.5. Supplemental Information to the RFP... 9 2.1.6. Bid Preparation Cost... 9 2.1.7. Advice to Bidders... 9 2.1.8. Transferability of the RFP document... 9 2.1.9. Right to Terminate the Process... 9 2.1.10. Venue and Deadline for Submission of Proposals...10 2.1.11. Late Bids...10 2.1.12. Attachments with the Bid...10 2.1.13. General Guidelines on Submission of Bids...10 2.1.14. Bid Opening...11 2.1.15. Validity of Bids...11 2.1.16. Clarification of Offer...11 2.1.17. Hand written documents, Erasures or Alterations... 11 2.1.18. Cost & Currency...12 2.1.19. Language of Bids...12 2.1.20. Rejection...12 2.2. Bid Evaluation...12 2.2.1. Evaluation of Bid...12 2.2.2. Method for Evaluation L1 bidder... 13 3. SCOPE OF WORK... 15 4. SERVICE LEVEL AGREEMENT... 19 5. AWARD OF CONTRACT... 22 5.1. Award... 22 5.2. Contract... 22 5.3. Right to accept / reject any or All Proposals... 22 5 5.4. Notification of Award... 22 5.5. Signing of Contract... 22 5.6. Performance Bank Guarantee...22 5.7. Failure to agree with the Terms & Conditions of the RFP....23 6. PAYMENT TERMS... 23 6.1. Other Payment... 23 4 P age

7. OTHER TERMS & CONDITIONS... 23 7.1. Termination for Default...23 7.2. Termination for Insolvency... 24 7.3. Force Majeure... 24 7.4. Resolution of Disputes... 24 7.5. Arbitration... 25 7.6. Notices... 25 7.7. Confidentiality... 26 7.8. Governing Law and Jurisdiction... 26 7.9. General Terms & Conditions... 26 Annexure I: Format for Covering Letter... 28 Annexure II: Format for Financial Bid... 29 Annexure III: Format for Profile of Bidders... 30 5 P age

RFP NO: AGM (C&SO)/R-APDRP/PG&EPSP/2013/01 Dated the 24 th Sept 2013 1. GENERAL INFORMATION Additional General Manager (C&SO), TSECL, Bidyut Bhavan, Agartala, Tripura invites two-part sealed Proposal on behalf of TSECL from the resourceful and experienced Payment Gateway and Electronic Payment Service Provider for providing Payment Gateway and Electronic Payment Services for TSECL in R-APDRP project areas. 1.1. Purpose of RFP Tripura State Electricity Corporation Limited (TSECL) is taking special initiatives to offer easy and consumer friendly modes of collecting payments in respect of the electricity bills and other payments that are made to Tripura State Electricity Corporation Limited. In view of this, TSECL requires comprehensive online payment gateway services at its website for accepting electronic payments using credit cards, debit cards, net banking accounts and prepaid cards/wallets. In addition, with a view to extending the range of method and channels through which consumers can make payments, Tripura State Electricity Corporation Limited also wishes to extend standing instruction based collections on both Card and Bank accounts, and Electronic Bill Presentment and Payment (EBPP) services through banks and the same are clubbed together as part of this RFP. The objective of this RFP is to appoint an online Payment Gateway and Electronic Payment Service Provider who would provide electronic payment gateway services for consumers of Tripura State Electricity Corporation Limited for payment of electricity bills and other payments that are made to Tripura State Electricity Corporation Limited. This RFP is to detail out the Technical and other Requirements and provide General Instructions to the bidders for the said purpose. 1.2. Structure of RFP The Request for Proposal is broadly segregated into the following three sections: BID PROCESS This section provides eligibility criteria for bidders, general terms & conditions with respect to eligibility criteria, management of bid process, evaluation criteria and evaluation methodology. TERMS OF REFERENCE This section provides Introduction to the project, Scope of work and SLAs of the proposed engagement. GENERAL TERMS & CONDITIONS This section details the Terms & Conditions with respect to award of contract, payment schedule and general terms and conditions. 6 P age

SECTION I BID PROCESS 2. BID PROCESS 2.1. Bidding Instructions 2.1.1. Qualification Criteria The below is the qualification criteria for the vendors/agencies for the bid. The qualification criteria must be met for qualification of the bids. 1. The bidder should be a registered company under Companies Act, 1956 of India. 2. The bidder should have an annual turnover of Rs. 20 Crores or more in the last successive three Audited Financial years and should have declared profits in last three years. 3. Bidder should be authorized by Reserve Bank of India (RBI) to provide Electronic Payment Aggregation Services. 4. Bidder should have been providing (Currently running as on date of publishing of the RFP) similar services to at least Fifty (50) large institutions covering government/public sector undertakings out of which a minimum ten (10) should be Electricity Companies/organizations. Performance certificates/citations confirming the same must be enclosed. 5. Bidder should have been providing (Currently running as on date of publishing of the RFP) similar services to at least 1 (one) Government/Govt. UT organizations in the North Eastern region of India. 6. Bidder should be able to provide following services: i) Online Payment Gateways services covering acceptance of a) Credit Cards [Visa, Master Card, Amex & Diners] b) Debit Cards [Visa/ Master/ Maestro/ Rupay] c) Internet Banking based debit to banks accounts, covering at least Forty (40) Banks of which a minimum Twenty (25) should be Public Sector Banks d) Prepaid Cards / Wallets; e) IMPS payment option on internet ii) Electronic Bill Presentment and Payment Services through the retail banking channels. Bidder should have relevant business arrangement with at least 30 Banks s including of which at least ten should be Public Sector Banks. iii) Standing Instruction on bank account and Credit Card Services be able to provide acceptance of Visa, Master Card, American Express & Diners Cards iv) Electronic Clearance System Services to be able to provide services of recurring debits to bank accounts for consumer payments. Bidder should be a registered user with the RBI for processing ECS Debit transactions. Bidder should have valid contracts with all the partners prior to the date of issue of RFP. 7 P age

Certifications from the respective partners are required to be enclosed. Contract expiry dates for various partners be mentioned. 7. The bidder should have at least one globally accepted certification for information security like VeriSign etc 8. The bidder shall be certified for PCI DSS (Payment Card Industry Data Security Standard) company and shall have ISO 27001 like certification for information security management. 9. The bidder should not be joint venture/joint bidding company and should be exclusively associated with providing Online Payment Gateway services and e-payments. 10. The Bidder shall have valid PAN, Sales Tax (if applicable) and Service Tax Number. 11. Even though the Bidder s meet the above qualifying criteria, they are subject to be disqualified in case of following conditions: (a) The Bidder is in litigation with TSECL (b) The Bidder has made any false representation in the forms, statements and attachments submitted in proof of the pre-qualification requirements. (c) The Bidder has a record of poor performance such as abandoning of any allotted project, inability to complete any allotted project, delay in completion of any allotted project etc. (d) The Bidder has been black listed by any Government or its organizations. An undertaking to this effect (points 1 to 10 mentioned above) is required from the Bidder. If at a later stage it is found that any Bidder has wrongly certified, the bidder shall be liable for action under the Criminal law. NOTE: Documentary proof for all the above criteria has to be invariably enclosed failing which the bid shall be liable for rejection. 2.1.2. Earnest Money Deposit (EMD): The bidder shall be required to deposit Earnest Money of Rs. 10, 000 (Rupees Ten Thousand) in the shape of Demand Draft from any Nationalized or scheduled bank guaranteed by Reserve Bank of India favouring TRIPURA STATE ELECTRICITY CORPORATION LIMITED payable at AGARTALA along with the bid in a separate sealed envelope. EMD will not be received in cash or currency notes or cheques or in the shape of NSC or government bonds. EMD of unsuccessful bidders shall be refunded. For the successful bidder the earnest money deposited is adjustable with Contract Performance Guarantee. BID NOT ACCOMPANIED WITH REQUISITE BID EARNEST MONEY IN A SEPARATE SEALED ENVELOPE SHALL NOT BE ENTRTAINED AND SHALL BE RETURNED TO THE BIDDER WITHOUT BEING OPENED. 2.1.3. Cost of RFP: The RFP documents are available online (www.tsecl.gov.in) and can be downloaded by the interested bidders however, while submitting the bid, the bidder will have to pay an amount of INR 1,000 (Rupees One Thousand only) towards the cost of RFP and the same is non-refundable. This payment should be made in the form of separate demand draft in favour of Additional General Manager (C&SO), TSECL, payable at Agartala. 8 P age

2.1.4. Bidder Inquiries and Responses The mode of delivering written questions to the aforementioned contact would be through email only with subject line as RFP online Payment Gateway and Electronic Payment Service Provider for TSECL. The bidders shall send their queries at the following email address: ad_comm@rediffmail.com In no event will the TSECL be responsible for ensuring that bidders inquiries have been received by the TSECL. The TSECL will endeavor to provide a timely response to all questions. TSECL would provide information to the extent it is currently available to the best of the knowledge of the TSECL team. The responses will be communicated through email only. 2.1.5. Supplemental Information to the RFP If TSECL deems it appropriate to revise any part of this RFP or to issue additional data to clarify any provisions of this RFP, it may issue supplements to RFP. Copies of such supplements will be provided to all the buyers of this RFP. The amendments shall be also published on the website (www.tsecl.gov.in). Prospective bidders are advised to periodically browse this website to find out any further corrigendum / addendum / notice published with respect to this RFP. All such supplements shall be part of the RFP and the bidders shall submit their bids on that basis. TSECL makes no representation or warranty as to the completeness or accuracy of any response, nor does the TSECL undertake to answer all the queries that have been posed by the bidders. 2.1.6. Bid Preparation Cost The bidder will be responsible for all costs incurred in connection with the participation in this process, including, but not limited to, costs incurred in conduct of informative and other diligence activities, participation in meetings/ discussions/ presentations, preparation of proposal, in providing any additional information required by TSECL to facilitate the evaluation process, and in negotiating a definitive Service Agreement and all such activities related to the bid process. Further, no reimbursable cost may be incurred in anticipation of award of contract. 2.1.7. Advice to Bidders Bidders are advised to study this RFP document carefully before participating. It shall be deemed that submission of Bid by the bidder has been done after their careful study and examination of the RFP document with full understanding to its implications. 2.1.8. Transferability of the RFP document This RFP document is non transferable 2.1.9. Right to Terminate the Process i) The TSECL may terminate the bidding process at any time without assigning any reason. The TSECL makes no commitments, express or implied, that this process will result in a business transaction with anyone. 9 P age

ii) This RFP does not constitute an offer by TSECL. The TSECL may invite the bidder for further discussions and negotiation towards the process of selection. The commencement of such negotiations does not, however, signify a commitment by TSECL to execute a contract or to continue negotiations. The TSECL may terminate negotiations at any time without assigning any reason. 2.1.10. Venue and Deadline for Submission of Proposals i) Proposals must be submitted to the TSECL at the address specified below: Additional General Manager (C&SO), Commercial Venue & System Operation, Bidyut Bhavan, TSECL, Agartala - 799001 Contact Number +91-381-2325345 / 2307433 Late Date of Submission of Bids 24 th Oct 2013, 03.30 PM ii) The TSECL may, at its discretion, extend the deadline for submission of bids by issuing an Addendum or by intimating all bidders who have been provided the bid documents, in writing or by facsimile or through email in which case all rights and obligations of the proposed project and the bidders will thereafter be subject to the deadline as extended. 2.1.11. Late Bids Bids received after 03.30 PM on 24 th Oct 2013 for any reason whatsoever, shall automatically stand rejected. 2.1.12. Attachments with the Bid The Bidder shall submit with its proposal, inter alia, the following attachments: i) Qualification compliance and required documents as mentioned in Section 2.1.1 of this RFP. ii) EMD in prescribed format as mentioned in this RFP. iii) Cost of RFP in prescribed format as mentioned in this RFP. iv) Bidder s profile (refer Annexure III for Format) 2.1.13. General Guidelines on Submission of Bids i) Bid to be submitted in three separate envelopes: - (a) EMD (b) Pre-qualification cum Technical Bid and (c) Financial Bid (refer Annexure II for Format). All envelopes should be properly mentioned on the cover EMD, Pre-qualification cum Technical Bid and Financial Bid. ii) For covering letter and financial bid refer Annexure I and II for Format iii) The bid documents should be submitted in a sealed cover both in hard copy as well as soft copy. iv) The outside of the package must clearly indicate the name of the project, the bidder s name and address, and the names of primary and secondary contact persons. Failure to adequately address the outside of a package could cause a bid to be misdirected or to be received at the required destination after the deadline. v) The TSECL will not accept delivery of bid by fax or e-mail. Bid received by fax or email shall be treated as defective, invalid and rejected. 10 P age

vi) The original and copies of the bid (Pre-qualification cum Technical Bids and Financial) each consisting of the documents listed in instructions and proposal cover letters, shall be typed in indelible ink and shall be signed & stamped on each page by the bidder or a person /persons duly authorized. 2.1.14. Bid Opening i) There will be two bid-opening events (a) for Pre-qualification cum Technical Bids and (b) for the Financial Bids. ii) TSECL will open Pre-qualification cum Technical Bids and list them for further evaluation. The Financial Bid covers shall not be opened until the evaluation of the Pre-qualification cum Technical Bid is complete. iii) After evaluation of Qualification cum Technical Bids, the financial bid of only those bidders, who qualify in Pre-qualification cum Technical Bids Evaluation, will be opened. iv) All the proposals will be opened in presence of the bidders or their representatives, if present at the time of bid opening. However, if there is no representative of the bidder, TSECL shall still go ahead and open the bids. Total transparency will be observed while opening of proposals. TSECL reserves the right at all times to postpone or cancel a scheduled bid opening. The venue and date of opening of the proposal is as below: Venue Additional General Manager (C&SO), Commercial & System Operation, Bidyut Bhavan, TSECL, Agartala - 799001 Contact Number +91-381-2325345 / 2307433 Opening of Qualification cum Technical Bid 24th Oct 2013, 04.00 PM Opening of Financial Bid Will be notified later In the event of the specified date of bid opening being declared a holiday, the bids shall be opened at the appointed time and location on the next working day. 2.1.15. Validity of Bids i) The pre qualification, technical and financial bids shall be valid for a period of 180 days or Six (6) months from the closing date of submission of the proposals. ii) A proposal valid for a shorter period may be rejected as non-responsive. On completion of the validity period, unless the bidder withdraws his proposal in writing, it will be deemed to be valid until such time that the bidder formally (in writing) withdraws his proposal. iii) TSECL may solicit the bidder's consent for an extension of the validity period for the bids. The request and the responses thereto shall be made in writing to TSECL. However, TSECL reserves the right to take any decision in this regard. 2.1.16. Clarification of Offer To assist in the scrutiny, evaluation and comparison of offers, TSECL may at its discretion, ask some or all bidders for clarification of their offer. The request for such clarifications and the response will necessarily be in writing. 11 P age

2.1.17. Hand written documents, Erasures or Alterations The offers containing erasures or alterations will not be considered. There should be no hand-written material, corrections or alterations in the offer. Filling up of the information using terms such as as given in brochure/manual is not acceptable. TSECL will treat offers not adhering to these guidelines as unacceptable. 2.1.18. Cost & Currency The offer must be made in Indian Rupees only. Taxes and levies as applicable at the time of submission of bids to be mentioned separately. 2.1.19. Language of Bids The bids and all correspondence and documents shall be written in English. All bids and accompanying documentation will become the property of the TSECL and will not be returned. 2.1.20. Rejection a) The bids are liable to be rejected in the following cases or in case bidder fails to meet the bidding requirements as indicated in this RFP: i) Proposal is not accompanied by EMD. ii) Proposal not submitted in accordance with this document. iii) During validity of the proposal, or its extended period, whichever the case, the bidder increases his quoted prices iv) The bidder qualifies the proposal with his own conditions. v) Proposal is received in incomplete form. vi) Proposal is not accompanied by all requisite documents. vii) Information submitted in technical proposal is found to be misrepresented, incorrect or false, accidentally, unwittingly or otherwise, at any time during the processing of the contract (no matter at what stage) or during the tenure of the contract including the extension period if any. viii) Financial proposal is enclosed with the same envelope as technical proposal. ix) Bidder tries to influence the proposal evaluation process by unlawful means at any point of time during the bid process. x) In case any one party submits multiple proposals or if common interests are found in two or more bidders, the bidders are likely to be disqualified, unless additional proposals/bidders are withdrawn upon notice immediately. xi) Financial Bid is not submitted in prescribed format (Annexure-II). xii) More than one rate quoted for a single item in the financial bid. xiii) Rates are not quoted both in figure and words. b) Bidders may specifically note that while evaluating the proposals, if it comes to TSECL knowledge expressly or implied, that some bidders may have compounded in TSECL, any manner whatsoever or otherwise joined to form an alliance / cartel then the bidders so involved are liable to be disqualified for this contract as well as for a further period of two years from participation in any of the RFPs floated by TSECL. 2.2. Bid Evaluation 12 P age

2.2.1. Evaluation of Bid A Two-part Bid System shall be followed for the bid evaluation. The first part would be a pre-qualification criteria and technical evaluation. Second part would be a commercial/ financial evaluation. The details of evaluation have been explained below. i) Technical evaluation against qualification criteria: The first stage of evaluation would involve examination of the bid documents of each of bidders against the qualification criteria set out. This is to ensure that the technical skill base, experience and financial capacity and other bidder attributes claimed therein are consistent with the needs of this project. These conditions have been listed down under the section Qualification Criteria. TSECL may ask bidder (s) for additional information, visit to bidder s site and/or arrange discussions with their professional, technical faculty to verify claims made in bid documentation. Please note that the technical proposal must NOT contain any pricing information. ii) Financial evaluation: The financial bids of only those bids that meet each of the qualification criteria mentioned would be opened for financial evaluation. The financial evaluation will take into account the information supplied by the Bidders in the financial proposal, and the same shall be evaluated in accordance with the evaluation criteria specified in this RFP. The financial evaluation would be based on L1 as described in this RFP i.e. the bidder with the least financial quote shall be eligible for award of contract. Please note that the financial bid should not be conditional and no technical information should be provided along with the financial proposal. Note: A substantially responsive Bid is one, which conforms to the requirements, terms, conditions and specifications of the Request for Proposals without material deviation. A material deviation is one which affects in any substantial way the functionality, scope, quality, or performance of the Deliverables, or which limits in any substantial way, inconsistent with the Request for Proposals, department s rights or the Bidder's obligations for, performance of the Project and the rectification of which deviation would affect unfairly the competitive position of other Bidders presenting substantially responsive Bids. TSECL may waive any minor informality or non-conformity or irregularity in a Bid, which does not constitute a material deviation, provided such a waiver does not prejudice or affect the relative ranking of any Bidder. 2.2.2. Method for Evaluation L1 bidder The methodology used for evaluating bidders (who qualify in technical proposal) based on the rates quoted by them in their financial bid shall be as follows, which is final and binding to all bidders. TSECL shall not entertain any queries on its evaluation methodology for L1 bidder. The formula which will be used for arriving at the L1 rates from among the various bids would be as here under: (A+100*B+100*C+1*D+1*E+100*F+1*G+1*H+100*I) = X Where:- A is the flat rate quoted for Set up Charges (One Time), 13 P age

B is the rate in percentage quoted for Credit cards C is the rate in percentage quoted for Debit Card D is the flat rate quoted for Internet Banking in Rs. per transaction. E is the flat rate quoted for IMPS in Rs. per transaction F is the rate in percentage quoted for Cash Card /Wallet G is the flat rate quoted for EBPP in Rs. per transaction H is the flat rate quoted for ECS in Rs. per transaction I is the flat rate quoted for SI on Card The bidder for which X is lowest shall be deemed as the L1 bidder. Note- In case of a tie, the bidder with maximum no. of bank partner s s will be considered as L1 bidder. In case, if there is a Tie here also, then the Bidder who has quoted lower for the D rate i.e. rate for Internet Banking (flat rate) would be declared the L1 Bidder. However the L1 rates as arrived after evaluation of the financial bid as per procedure outlined above need not be accepted by TSECL outright. Negotiations with the L1 bidder could be done for finalizing the rates at which the contract would be awarded to the PG&EPSP. i) The bid should be comprehensive and inclusive for all the services to be provided by the bidder as per scope of his work. The payments would be made to selected bidder on the basis of the following bid and further negotiations between the TSECL and the bidder only. No separate payment shall be made for services that are to be delivered by the vendor as part of his scope of work for this project. ii) The prices quoted shall be inclusive of all taxes, duties and statutory payments incident upon the bidder but exclusive of service taxes. The prices shall be firm for entire duration of the contract. Once the prices have been quoted to TSECL, no change / modification will be entertained for any cause whatsoever (including changes in regulation, tax and duty structure etc.). The prices once provided by the bidder will be valid for the entire period of validity of the bid as defined in the bid document. iii) Any revision (increase or decrease) in the rates of taxes, duties, charges and levies other than service tax at a later date and during the tenure of the bid will be to the account of the bidder. iv) The vendor shall be responsible for the costs towards travel/stay, daily allowance or any other allowances with respect to their staff deployed with respect to the execution of this project before or after the award of the contract. The bidder having the lowest bid would be invited for negotiations for award of project by the TSECL. Bidder should quote as per format (Price schedule) given in Annexure II. 14 P age

SECTION II TERMS OF REFERENCE 3. SCOPE OF WORK The objective of the RFP is to select a service provider that will provide e-payment gateway solution available for integration with all applications / services of TSECL under R-APDRP (Part-A) and may also be extended to Non-R-APDRP. i) Description of service: (a) The Bidder should therefore be able to offer the following services: Online Payment Gateway Services: Should allow users/consumers to make payments using any (i) Visa, MasterCard or American Express or Diners Credit Cards (ii) Debit Cards (iii) Online Net Banking accounts or (iv) Cash Cards Electronic Bill Presentment and Payment Services: Should allow users/consumers to make payments using the Bill Payment services offered by their banks Electronic Clearance System: Should allow users/consumers to make payments by setting up a standing instruction for debit to their bank account. Standing Instruction on Credit Card: Should allow users/consumers to make payments by setting up a standing instruction for charge to their credit card [Visa, MasterCard or American Express or Diners Credit Cards] (b) Bidder as an aggregator is required to provide the above services to facilitate electronic payment services. Bidder should directly have tie ups with Credit Card Payment Gateway (s) and respectively with related banks for offering the above facilities. In terms of these arrangements the Bidder s role is to maintain tie-ups, create interface with various Banks and manage the entire backend operations of such services. These include entering into agreements with banks /movement of data and reconciliation of such data against payments. (c) Bidder should be able to integrate with the existing systems of Tripura State Electricity Corporation Limited and provide daily MIS as per the requirements of Tripura State Electricity Corporation Limited. (d) Bidder should provide funds collected in the designated bank account of Tripura State Electricity Corporation Limited as per the process and timelines specified by RBI for Payment Collection through Aggregators. The desired workflow for the various services is broadly described below: Payment Gateway: i) The Consumer logs into and accesses the Payment Gateway facilities to pay online, real-time. The Consumer can view his payment amount at the website and then proceed to make the payment. ii) Upon successful completion of the process the consumer is then guided to Online Payments page where he is presented with option of making a an Online Payment using a Credit Card or a Debit Card / Bank Gateway service/ Cash Card gateway iii) The consumer then selects his preferred option of making the payment (i.e. through the Credit Card / Debit Card /Net Banking / Cash Cards, Wallets). iv) If the consumer chooses the Credit/Debit Card mode of payment, then it will open up the relevant Card Gateway section, where he enters the required validation details (card number, expiry date, verification 15 P age

number etc) v) In case the consumer chooses the Net Banking Mode of payment, then it will open up the gateway section of the relevant bank where he enters the requisite validation details (Net banking User ID and Password etc) vi) In case the consumer chooses the Prepaid card /Wallet Mode of payment, then it will open up the gateway section of the relevant prepaid card/wallet provider where he enters the requisite validation details (Card User ID and Password etc) vii) On successful validation, the Consumer s account is checked for balance availability and the transaction is either successfully processed or rejected. The consumer is intimated of the same instantly and an electronic acknowledgement is displayed which will display his payment confirmation number. Simultaneously data is transmitted electronically to Tripura State Electricity Corporation Limited intimating the success/failure of the transaction. viii) The money collected from the successful transactions will be pooled into the designated collection account of Tripura State Electricity Corporation Limited maintained with the identified bank. These monies will typically be made available to Tripura State Electricity Corporation Limited within two (2) working days of the payment by the consumer, post reconciliation and aggregation. ix) Bidder will reconcile the money collected against the payment transactions conducted by the consumers and provide consolidated payment information to Tripura State Electricity Corporation Limited in a format/ frequency desired by Tripura State Electricity Corporation Limited. EBPP Services a. These services should enable the consumer to make payments through the Bill Payment service offered by their Bank or card institution b. Consumer should be able to avail the service by utilizing the bill payment facility offered by their bank/institution through various channels offered by respective banks/institution (viz. Internet Banking, ATM Banking, Phone Banking etc) c. Where consumers are registered through their banks/institutions for such services, the Bidder shall collect such details as may be specified by Tripura State Electricity Corporation Limited and submit them to the Tripura State Electricity Corporation Limited. d. Based on such details Tripura State Electricity Corporation Limited will provide bill data on a regular basis to the Bidder of such registered consumers, for the Bidder to in turn push it onto the bank/institution channels. e. Banks may also allow payments to be made by their consumers without any specific registration requirements. f. In respect of all payments made through this facility, the Bidder shall aggregate the information/money from the various banks/institutions, consolidate them and submit to Tripura State Electricity Corporation Limited in the format specified by the Tripura State Electricity Corporation Limited. g. The money collected from the successful transactions will be pooled into the designated collection account of Tripura State Electricity Corporation Limited maintained with the identified bank. These monies will typically be made available to Tripura State Electricity Corporation Limited within two (2) working days of the payment by the consumer, post reconciliation and aggregation. These services will be provided through Bidder and through the various Partner banks that avail the Bidder s EBBP Service 16 P age

ECS PAYMENTS a. The ECS services would be driven by the Tripura State Electricity Corporation Limited and made available to the Consumers at Agartala or such other locations where the RBI ECS Service is available. b. The application forms for the ECS facility shall be made available and distributed to the consumer by the Tripura State Electricity Corporation Limited. c. Consumers will need to fill in the relevant bank details, sign the form, gets it verified by their banks and drop it at any Tripura State Electricity Corporation Limited locations or alternately mail it to the address specified by the Tripura State Electricity Corporation Limited. In case the Forms are not verified by the Consumer s Bank, Bidder will lodge the mandates with the Bank. d. Bidder will process the registrations and enroll the consumer for the facility and update the back-end systems accordingly. e. Thereafter, every cycle, Bidder shall collect from Tripura State Electricity Corporation Limited the summary details and amount due of such registered consumer and initiate the process for debit to their designated bank accounts. f. Bidder shall process the transaction through RBI s ECS mechanism and shall provide Tripura State Electricity Corporation Limited with reconciled information on the payments. g. On receipt of clear funds from the ECS processing the money shall move to the Tripura State Electricity Corporation Limited as per RBI settlement process. h. In the event of any unsuccessful transactions, (i.e. where the consumer s bank fails or rejects the transactions due to insufficient funds etc.), Bidder shall make the information available to Tripura State Electricity Corporation Limited Standing Instruction on Card (SI on Card) a. The SI on Card services would be driven by the Bidder or Tripura State Electricity Corporation Limited and made available to the Consumers. b. The application forms for this facility shall be made available and distributed to the consumer by the Bidder on their channels and by Tripura State Electricity Corporation Limited at their outlets. c. Consumers will need to fill in the relevant Card details, sign the form, and provide it to the Bidder /Tripura State Electricity Corporation Limited locations. d. Bidder will process the registrations and enroll the consumer for the facility and update the back-end systems accordingly. e. Thereafter, every cycle, Bidder shall collect from Tripura State Electricity Corporation Limited the summary details and amount due of such registered consumer and initiate the process for debit to their designated card accounts. f. Bidder shall process the transaction through the Visa /Master /American Express /Diners systems or directly through alternate processing mechanism and shall provide Tripura State Electricity Corporation Limited with reconciled information on the payments. g. On receipt of clear funds from the ECS processing the money shall move to the Tripura State Electricity Corporation Limited as per RBI settlement process. h. In the event of any unsuccessful transactions, (i.e. where the consumer s bank fails or rejects the transactions due to insufficient funds etc.), Bidder shall make the information available to Tripura State Electricity Corporation Limited 17 P age

ii) The successful bidder will be bound to provide payment gateway for all such services at no extra cost to TSECL. The successful bidder though would continue to charge on as per the agreed upon payment quotes. iii) The website of TSECL (or any other site as directed by the TSECL) would facilitate e-payment by providing redirection to end users. The user/consumer shall be redirected to the web page/url specified by the PGSP and process the user s request regarding service opted by the user from among various services offered by the TSECL. After the process the end user shall be redirected back to the TSECL s website (or any other site as directed by the TSECL) with relevant transaction details. iv) Redirection of end users from the TSECL s website (or any other site as directed by the TSECL) to the PGSP web page over a secure encrypted channel is the main responsibility of the PGSP, and that is done over two steps: a. Creation of the redirection string b. Redirecting end users to the PGSP and then back to the TSECL s website v) The payment service must offer SSL (Secure Sockets Layer) for transaction security. vi) Integration between the website and PGSP will be done by the TSECL in consultation with the PGSP. PGSP would provide all necessary supports in the form of API etc. for the integration. vii) Generate authenticated receipts as proof of transactions. An automated generated receipt of the payment through e-mail Or/and SMS should also be sent to the payer. viii) Providing an active message to the user / consumer indicating that a transaction has been either accepted or rejected. ix) At all times, making available the option for a user / consumer to stop the information gathering and transaction process. x) Allowing the consumer to review charges before final submission. Show PGSP s transaction charges, if any, separately from TSECL charges. xi) Allowing the user / consumer to try a different card number/payment mode if a transaction is rejected. xii) Any payment made with a credit or debit card or via a payment Service must first be authorized by the card issuing authority. The Service must afford a secure link between TSECL s user / consumer and credit card processor to avoid fraudulent transactions. The secure line should also ensure fast and efficient transaction processing. All guidelines issued from time to time from RBI upon internet banking and related security issues including transaction on Mobile, VISA, Debit Cards etc. shall be mandatorily binding on the PGSP and they are supposed to keep themselves updated about them. xiii) The service provider shall have to necessarily debit the user / consumer s account and credit to the TSECL s designated accounts on instantaneous basis during such transactions. 18 P age

All settlement of monies by PG&EPSP will be as per applicable RBI guidelines in this regard. xiv) Financial systems shall have the ability to itemize separately the TSECL charges and the PG&EPSP fees (all inclusive). xv) Administrator access should be provided to the designated TSECL personal for viewing information on payments and relevant MIS reports. MIS reports should be provided as required by TSECL. xvi) The PG&EPSP would be responsible for reconciliation of the all the transactions on daily basis. xvii) The report on each transaction should clearly state a. Name of person / organization money received from b. Money received towards (Electricity Charges, other charges etc) c. Amount received and date d. Payment Status (Accepted / Rejected etc.) and reason for rejection is applicable. xviii) The PG&EPSP would provide a 24X7 call centre support to the consumers of TSECL who are the users of the system or who wish to make online payments. xix) All payment related issues should be directly handled by the PG&EPSP and issues should be resolved with the given SLAs. A monthly MIS report should be submitted to the TSECL on the consumer issues count, pending issues and resolved issues. xx) The PG&EPSP would be solely responsible for implementation of all guidelines issued from time to time from RBI for various e-payment services. 4. SERVICE LEVEL AGREEMENT The purpose of this service level agreement (hereinafter referred to as SLA) is to clearly define the levels of service to be provided by the successful bidder to TSECL for the duration of this contract. SLA defines the terms of the successful bidder s responsibility in ensuring the timely delivery of the deliverables and the correctness of the same based on the agreed Performance Indicators as detailed in the Agreement. This section defines various service level Indicators which will be considered by TSECL in the SLA with successful bidder. The successful bidder has to comply with all SLAs defined below to ensure adherence to project timelines, quality and availability of services. Note: Penalties shall not be levied on the successful bidder in the following cases: The non compliance to the SLA has been solely due to reasons beyond the control of the bidder i.e. Net-banking services of a given bank have been impacted all over the country / region. There is a force majeure event affecting the SLA which is beyond the control of the successful bidder i) The payment gateway has to be integrated with the TSECL s application in not later than 10 working days. This time is from the instant a formal communication has been sent by TSECL to the successful bidder till the time the payment gateway is integrated with the application and is ready for fund transfer. 19 P age

Penalty at the rate of Rs.25, 000 for every week s delay shall be levied on the successful bidder. This shall be deducted from the PBG submitted. The successful bidder shall replenish the PBG with the amount equal to the penalty levied in not later than 10 working days from the day of levy of penalty. ii) The payment gateway solution has to be up for at least 99.8% of the time for 24 x7 periods. The measurement would be done every calendar month per application integrated with the payment gateway solution. The successful bidder should share this uptime report clearly stating the uptime in percentage with all the departments whose applications have been integrated with the payment gateway system. This report should be shared within the first 5 working days of every calendar month through email. Penalty at the rate of Rs.25, 000 for every 0.1% deviation from the SLA requirement. This shall be deducted from the PBG submitted. The successful bidder shall replenish the PBG with the amount equal to the penalty levied in not later than 10 working days from the day of levy of penalty. iii) The payment gateway service should facilitate multiple users making transactions from various locations at a single point of time. iv) Service unavailability resulting from loss of network availability can be excluded from service availability calculations, if the network availability loss is caused by any factors beyond the PG&EPSP s control, such as natural disasters, IP transit provider or end user's portion of the network failure the same shall not be counted as downtime. v) PG&EPSP shall retain authorization logs, non-repudiation logs and transaction records for the entire period of contract. vi) All records shall be kept in accordance with generally accepted accounting procedures. All procedures shall be in accordance with central, state and local laws. vii) PG&EPSP shall certify that online financial transactions shall be based on secure data transmission and a standard public-and-private key encryption system that encrypts the user s submission of private financial data before it leaves their web browser. The data must remain encrypted throughout transmission until it s safely received at the intended server where it is decrypted and processed. The required licenses shall be the at the cost of the PGSP. viii) PG&EPSP shall ensure that appropriate security measures are put in place to protect TSECL s internal systems from intrusions and other attacks while conducting e-payment transactions, whether internal or external, e.g., message interception, tampering, redirection, or repudiation or while pulling data from or pushing data into TSECL server. ix) PG&EPSP shall ensure compliance with international information security standards and best practices. x) Any information and/or data obtained by the PG&EPSP from TSECL or Consumer of TSECL shall be stored in a place physically secure from access by unauthorized persons. PG&EPSP shall take every reasonable precaution to ensure that all buildings, rooms, storage areas, and containers ("physical locations") used by PG&EPSP in providing the product(s) and service(s) under this contract shall be secure and equipped with reasonable precautions against damage. 20 P age

xi) Throughout the term of this contract, TSECL shall have the right at any time to inspect PG&EPSP s transaction records for TSECL charges and associated PGSP fees. Any such inspection shall be made during regular business hours and comply with any reasonable security and confidentiality procedures of PG&EPSP. TSECL can get audited all or any of such accounts as per their discretion. xii) PG&EPSP shall provide TSECL with the capability to securely access, via password-protected site, to transaction information. xiii) Payment services must offer fraud screening tools to reduce fraudulent transactions. This includes address verification, card code value (CVV) verification, expiry date of the card, date of birth etc. to ensure that the payments made via payment service are legitimate. xiv) The payment service should adhere to certain standards such as VeriSign Secured/ VBV/ Secure Code. xv) The consumer service centre provided to consumer for payment information and payment issues should be available 24X7. Popular media like toll free, email, sms should be used to record citizen payment issues. xvi) All the consumer payment issues (including refund of failed transactions) should be resolved within a period of 2 days (irrespective of weekends or public holidays). 21 P age

SECTION III GENERAL TERMS & CONDITIONS 5. AWARD OF CONTRACT 5.1. Award Criteria TSECL will award the Contract to the successful bidder as per Section 2.2 of this RFP. 5.2. Contract Period The contract shall remain in force for a period of 3 years from the date of issue of work order and is extendable for another 2 years. However, further extension of this contract may be done on mutually agreed terms & conditions. 5.3. Right to accept / reject any or All Proposals TSECL reserves the right to accept or reject any proposal, and to annul the bidding process and reject all proposals at any time prior to award of contract, without thereby incurring any financial or other liability to the affected bidder or bidders or any obligation to inform the affected bidder or bidders of the grounds for TSECL s action. 5.4. Notification of Award TSECL will notify the successful bidder in writing or by fax, to be confirmed in writing by latter, that its proposal has been accepted. The notification of award will constitute the formation of the contract. Upon the successful bidder's furnishing of performance security, TSECL will promptly notify each unsuccessful bidder and release their EMD. 5.5. Signing of Contract After the TSECL notifies the successful bidder that its proposal has been accepted the successful Bidder shall be required to furnish the required performance bank guarantee and enter into an agreement with Tripura State Electricity Corporation Limited within 15 (fifteen) days from the date of receipt of notification of award of the work. This contract shall be on the basis of RFP document, proposals of the Bidder, applicable guidelines of Visa /Master/American Express and the Reserve bank of India, and other terms and conditions as may be mutually determined by the Tripura State Electricity Corporation Limited to be necessary for due performance of the work. 5.6. Performance Bank Guarantee i) The value of Performance Bank Guarantee to be equal to INR 1, 00,000/- (Rupees One Lac Only). ii) The successful bidder shall at his own expense deposit with TSECL, within fifteen (15) working days of the date of notice of award of the contract, an unconditional and irrevocable Performance Bank Guarantee (PBG) from a nationalized bank acceptable to TSECL, payable on demand, for the due 22 P age