Request for Proposal (RFP) For Custodial, Document ......1. This RFP document is the property of the...

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IDBI /CPU-RAO / RFP/2020-21 / 02 Page 1 of 119 ` Request for Proposal (RFP) For Custodial, Document Management (Physical and Digital) And Other Related Services at Chennai Location Ref. No. IDBI /CPU-RAO/ RFP/2020-21/ 02 Dated February 26, 2021

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Page 1: Request for Proposal (RFP) For Custodial, Document ......1. This RFP document is the property of the Bank & is not transferable. 2. This bid document has 120 pages. 3. If a holiday

IDBI /CPU-RAO / RFP/2020-21 / 02 Page 1 of 119

`

Request for Proposal (RFP)

For Custodial, Document Management

(Physical and Digital)

And

Other Related Services at Chennai Location

Ref. No. IDBI /CPU-RAO/ RFP/2020-21/ 02

Dated February 26, 2021

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TABLE OF CONTENTS

Table of Contents ......................................................................................................................................................2

Document Control Sheet........................................................................................................................ ....................4

Disclaimer - Meaning and Interpretations .................................................................... ............................................ 6

Section – I .................................................................................................................................................................8

1. Background ........................................................................................................... ......................................8

2. Purpose of this RFP .................................................................................................. ..................................8

3. Invitation of Bids ....................................................................................................................... ................9

4. EARNEST MONEY DEPOSIT (EMD)& SECURITY DEPOSIT(SD)....................................................9

5. Due Diligence ................................................................................................................... ...........................11

6. Cost of RFP/Bid Document and expenses incurred while bidding ............................................................11

7. Bidding in consortium .................................................................................................................. ...............11

8. Eligibility Criteria for Bidders.................................................................................................................. ...12

9. Bid Evaluation Criteria (BEC) ............................................................................................... .....................16

10. Guidelines for Bidders / GENERAL INSTRUCTIONS................................................................ ............17

11. PaymentTerms.............................................................................................................. ..................................19

Section – II ................................................................................................................................................................21 1. Procedure for Submission of Bids ............................................................................................ ........................... 21

2. Clarification of Bid Document ............................................................................................................. ................23

3. Language of Bids ............................................................................................... ..................................................24

4. Bid prices .................................................................................................................. ............................................24

5. Firm Prices ................................................................................................................................................ ............24

6. Bidder Qualification ............................................................................................... ..............................................25

7. Period of Validity of Bids .................................................................................................. ..................................25

8. Format and Signing of Bid ...................................................................................................................................26

9. Local Conditions.......................................................................................................... .........................................26

10. Last date for receipt of bids ............................................................................................... ..................................26

11. Late Bids ............................................................................................................................................................ . 27

12. Modification and Withdrawal of Bids ......................................................................................... ........................27

13. Address for Correspondence .................................................................................................. .............................27

14. Opening of Bids ...................................................................................................................................................27

15. Clarifications .............................................................................................................. ........................................ 29

16. Contacting Bank ............................................................................................................... .................................. 29

17. Integrity Pact .............................................................................. ....................................................................... 29

18. Evaluation and comparison of Bids ........................................................................................... .................. 29

19. Technical Bid Evaluation Format ...................................................................................................................... 30

20. Financial Bidding Process (ORA) ............................................................................................. .........................31

21. Post Qualification........................................................................................................... .................................... 32

22. Acceptance of Bid ..............................................................................................................................................32

23. Signing of Contract ......................................................................................................... ...................................32

24. Performance Security in the form of Bank Guarantee .......................................................................... .............33

25. Discharge of Bid Security .................................................................................................................................34

Section – III......................................................................................................................................................... .34

1. Definitions ................................................................................................................. ..............................35

2. Interpretation ...........................................................................................................................................37

3. Conditions precedent ............................................................................................. ..................................38

4. Standard of performance ..................................................................................................... ....................39

5. Use of Contract Documents and Information .........................................................................................39

6. Indemnity and Compensation .............................................................................................40

7. Delays in the Bidder’s Performance ........................................................................................................40

8. Liquidated Damages /Penalty.................................................................................................. .................41

9. Dispute Resolution .............................................................................................................. .....................41

10. Addresses for Notices ..............................................................................................................................42

11. Taxes and Duties ............................................................................................................ ..........................43

12. Successful Bidder’s Integrity ............................................................................................... ....................44

13. Successful Bidder’s Obligations ...............................................................................................................44

14. Survival .................................................................................................................... ................................44

15. No Agency ...................................................................................................................................... .........45

16. No Set-off, counter-claim and cross claims. .................................................................... ........................45

17. Adherence to safety procedures, rules regulations and restriction............................................................45

18. Statutory Requirements ...........................................................................................................................45

19. Contract Prices ............................................................................................................. ............................46

20. Ownership and Retention of Documents ........................................................................................ ........46

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21. Representations and Warranties..............................................................................................................46

22. Confidentiality ............................................................................................................. ...........................49

23. Term and Extension of the Contract .................................................................................................... ..50

24. Termination ................................................................................................................. ...........................51

25. Consequences of Termination ............................................................................................................ ....52

26. Conflict of Interest .................................................................................................................................53

27. Publicity .................................................................................................................. ............................... 53

28. Relationship between the Parties ............................................................................................ ................53

29. No Assignment .......................................................................................................................................54

30. Entire Contract ............................................................................................................. ...........................54

31. Governing Law .............................................................................................................................. .........54

32. Jurisdiction of Courts ...................................................................................................... .......................54

33. No Right To Set Off.......................................................................................................... .....................54

34. Completion of Contract ..........................................................................................................................54

35. Information Security......................................................................................................... ......................55

36. Insurance ................................................................................................................... ..............................56

Section – IV..........................................................................................................................................................58

1. Purpose ........................................................................................... ........................................................58

2. Scope of Work ............................................................................................................... .........................58

3. Specific requirement of RAO 60

4. Terms and conditions......................................................................................................... ......................63

5. Requirements of Digital Storage 67

Section V................................................................................................................................................................75

1. Annexure I - Technical Bid Form (Application for Tender) .................................................................75

2. Annexure I A- Details of Bidder...................................................................................................... .......... 80

3. Annexure I B - Score sheet- Physical Document Management Service........................................................ 81

4. Annexure I C- Score sheet- Digital Document Management Service.............................................................83

5. Annexure II - Format of power-of-attorney.......................................................................................... .........85

6. Annexure III- Format for Unconditional Acceptance of Terms & Conditions of the RFP ........................ 87

7. Annexure IV - Self declarations .................................................................................... ................................ 88

8. Annexure V- Non-Disclosure Agreement .................................................................................................. 90

9. Annexure VI - Contract Form........................................................................................................................ 93

10. Annexure VII- Format for raising Pre- bid Clarifications............................................................................... 96

11. Annexure VIII- Format for Performance Bank Guarantee ............................................................................ 97

12. Annexure IX- Deed of Indemnity ................................................................................. ............................... 101

13. Annexure X- Letter for Refund of EMD ..................................................................... .............................. 105

14. Annexure XI - Eligibility Criteria checklist ................................................................................................... 106

15. Annexure XII –Information Security Certificate............................................................................................ .109

16. Annexure XIII-Pre-contract Integrity Pact...................................................................................................... 110

17. Annexure XIV Commercial Bid Form ................................................................................... 118

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Commercial Bid Form

DOCUMENT CONTROL SHEET

Name of the Company IDBI Bank Limited

CIN L65190MH2004GOI148838

RFP Reference Number IDBI /CPU-RAO / RFP/2020-21/02

Date of Issue of RFP February 26, 2021

Cost of Bid Documents *

(non-refundable) to be

downloaded from

https://c1.eproc.in

Rs. 10,000/- (Rupees Ten Thousand Only]

(Currently 18% GST) i.e. Rs.11,800/- must be

deposited by the bidder through electronic mode

(NEFT/RTGS) to IDBI Bank’s Current Account

No.: 00537000010052,

IFSC: IBKL0000005

Bid not accompanied with Receipt on submission of

Bid Fee & EMD will not be considered.

Screenshot of payment (PDF) confirmation to be

uploaded on the IDBI Bank e-Tendering Portal

(https://c1.eproc.in)

Earnest Money Deposit (EMD)

*

A Bid Security of an amount mentioned at Section

I, Sr. No.4.1 by way of EMD amounting to Rs.

50,000/- (Rupees Fifty Thousand only) must be

deposited by the bidder through electronic mode

(NEFT/RTGS) to IDBI Bank’s Current Account

A/C No.: 00537000010052

IFSC: IBKL0000005

at its branch situated at Greams Road, Chennai.

Bid not accompanied with Receipt on submission of

Bid Fee & EMD will not be considered.

Screenshot of payment (PDF) confirmation to be

uploaded on the IDBI Bank e-Tendering Portal

(https://c1.eproc.in)

Presentations

Pre-Bid queries to be sent only

through electronic mode

through the e-Tendering Portal

08-03-2021 11:00 hrs to 16:00 hrs

Presentation/meeting through Webex/other media,

link will be shared by the Bank.

Pre-Bid Reply/Corrigendum to

be sent only through electronic

mode through the e-Tendering

Portal/email

12-03-2020 up to 16:00 hrs

Final Pre-bid meeting with

Bidder on queries raised .

16-03-2021 up to 16:00 hrs.

Meeting through Webex /other media, link will be

shared by the Bank.

Last Date and Time for receipt

of e- Bids (Technical &

commercial )along with EMD

30-03-2021 at 15:00 hrs.

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Date and Time of opening of e-

Bids.

09-04-2021 at 14:00 hrs.

Place of opening of e- Bids

The bid documents have to be submitted through

electronic mode through the e-Tendering Portal

https://c1.eproc.in

Contact Person Shri Aravind M, AGM( mobile No.9640046688)

Shri.Ramaiah S, DGM (Mob. No. 7200033203)

Shri Rajkumar Reddypalle, DGM (Mob

no.9029022573)

Shri Aashish Ranjan Dass, DGM (7021418396)

Shri. Suman Kumar, DGM, (Mob.No. 8809896389)

Shri. Chandresh Kumar, AGM (Mob. No

8109034138)

Address for Communication ,

pre-bid meeting , Opening of

bids

Dy. General Manager, IDBI Bank Ltd, RAO-

Chennai, New No.47, Old No.16, Prestige Point

building, 1st Floor, Haddows Road,

Nungambakkam, Chennai – 600006

Email id:[email protected]

Note:

1. This RFP document is the property of the Bank & is not transferable.

2. This bid document has 120 pages.

3. If a holiday is declared on the dates mentioned above, the bids shall be received / opened

on the immediate next working day at the same time specified above and at the same e-

tendering site unless communicated otherwise.

4. No queries will be entertained after the date and time mentioned in this schedule.

5. If any bidder qualifies under MSME category, having NSIC registration and Udyog

Aadhar Memorandum, specific to the scope of this RFP, then on submission of requisite

certificates, the cost of bid document and payment of EMD are exempted. Bidders having

NSIC registration/ Udyog Aadhar number are exempted for submission of EMD at the time

of submission of bids but are required to pay if they are declared as technically qualified.

6. The Bid prepared by the bidder, as well as all correspondence and documents relating to

the Bid exchanged by the bidder and IDBI Bank with supporting documents and printed

literature shall be in English only.

7. No queries will be entertained after the date and time mentioned in this schedule.

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DISCLAIMER

The information contained in this Request for Proposal (“RFP” / “Bid Document”) or

information provided subsequently to bidder(s) or applicants whether verbally or in

documentary form by or on behalf of IDBI Bank Limited (“IDBI Bank” / “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.

The information contained in this “RFP” or information provided subsequently to Bidders

or applicants whether verbally or in documentary form by or on behalf of IDBI 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.

This RFP document is not an agreement and is neither an offer nor invitation to offer. This

RFP is to invite proposals from applicants who are meeting the eligibility criteria to submit

the bids (hereinafter individually and collectively referred to as “Bidder” or “Bidders”

respectively). The purpose of this RFP is to provide the Bidders with information and to

assist them in formulation of their proposals (Bids). This RFP does not claim to contain all

the information which each Bidder may require. Each Bidder may, at its own costs without

any right to claim reimbursement, conduct its own independent investigations and analysis

and may like to check the accuracy, reliability and completeness of the information in this

RFP and wherever felt necessary obtain independent advice. IDBI 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. IDBI Bank may in

its absolute discretion, but without being under any obligation to do so and without

prejudice to its rights, update, amend or supplement the information in this RFP.

The information contained in the RFP document is selective and is subject to updation,

expansion, revision and amendment. IDBI Bank does not undertake to provide any Bidder

with access to any additional information or to update the information in the RFP

document or to correct any inaccuracies, if any, therein, which may become apparent. IDBI

Bank reserves the right of discretion to change, modify, add to or alter any or all of the

provisions of this RFP and/or the bidding process, without assigning any reasons

whatsoever. Such change will be intimated or made accessible to all Bidders on the IDBI

Bank e-Tendering Portal. Any information contained in this document will be superseded

by any later written information on the same subject made available/accessible to all

Bidders by IDBI Bank.

Information provided in this RFP is on a wide range of matters, some of which may depend

upon interpretation of law. The information given is not intended to be an exhaustive

account of statutory requirements and should not be regarded as a complete or authoritative

statement of law. IDBI Bank does not own any responsibility for the accuracy or otherwise

for any interpretation or opinion on law expressed herein. Further, IDBI Bank also does not

accept liability of any nature whether resulting from negligence or otherwise howsoever

caused arising from reliance of any Bidder upon the statements contained in this document.

IDBI Bank reserves the right to reject any or all the responses to RFP / Bids received in

response to this RFP at any stage without assigning any reason whatsoever and without

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being liable for any loss/injury that Bidder might suffer due to such reason. The decision of

IDBI Bank shall be final, conclusive and binding on all the parties directly or indirectly

connected with the bidding process.

Bids not satisfying the procedure prescribed in the tender document will be treated as

invalid and rejected summarily.

It may be noted that notice regarding corrigenda, addendums, amendments, time-

extensions, clarifications, response to Bidders’ queries etc., if any to RFP, will not be

published through any advertisement in newspapers or any other media. Prospective

Bidders shall regularly visit Bank’s e-Tendering Portal for any changes / development in

relation to this RFP.

INSTRUCTIONS TO BIDDER – ONLINE MODE

1.1 C1 India Pvt. Ltd. a company incorporated and registered under Companies Act, 2013

with CIN U74899DL2000PTC107260 and having its registered office at 301, 1st Floor,

Udyog Vihar, Phase-II, Gurugram-122015, Haryana, India New Delhi, is a company

engaged in the business of providing e-Tendering services. IDBI Bank avails the service of

C1 India Pvt. Ltd.

1.2. IDBI Bank e-Procurement Portal: An e-Tendering Portal of IDBI Bank introduced for

the process of e-Tendering which can be accessed on https://c1.eproc.in.

1.3. ACCESSING / PURCHASING OF BID DOCUMENTS:

1.3.1. It is mandatory for all the Bidders to have Class-III Digital Signature Certificate

(With both DSC Components, i.e. Signing & Encryption) from any of the licensed

Certifying Agency under CCA, Ministry of Electronics and Information Technology,

Government of India to participate in the e-tendering through the e-tendering portal of

IDBI Bank. Bidders can see the list of licensed Certifying Agency from the link

www.cca.gov.in. C1 India Pvt. Ltd. also facilitate Class III Digital Signature Certificate

(With both DSC Components, i.e. Signing & Encryption) to the Bidders. Bidder may

contact e-Tendering Portal (https://c1.eproc.in) at mobile no. +91-7291981137 for

accessing/purchasing of bid documents.

1.3.2. To participate in the e-bid, it is mandatory for the Bidders to get themselves

registered with the IDBI Bank e-Tendering Portal (https://c1.eproc.in) and to have a user

ID & Password with no registration fee.

1.3.3. The amendments / clarifications to the tender, if any, will be posted on the IDBI

Bank e-Tendering Portal (https://c1.eproc.in).

1.3.4. The Bidder may modify or withdraw their bid after submission and prior to the Bid

Due Date. No Bid shall be modified or withdrawn by the Bidder after the Bid Due Date

and Time.

1.3.5. Both 'EMD' and 'Tender Document Fee', if any, are mentioned in individual tender

document published at IDBI Bank e-Tendering Portal (https://c1.eproc.in).

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1.3.6. For helpdesk please contact e-Tendering Cell and Help Desk Support from Monday

to Friday Ph: 0124-4302033/36/37, Email - [email protected].

1.3.7. It is highly recommended that the Bidders should not wait till the last date of bid

submission to avoid complications like internet connectivity issue, network problems,

system crash down, power failure, browser compatibility issue, system compatibility issue,

improper digital signature certificate problem etc. It is clarified that neither IDBI Bank nor

C1 India Pvt. Ltd. will be responsible for such eventualities.

1.3.8. Any change will be informed through electronic mode through the Bank’s e-

Tendering Portal. Any information contained in this RFP document will be superseded by

any later written information on the same subject made available through Banks’ e-

Tendering Portal. Information provided in this RFP is on a wide range of matters, some of

which may depend upon interpretation of law

SECTION I

1. BACKGROUND

IDBI Bank is a company within the meaning of Section 2(20) of the Companies Act, 2013

(18 of 2013) and a banking company within the meaning of Section 5 (c) of the Banking

Regulation Act, 1949 (10 of 1949), with Corporate Identity No.

L65190MH2004GOI148838 and having its registered office at IDBI Tower, WTC

Complex, Cuffe Parade, Mumbai 400005. IDBI Bank is a scheduled bank as notified by the

Reserve Bank of India (RBI) under the Reserve Bank of India Act, 1934. The Bank is

engaged in providing finance and conducting banking business. As on March 31, 2020,

IDBI Bank had a network of approximately 1973 Branches/RACs across the country.

One Retail Asset Unit (RAO) of the Bank is presently situated at IDBI Bank, RAO-

Chennai, New No.47, Old No.16, Prestige Point building, 1st Floor, Haddows Road,

Nungambakkam, Chennai – 600006. Many records are generated in usual course of

business at these offices, which need to be preserved. The Bank is looking for Bidders who

have expertise, facilities and infrastructure to provide Custodial, Document Management

(Physical and Digital) and other related Services to the Bank for its existing records /

documents as well as records / documents which may be generated in future.

2. PURPOSE OF THIS RFP

2.1) The purpose of this RFP is to invite bids from experienced Service Providers of repute

and credentials for providing Custodial, Document Management (Physical and Digital) and

other related services to Retail Asset Operations, as per scope of work and terms and

conditions given in this RFP at Chennai location.

3. Invitation for Bids

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Instructions to the Bidder

Submission of Bids:

The Bid prepared by Bidder, as well as all correspondence and documents relating to

the Bid exchanged by the Bidder and IDBI Bank shall be in English only. The Bank

will follow a two stage bidding process. The Bidders shall submit their Bids in two

parts i.e. technical (the Technical Bid) and commercial (the Commercial Bid), through

electronic mode through the e-Tendering Portal https://c1.eproc.in. The Tender

applications should be submitted through electronic mode through the e-Tendering

Portal https://c1.eproc.in

In the event of the specified date for the submission of Bids being declared a holiday

for IDBI Bank, the Bids may be submitted up to the appointed time on the next working

day, unless otherwise specified by IDBI Bank.

Any deficiency in documentation may result in the outright rejection of the Bid and

IDBI Bank shall not be liable for the same in any manner whatsoever. Any decision of

IDBI Bank in this regard shall be final, conclusive and binding on the Bidders and shall

not be questioned / challenged by the Bidders.

IDBI Bank may, at its own discretion, extend the period for submission of Bids by

amending this RFP. However, no request for extension of time from the Bidders shall

be binding upon IDBI Bank. Any decision in this regard taken by IDBI Bank shall be

final, conclusive and binding on the Bidders and shall not be questioned / challenged by

the Bidders.

The e-envelopes shall indicate the name and address of the Bidder to enable the Bid to

be returned unopened in case it is declared "late". Any Bid received by IDBI Bank after

the time prescribed by IDBI Bank for receipt of Bids, will be rejected and returned

unopened to the Bidder. Any decision in this regard taken by IDBI Bank shall be final,

conclusive and binding on the Bidder and shall not be questioned / challenged by the

Bidders

4. EARNEST MONEY DEPOSIT (EMD)& SECURITY DEPOSIT (SD)

4.1) The Bidder shall furnish as a part of its Bid, EMD as mentioned below by way of

electronic fund transfer to IDBI Bank’s Current Account No.: 00537000010052,

IFSC:IBKL0000005. Bid not accompanied with Receipt on submission of Bid Fee & EMD

will not be considered.

This Bid Security must accompany the technical bid.

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EMD – To be submitted along with the Tender

Location EMD Amount in Rupees

Chennai 50,000

SECURITY DEPOSIT – To be submitted by the successful bidder after finalization

of Tender, before execution of agreements

Location Performance Security Deposit for

Successful bidder in Rupees

Chennai 25,00,000

4.2) The EMD and Security Deposit shall not bear any interest.

4.3) Rejection of Bid: Any technical bid not accompanied by interest free EMD as

mentioned above, shall be summarily rejected by IDBI Bank, without any further

correspondence.

4.4) The EMD shall be forfeited if:

(4.4.1) Bidder withdraws his bid during the bid validity period; or

(4.4.2) Bidder makes any statement or encloses any form which turns out to be false,

incorrect and/or misleading at any time prior to signing of contract and/or conceals or

suppresses material information; or

(4.4.3) Successful Bidder fails to sign the contract or furnish performance security and

other guarantee(s)/security in the form and manner to the satisfaction of IDBI Bank, as

mentioned in the Bid Documents; or

(4.4.4) Any evasion, avoidance, refusal or delay on the part of the Successful Bidder to

sign and execute the order/ purchase order/ service order or any document, as may be

required by IDBI Bank in case the Bid is accepted.

4.5) The EMD of unsuccessful Bidders will be refunded within 30 (Thirty) days from the

conclusion of tendering process/ RFP process.

4.6) The EMD of Successful Bidder will be refunded on execution of all legal documents

including the submission of the Performance Bank Guarantee for equivalent amount of

Security Deposit / Fixed Deposit with IDBI Bank by marking lien on the same.

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4.7) The Bidders have to submit the duly signed EMD Refund letter in format prescribed

under Annexure X at the time of submission of bids.

4.8) Any decision by IDBI Bank in this regard shall be final, conclusive and binding on the

Bidder/s.

5.DUE DILIGENCE

5.1) The Bidder is expected to examine all instructions, forms, terms and specifications in

this RFP and study the Bid Document carefully. Bid shall be deemed to have been

submitted after careful study and examination of this RFP with full understanding of its

implications. Each Bidder should, at its own costs without any right to claim

reimbursement, conduct its own investigations, analysis and should check the accuracy,

reliability and completeness of the information in this RFP and wherever felt necessary

may obtain independent advice. The Bid should be precise, complete and in the prescribed

format as per the requirement of this RFP. Failure to furnish all information required by

this RFP or submission of a Bid not responsive to this RFP in each and every respect shall

be at the Bidder’s own risk and may result in rejection of the Bid and for which the Bank

shall not be held responsible. Any decision taken by IDBI Bank as to completeness of the

Bid and/or rejection of any / all Bid(s) shall be final, conclusive and binding upon the

Bidder(s) and shall not be questioned / challenged by the Bidder(s).

6. COST OF RFP/BID DOCUMENT AND EXPENSES INCURRED WHILE

BIDDING

6.1) The cost of RFP / Bid document is Rs.10, 000/- (Rupees Ten Thousand only) plus

applicable taxes (“Cost”). Rs.10,000/- + Currently 18% GST i.e. Rs.11,800/- must be

deposited by the participating bidder through electronic mode (NEFT/RTGS) to IDBI

Bank’s Current Account A/C No.: 00537000010052, IFSC:IBKL0000005.

Bids received without the Cost shall be summarily rejected. The Cost is non-refundable. It

is hereby clarified that the amounts so paid towards cost of this RFP is not earnest money /

security deposit and shall not be adjusted against any amounts paid/ payable by the Bidder.

6.2) The Bidder shall solely bear all expenses whatsoever associated with or incidental to

the preparation and submission of its Bid and the Bank shall in no case be held responsible

or liable for such expenses, regardless of the conduct or outcome of the bidding process

including but not limited to cancellation / abandonment / annulment of the bidding process.

7.BIDDING IN CONSORTIUM

7.1) Bids received from a consortium of bidders will be summarily rejected. Bidding in

consortium is not allowed for this RFP.

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8. ELIGIBILITY CRITERIA FOR BIDDERS

8.1) The Bidder shall be a duly incorporated (registered as per applicable law) entity,

eligible & competent to contract and with expertise &infrastructure to provide the required

facility & service (supporting documents to be submitted).The Bidder may be a

Government Organization / PSU / PSE / partnership firm/LLP or a Public or Private

limited Company under Indian Laws.

8.2) The Bidder in this RFP process should be represented by a person whose any action in

the matter of this RFP & subsequent contract should be binding on the Bidder, such as an

individual should be represented by self or a power of attorney (PoA) holder; a partnership

firm by all the partners or, by a partner eligible to bind all the partners by his acts as per

registered partnership deed/ PoA, a company through authorised person as per board

resolution or by a PoA holder, , a limited liability partnership through designated partners

or by a PoA holder, as per resolution . Wherever applicable, the Bidder should submit the

certified extract of the charter / constitutional documents, KYC documents and other

documents such as board resolution/power of attorney, partnership deed (registered) in

favour of the Person executing documents on behalf of the Bidder. Power of Attorney for

the delegation of power should be made as per Annexure III.

8.3) The Bidder should have minimum 3 years of experience in business of providing

Custodial, Document Management (Physical and Digital) and other related Services to

Bank / Financial Institutions up to March 31,2020 and should provide the list of clients

(Relevant Client confirmation to be provided).

8.4) The Bidder should have all necessary licenses, permissions, consents, no objections,

approvals as required under law for carrying out its business as on date of submission of

the tender/bid. (Relevant documents to be submitted)

8.5) The Bidder should not have been blacklisted by Government, any govt. department,

PSU or PSB during the last three years and Bidder should not have engaged in any type of

litigation, judicial or quasi judicial proceedings with the Bank in the past and also till

submission of Bids with respect to matters /scope of work under this RFP (Self-

Certification to be submitted).

8.6 The Bidder should have positive net worth (Paid up capital + Free Reserves-Intangible

assets-debit Balance of P&L account-preliminary &pre-operative expenses) for the last 3

financial year’s i.e. FY2016-2017, FY 2017-18, FY 2018-19.

8.7) The Bidder should have provided / or providing similar services to any other Banks /

Financial Institutions / Corporate entities / PSUs etc. in the past 3 years either of the

following manner at location as per detail below.

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Chennai

Criteria No. Of Contract No. of files per contract

Storage & safe custody of

Structured Retail Assets (SRA)

Loan Documents

1 20,000 Loan files

2 16,000 Loan files

3 10,000 Loan files

8.9) (a)The Bidder should have valid & clear ownership/ irrevocable tenancy right to the

place/ building from where Services are offered. In case of tenancy, the same should not

end before 66 months from the date of Contract. (Relevant documents to be submitted)

(b) The title of place / building acquired by Bidder for providing services must be free from

encumbrances. If there is any loan or charge on the property from where Services are

offered, NOC from lender/ charge holder along with lender’s certificate that loan is fully

regular & being repaid timely should be furnished. In all other cases, owner’s declaration

of property being free of any encumbrance should be provided.

(c) Proposed storage being offered should be located within 50 kms radius from the Bank’s

Location as per below detail

S. N. Location Address of the Bank

1 Chennai Dy. General Manager, IDBI Bank Ltd, RAO- Chennai, New

No.47, Old No.16, Prestige Point building, 1st Floor, Haddows

Road, Nungambakkam, Chennai – 600006

(d)The location of storage should be easily accessible by public transport. The proposed

storage space should be a permanent structure constructed & maintained as per due

regulatory provisions & approvals.

(e)The structure for storage should have proper arrangement to keep it waterproof, damp

proof, having proper drainage provision as per Municipal approvals. The storage site

should have provision for parking of truck and the passage to storage should be free from

water logging, flooding/ inundation. This condition should be maintained throughout

tenor of the contract.

(f) Fire protection system to include fire alarm system, very early smoke detection

apparatus, sprinklers and fire extinguishers in accordance with relevant local Municipal

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Corporation standards should exist in working condition. Certification in this regard from

the competent authority shall be obtained in every six months and to be submitted to the

Bank. The Service Provider’s staff should be adequately trained in handling fire

equipment.

(g) Fire NOC from fire safety department and subsequent renewal document should be

submitted along with the bid document.

(h) The storage site must be locked and guarded 24 X 7. No unauthorized personnel can

be allowed access to the Bank’s records at any time. Access be controlled by card based /

bio metric electronic access control system and a record kept on register of personnel and

material entering and leaving the secured area.

(i) At storage site, there should be provision of incoming landline numbers, where one

can call the Bank’s representative available at the site.

(j) CCTV monitoring of the area with recording of minimum 90 days is essential.

(k)Whole storage area should be having proper arrangement of lighting and adequate

ventilation with provision of emergency lighting and backup power in case of power

cut(s).

(l) The vendor should ensure that the humidity levels are maintained in the range of 35%-

60% and definitely below 60%. Absolute maximum humidity to be maintained is 60% to

reduce the risk of mould growth and to reduce the rate of chemical change in paper records.

There should not be fluctuations of Relative Humidity (RH) of 10% on a daily basis and

seasonal variation of 20%. – BMS report on RH status to be submitted monthly. Necessary

de Humidifiers need to be provided in the storage space.

(m) In the case of rainy and winter seasons, power back up arrangements should be

available to maintain temperature and RH. Air quality to be maintained, by circulation of

air to prevent pockets of stagnant air leading to high humidity. The inflow ducts provided

for fresh air intake should have proper filters to avoid dust and acidic gases coming into the

storage.

(n) The proposed area should not be on ground floor and/or basement, there should be

working & well maintained goods lift available from the place where trucks can go. There

should be space available to park a truck (up to22 feet container) near entrance / lifts.

(o) There should be provision of regular (every quarter) pest control, rodent control, white

ant control and to control anything else which may harm the documents. Services of

reputed pest control service provider should be taken for the same and such arrangement

should be maintained throughout period of contract

(p) The Bidder should certify that proper applicable Municipal, Fire Brigade, Shops &

Establishment, labour licenses, electricity connection with sufficient connected load and

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any other required regulatory approval/ permit/ license have been acquired and should be

able to produce whenever required by the Bank. All such permissions should be renewed

periodically and held on record.

(q) The Bidder should have proper ratings on its electrical and power equipment.

® Minimum height of ceiling should be 10 feet and the top of racks should be at least 8

feet from ground. The lower most rack should also be at least one foot from ground.

(s) Whole area should be conducive of working for storage & retrievals. It should be

having proper arrangement of lighting with provision of emergency lighting in case of

power cut. Also, exhaust fans should be installed to arrange air circulation as required.

(t) The Bidder shall arrange for adequate insurance coverage ( of value as mentioned in

RFP) for documents/other records/ papers of the Bank against fire, flood, cyclone and

other natural calamity besides theft, burglary etc. and the Bidder will bear the cost of such

insurance. The Bidder should also arrange for adequate cyber insurance. The insurance has

to be regularly renewed and copies of the renewed insurance policies have to be submitted

to the Bank from to time.

(u) The record storage premises where Bank’s records are going to be kept must be

certified by a competent structural engineer / firm on the Dead Weight Bearing &

Structural Stability aspects.

(v) The Bidder shall do the fire audit of the storage facility each year by independent fire

auditor and a copy of the report of fire audit for each year is to be submitted to the Bank.

(w) The Bidder must have ISO 27001 certification.

(x)The proposed storage area must not be located on the ground level and/or basement

i.e., not in the Basement or Mezzanine floors.

(y) The premises should be of high quality RCC construction and quake proof structure.

It should be easily accessible by emergency vehicles, fire brigade etc. in case of any

eventualities and away from hazardous buildings/establishments. Structural Stability

Audit report of the Storage premises should be available from accredited agency.

(z) There should be no history of damage to records in the last 5 years at the vendor’s

Document storage premises/Facilities due to fire or flood at any of its facility (self-

declaration to be attached).

8.10) The Bidder shall execute a pre-contract integrity pact with IDBI Bank and submit

along with the bid as per the format given at Annexure XIII

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Note: All eligibility requirements mentioned above should be complied by the Bidders as

applicable and relevant support documents should be submitted for the fulfilment of

eligibility criteria failing which the Bids may be summarily rejected. Non-compliance of

any of the criteria can entail rejection of the offer. Photocopies of relevant documents /

certificates should be submitted as proof in support of the claims made for each of the

above-mentioned criteria and as and when the Bank decides, originals / certified copies

should be shown for verification purpose. The Bank reserves the right to verify / evaluate

the claims made by the Bidder independently. Any deliberate misrepresentation/wrong

certification/ violation of Integrity Pact at any stage of contract will entail rejection of the

offer, ab-initio. In such case, Performance Bank Guarantee submitted as Security Deposit

would be invoked and appropriated.

9. BID EVALUATION CRITERIA (BEC)

9.1)To meet Bank's requirements, as spelt out in this Bid Document, the selected Bidder

must have the requisite experience and expertise in providing services for Custodial,

Document Management (Physical and Digital) and other related Services, the technical

know-how, and the financial ability that would be required to successfully set-up the

required infrastructure and provide the services sought by Bank.

9.2) The Bidder shall submit their offers strictly in accordance with the terms and

conditions of the Bid Document. Any Bid, which stipulates conditions contrary to the terms

and conditions given in the Bid Document, is liable for rejection. Any decision of IDBI

Bank Ltd in this regard shall be final, conclusive and binding on the Bidder.

9.3) The Bidders shall be short listed after the evaluation of their Technical Bids. Only the

short listed bidders will be permitted to participate in the Online Reverse Auction

(“ORA”).The Bidders must compulsorily have a Class-III Digital Signature Certificate

(With Both DSC Components, i.e. Signing & Encryption) from any of the licensed

Certifying Agency under CCA, Ministry of Electronics and Information Technology,

Government of India to participate in e-tendering portal of IDBI Bank

9.4) The Successful L1 Bidder will be as per the conclusion of the ORA process executed

by ORA Agency appointed by the Bank for the ORA.

9.5) The Successful L1 Bidder will be arrived at through ORA process. On conclusion of

ORA, if the price breakup is not submitted to the Bank within 3 days from the date of the

ORA, the Bank reserve the right to reject the L1 Bidder’s Bid and avail services from the

subsequent eligible bidder.

9.6) Bank reserves the right to modify / amend the evaluation process at any time during

the Bid process, without assigning any reason, whatsoever, and without any requirement of

intimating the Bidders of any such change. At any time during the process of Bid

evaluation, Bank may seek specific clarifications from any or all Bidders.

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9.7) The bidder should arrange for evaluation visit of IDBI Bank officials to the

facilities/presentation on proposed services, before opening of ORA/ commercial bid

opening.

10. GUIDELINES FOR BIDDERS / GENERAL INSTRUCTIONS

10.1) The Bid consists of two parts namely, a Technical Bid and Commercial Bid, the

Bidders shall submit their Bids in two parts i.e. technical (the Technical Bid) and

commercial (the Commercial Bid), through electronic mode through the e-Tendering Portal

https://c1.eproc.in

10.2)Commercial Bids of only those bidders would be opened who qualifies technical

eligibility criteria with minimum 70 marks, as per Annexure I B & 1 C.

10.3) All the e-Bids, duly addressed to Deputy General Manager–CPU-RAO, IDBI Bank

Limited must be accompanied by cost of Bid Document and EMD as specified must be

submitted online.

10.4) The Bidder must submit a certificate of undertaking on its official letter-head duly

signed by its authorized signatory confirming the acceptance of all the terms & conditions

contained in and spread throughout this Bid Document.

10.5) Bank reserves the right to accept or reject in part or full any or all the Bids without

assigning any reason whatsoever. Any decision of Bank in this regard shall be final,

conclusive and binding on the Bidder.

10.6) Decision as to any arithmetical error, manifest or otherwise in the response to Bid

Document shall be decided at the sole discretion of Bank and shall be binding on the

Bidder. Any decision of Bank in this regard shall be final, conclusive and binding on the

Bidder.

10.7) Bank reserves the right to re-issue / re-commence the entire bid process in case of

any anomaly, irregularity or discrepancy in regard thereof. Any decision of the Bank in this

regard shall be final, conclusive and binding on the Bidder.

10.8) Modification to the Bid Document, if any, will be made available as an addendum on

the Bank’s website IDBI Bank e-Tendering Portal (https://c1.eproc.in).

10.9) All notices regarding corrigenda, addenda, amendments, time-extension, clarification,

response to bidders’ queries etc., if any to this RFP, will not be published through any

advertisement in newspapers or any other mass media. Prospective Bidders shall regularly

visit Bank’s e-Tendering Portal in for any changes / development in relation to this RFP.

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10.10) The Bid Documents may be downloaded from our website IDBI Bank e-Tendering

Portal (https://c1.eproc.in). and submitted at the address mentioned in the Document

Control sheet, strictly as per the terms of RFP.

10.11) If a holiday is declared on any of the dates mentioned above, the Bids shall be

received /opened on the next working day at the same timings specified above.

10.12) Successful Bidder would sign along with the Contract form and other forms

contained in the Bid Document with IDBI Bank at Chennai only.

10.13) The Bidder shall bear all costs and expenses for the execution, stamp duty and

submission of the contract and agreements. Bank shall not be responsible or liable for

reimbursing/compensating these costs and expenses, regardless of the conduct or outcome

of the bidding process.

10.14) Quotations contained in the Bids shall remain valid for a period of 90 (ninety) days

from the date of submission of the Bid in response to the RFP.

10.15) Prices quoted should be exclusive of GST.

10.16) TDS would be deducted at source, if any, as per prevailing rates.

10.17) All other taxes/Cess/levies/surcharge/Toll etc., if any, shall be borne by the Bidder,

from time to time.

10.18) The price (“Bid Price”) quoted by the Bidder cannot be altered or changed due to

escalation on account of any variation in taxes, levies, and cost of material.

10.19) The Bid Price quoted is to be written in words as well as figures and in case of

discrepancies between the price written in words and price written in figures, the price

written in words shall be considered to be correct.

10.20) The Bank will not be obliged to meet and have discussions with any Bidder and/ or

to entertain any representations in this regard.

10.21) During the period of evaluation, Bidders may be asked to provide more details and

explanations about information they have provided in the proposals. Bidders should

respond to such requests within the time frame indicated in the letter/e-mail/ IDBI Bank e-

Tendering Portal (https://c1.eproc.in) seeking the explanation.

10.22) The Bank’s decision in respect to evaluation methodology and short-listing Bidders

will be final and no claims whatsoever in this respect will be entertained.

10.23) The Bids received and accepted will be evaluated by the Bank to ascertain the best

and lowest bid in the interest of the Bank. However, the Bank does not bind itself to accept

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any Bid, lowest or otherwise, and reserves the right to reject any or all bids at any point of

time prior to the order without assigning any reasons whatsoever.

10.24) The relevance of the Bids to the requirements of this RFP will be determined on the

basis of whether it contains all documents or information specifically called for in this RFP

document. A proposal determined not relevant will be rejected by the Bank and despite any

correction by the Bidder of the non-conforming item(s), may not be considered relevant by

the Bank.

10.25) Apart from the above, the profile, past experience and performance track record of

the Bidder in the area of the assignment, methodology to be adopted to carry out the

assignment, delivery schedule, service support, price, etc. shall be some of the important

criteria in selecting the Bidder.

10.26) The Bids will be evaluated both on the Technical and Commercial merits and the

Bank’s decision in this regard shall be binding, final and conclusive.

10.27)Any Bidder who has suffered incidents of fire, natural calamity, act of God or force

majeure in the past 5 years at any of its location is not eligible. Declaration to that effect is

required to be submitted along with RFP. Any wrong declaration would make the Bidder

ineligible for taking part in bidding process and termination of contract if the same is

known after execution of the contract.

10.28) The Bidder shall have the certification from the approved certifier about the

availability of sufficient digital storage space with proper safeguards from hacking.

10.29) Bidder will also provide a database schema, tracking software and chemically

treated suitable storage boxes as approved by Bank with labelling to store the physical

documents after scanning.

10.30) Before submission of the Bid, each bidders shall satisfy itself with the terms and

conditions contained herein, as subsequent request for alteration of the terms of the RFP or

the clauses in the contract or any other document to be executed by the Bidder would not

be entertained by the Bank.

11. PAYMENT TERMS

11.1) No advance payment will be made on award of the contract.

11.2) All payments shall be subject to applicable taxes, as per the tax rules at the time of

Payment.

11.3) Payments of monthly bills of Bidder may be withheld in case any of the services are

not rendered and deficiency in the services rendered as per SLA terms.

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11.4) Penalty / liquidated damages (if any), will be adjusted against payment due and shall

be deducted from the invoice value.

11.5) All out of pocket expenses, travelling, boarding and lodging expenses for the entire

term of this RFP and subsequent agreement is included in the amounts quoted and the

Bidder shall not be entitled to charge any additional costs on account of any items or

services or by way of any out of pocket expenses, including travel, boarding and lodging.

11.6) All the payments to the Successful Bidder shall be subject to the performance/

delivery of the Services to the satisfaction of IDBI Bank for this purpose.

11.7) The Successful Bidder shall be solely liable for the payment of all the past, present

and future central, state and local levies, direct/indirect taxes, duties, local body taxes, fines

and penalties (including without limitation GST, ST, VAT, if any) by whatever name

called, as may become due and payable in relation to the Services.

11.8) Notwithstanding anything contained in this RFP/ the Contract or in any other

document(s) under no circumstances IDBI Bank shall be liable to the Successful Bidder

and/or its employees/personnel/representatives/agent etc. for direct, indirect, incidental,

consequential, special or exemplary damages arising from termination of the Contract;

11.9) IDBI Bank shall not have any liability whatsoever in case of any third party claims,

demands, suit, actions or other proceedings against the Successful Bidder or any other

person engaged by the Successful Bidder in the course of performance of the Service.

11.10) IDBI Bank reserves the rights to dispute/deduct payment/withhold payments/further

payment due to the Successful Bidder under the Contract, if the Successful Bidder has not

performed or rendered the Services in accordance with the provisions of the Contract

which the IDBI Bank at its sole discretion adjudge.

11.11) Successful Bidder shall permit IDBI Bank to hold or deduct the amount from

invoices, for non-performance or part performance or failure to discharge obligations under

the Contract.

11.12) It is clarified that any payments of the charges made to and received by authorised

Successful Bidder personnel shall be considered as a full discharge of IDBI Bank’s

obligations for payment under the Agreement.

11.13) Prices shall be quoted in Indian National Rupee (INR) only.

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SECTION -II

1. PROCEDURE FOR SUBMISSION OF BIDS

Submission of Bids:

The Bid prepared by Bidder, as well as all correspondence and documents relating to

the Bid exchanged by the Bidder and IDBI Bank shall be in English only. The Bank

will follow a two stage bidding process. The Bidders shall submit their Bids in two

parts i.e. technical (the Technical Bid) and commercial (the Commercial Bid), through

electronic mode through the e-Tendering Portal

https://c1.eproc.in

Tender applications should be submitted through electronic mode through the e-

Tendering Portal https://c1.eproc.in

In the event of the specified date for the submission of Bids being declared a holiday

for IDBI Bank, the Bids may be submitted up to the appointed time on the next working

day, unless otherwise specified by IDBI Bank.

No indications pertaining to price or financial or commercial terms shall be made on

the envelopes. Any deficiency in documentation may result in the outright rejection of

the Bid and IDBI Bank shall not be liable for the same in any manner whatsoever. Any

decision of IDBI Bank in this regard shall be final, conclusive and binding on the

Bidders and shall not be questioned / challenged by the Bidders.

IDBI Bank may, at its own discretion, extend the period for submission of Bids by

amending this RFP. However, no request for extension of time from the Bidders shall

be binding upon IDBI Bank. Any decision in this regard taken by IDBI Bank shall be

final, conclusive and binding on the Bidders and shall not be questioned / challenged by

the Bidders.

The e-bids shall indicate the name and address of the Bidder to enable the Bid to be

returned unopened in case it is declared "late". Any Bid received by IDBI Bank after

the time prescribed by IDBI Bank for receipt of Bids, will be rejected and returned

unopened to the Bidder. Any decision in this regard taken by IDBI Bank shall be final,

conclusive and binding on the Bidder and shall not be questioned / challenged by the

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Bidders.

1.1) Before bidding, the Bidders are requested to carefully examine the Bid Documents and

the terms and conditions of the contract thereof, and if there appears to be any ambiguity,

gap(s) and/or discrepancy between any of the Bid Documents they should forthwith refer

the matter to Bank for necessary clarifications and / or confirmation through the e-

Tendering Portal.

1.2) The Bidder shall complete in all respects, form(s) annexed to the Bid Documents,

quote the prices, furnish the information called for therein, and sign and date, on each

document in the relevant space provided therein for the purpose. The Bidder shall initial on

each page of the Bid Documents. Partly filled Bids/partial submission will not be accepted.

1.3) Bids sent through post/Courier will not be accepted, Bids should be submitted

through electronic mode through the e-Tendering Portal https://c1.eproc.in only.

1.4) The Bid shall be properly signed by a person or persons duly authorized by the Bidder

with signature duly attested. In the case of a body corporate, the Bid shall be signed by the

duly authorized officers and supported by requisite internal corporate authorizations.

1.5) The e-Bid shall contain the full name, address, telephone no.(mobile no and landline)

and E-mail ID of the Bidder for facilitating communications including notices to be given

to the Bidder in connection with the Bid transaction and also to enable the Bids to be

unopened in case it is declared “Late”. No indications pertaining to price, financial or

commercial terms are to be made on the envelopes.

1.6) The EMD & Bid Fee should be paid along with the Bid Document during submission.

Bids without the EMD shall be rejected. If any bidder qualifies under MSME category,

having NSIC registration and Udyog Aadhar Memorandum, specific to the scope of this

RFP, then, on submission of requisite certificates, the cost of bid document and payment of

EMD are exempt.

1.8) The Bidder, irrespective of his/her participation in the bidding process, shall treat the

details of the documents as secret and strictly confidential.

1.9) Bank reserves the right to adjust arithmetical or other errors in the bid, in the manner

in which Bank considers appropriate or deems fit. Any adjustments so made by Bank shall

be stated to the Bidder, if Bank makes an offer to accept his bid. The final decision as to

any error manifest or otherwise shall be at the sole discretion of Bank and shall be final,

conclusive and binding on the Bidder.

1.10) The Bid prepared by the Bidder, as well as all correspondence and documents

relating to the Bid exchanged by the Bidder and Bank and supporting documents and

printed literature shall be in English.

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1.11) The Bidder shall submit their offers strictly in accordance with the terms and

conditions of the Bid Documents. Any Bid, which stipulates conditions contrary to the

terms and conditions given in the Bid Documents, shall be rejected. Any decision in this

regard by Bank shall be final, conclusive and binding on the Bidder.

1.12) The Bidder cannot quote for the Services in parts.

1.13) Bank is not bound to accept the lowest or any Bid and has the right to reject any Bid

without assigning any reason whatsoever. Bank also reserves the right to re-issue/re-

commence the Bid/bid process. Any decision in this regard by Bank shall be final,

conclusive and binding on the Bidder.

1.14) The Bidder is expected to examine and follow all instructions, forms, terms &

conditions, and scope of work in the Bid Document. Failure to furnish complete

information in all respects required by the Bid Document or submission of a bid not

substantially responsive to the Bid Document in every respect will be at the Bidder's risk

and may result in the rejection of the Bid by Bank. Any decision in this regard by Bank

shall be final, conclusive and binding on the Bidder.

1.15) The Bidder shall prepare the Bid based on details provided in the Bid documents. It

must be clearly understood that the quantities and specifications are intended to give the

Bidder an idea about the scale and magnitude of the work and are not in any way

exhaustive and guaranteed by Bank.

1.16) Bank reserves the sole right for including any addendum to this entire bid process.

The Bidders shall not claim as a right for requiring Bank to do the aforesaid.

1.19) The Bid should be a complete document and in the order of Annexure of RFP.The

deficiency in documentation may result in the rejection of the Bid. Any decision in this

regard by Bank shall be final, conclusive and binding on the Bidder.

1.27) Additional information called for in the Commercial Bid format should be

necessarily provided by all the Bidders.

2. CLARIFICATIONS OF BID DOCUMENT

2.1) Prospective Bidder, if required, may seek any clarification in relation to this RFP by

way of e-Tendering Portal. IDBI Bank will hold pre-bid meeting on March 01,2021 , 04:00

PM as indicated in the Document control Sheet for addressing queries / clarification about

this RFP, The queries / clarification from the prospective Bidder must be received by e-

Tender Portal (https://c1.eproc.in) before 04:00 PM on Feb. 26, 2020. The Queries /

clarification received after the defined date will not be entertained.

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2.2)It may be noted that notice regarding corrigenda, addendums, amendments, time-

extensions, clarifications, response to Bidders’ queries etc., if any to RFP, will not be

published through any advertisement in newspapers or any other media. Prospective

Bidders shall regularly visit Bank’s e-Tendering Portal in for any changes / development in

relation to this RFP

3. LANGUAGE OF BIDS

3.1) The Bids prepared by the Bidder and all submission of documents relating to the Bids

exchanged by the Bidder and Bank, shall be written in the English language only.

4. BID PRICES

4.1)The Bidder shall indicate the cost of each service in the bid document.

4.2)The prices quoted should be written both in figures and words. In case of any

discrepancy, the price mentioned in words will be treated as correct and will be relied

upon.

4.3)The prices quoted will be exclusive of all applicable taxes. The total price quoted must

be inclusive of cost for Custodial, Document Management (Physical and Digital) and

other related Services during the service period.

4.4) The Price quoted should be valid for the period of 66months (60 months of contract

and 6 months of extension for necessary renewals, if not done before expiry) from the date

of award of the contract. Along with the tender documents - technical bid, the vendor will

submit a price bid also, which will be opened for arriving at reserve price.

4.5)In the absence of above information, a Bid may be considered incomplete and

summarily rejected. Any decision in this regard by the Bank shall be final, conclusive and

binding on the Bidder.

4.6) It shall be the responsibility of the Bidder to fully meet all the requirements of the Bid

document and to commence rendering the services.

5. FIRM PRICES

5.1) Prices quoted must be firm and final and shall not be subject to any re-openers or

upward modifications, on any account whatsoever including exchange rate fluctuations,

revision in taxes, duties, levies, charges etc. The Bid Prices shall be indicated in Indian

Rupees (INR) only.

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5.2)Any decision in this regard by Bank shall be final, conclusive and binding on the

Bidder.

6. BIDDER QUALIFICATION

6.1) The “Bidder” as used in the Bid Documents shall mean the one who has signed the

Bid Form. The Bidder may be either the principal officer or his duly authorized

representative, in which case he/she shall submit a certificate of authority. All certificates

and documents (including any clarifications sought and any subsequent correspondences)

received hereby, shall, as far as possible, be furnished and signed by the Authorized

Representative and the Principal Officer.

6.2)It is further clarified that the individual signing the Bid or other documents in

connection with the Bid must certify whether he/she signs as constituted

attorney/authorized representative of the firm / company.

6.3)In case of company, the Bidder shall sign the bid with the exact name of the company

to whom the bid is to be awarded. The Bid shall be duly signed and sealed by the

authorized representative of the Bidder’s organization.

6.4) The Bidder shall clearly indicate their legal constitution and the person signing the Bid

shall state his capacity and also source of his ability to bind the bidder.

6.5)The power or authorization, or any other document consisting of adequate proof of the

ability of the signatory to bind the Bidder shall be annexed to the Bid. Bank may reject

outright any Bid not supported by adequate proof of the signatory’s authority.

7. PERIOD OF VALIDITY OF BIDS

7.1) Bids should be valid for 90 (Ninety) days from the last date for submission. A Bid

valid for a shorter period may be rejected by Bank as non-responsive. Any decision in this

regard by Bank shall be final, conclusive and binding on the Bidder.

7.2)In exceptional circumstances, the Bank may solicit the Bidder’s consent to an

extension of the period of validity. The request and the responses thereto shall be made in

writing. The validity of Bid Security provided shall also be suitably extended. A Bidder

may refuse the request without forfeiting its Bid Security. A Bidder granting the request

shall not be permitted to modify its Bid. Any decision in this regard by Bank shall be final,

conclusive and binding on the Bidder.

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8. FORMAT AND SIGNING OF BID

8.1)The Bidder shall submit only one e-Bid.

8.2)The-bid shall be digitally signed by the person or persons duly authorized to bind the

Bidder to the Contract.

8.4) The Bid should be a complete document. The order of documents in the technical bid

should be strictly as per the Annexure -I.

8.5)The deficiency in documentation may result in the rejection of the Bid at any stage of

bidding / RFP. Any decision in this regard by Bank shall be final, conclusive and binding

on the Bidder.

8.6)Each page of the Bid document should be stamped and initialled by authorized

signatory as a token of acceptance of all the terms and conditions of RFP.

8.7)The Bidders shall seal and mark the Bid accordingly.

8.8)If the outer cover of the Bid is not sealed and marked appropriately, Bank will assume

no responsibility for the bid’s misplacement or premature opening.

9. LOCAL CONDITIONS

9.1)It will be imperative on each Bidder to fully acquaint himself with the local conditions

and factors, which would have any effect on the performance of the contract and / or the

cost.

9.2)It will be imperative for each Bidder to fully inform themselves of all legal conditions

and factors which may have any effect on the execution of the contract as described in the

Bid Documents. Bank shall not entertain any request for clarification from the Bidder

regarding such local conditions.

9.3) It is the responsibility of the Bidder that such factors have properly been investigated

and considered while submitting the bid proposals and that no claim whatsoever including

those for financial adjustment to the contract awarded under the Bid Documents will be

entertained by Bank and that neither any change in the time schedule of the contract nor

any financial adjustments arising thereof shall be permitted by Bank on account of failure

of the bidder to appraise themselves of local laws / conditions.

10. LAST DATE FOR RECEIPT OF BIDS

10.1) E-Bids will be accepted by Bank on or before the date / time in the specified portal.

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10.2) IDBI Bank may at its own discretion extend the period for submission of bids by

amending this RFP, in which case all rights and obligations of IDBI Bank and Bidders

shall stand extended. However no request for extension of time from the Bidders shall be

binding upon IDBI Bank.

11. LATE BIDS

11.1) Any e-bid received by Bank after the last date for receipt of bids prescribed by Bank,

will not be accepted. Any decision in this regard by Bank shall be final, conclusive and

binding on the Bidder.

12. MODIFICATION AND WITHDRAWAL OF BIDS

12.1) The Bidder may modify or withdraw its Bid after the Bid’s submission, provided that

written notice of the modification or withdrawal is received by Bank prior to the last date

prescribed for submission of Bids and subsequently the Bank agrees to such request.

12.2) The Bidder should submit its modified Bid in wholesome as a replacement of its

previous Bid.

12.3) The Bidder’s modification or withdrawal notice shall be prepared, sealed, marked

and dispatched in accordance with the provisions of this document.

12.4) No Bid may be modified subsequent to the last date for receipt of Bids.

12.5) No Bid may be withdrawn in the interval between the last date for receipt of Bids and

the expiry of the Bid validity period specified by the Bidder in the Bid. Withdrawal of a

Bid during this interval may result in the Bidder’s forfeiture of its Bid Security.

13. ADDRESS FOR CORRESPONDENCE

13.1) The Bidder shall designate the official mailing address and place to which all

correspondence shall be sent by Bank.

14. OPENING OF BIDS

14.1) Opening of Technical Bids: The bid documents have to be submitted through

electronic mode through the e-Tendering Portal

https://c1.eproc.in

Technical Bid called “Electronic Format of Technical Bid” shall contain the Electronic form of

Technical Bid.

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Cover-I will be opened as per the mentioned date & time in the Document Control Sheet in

presence of Tenderers who desire to attend. The tenderers can view the Tender opening details

through their respective log in Ids on the above mentioned e-tender portal (Website).

Cover-II (Price Bid): Shall contain the Electronic format of Price Bid. No condition/ stipulation in

Cover-II will be accepted.

Cover-II (Price Bid) will be opened only of those bidders who are successfully in Technical Bid

(Cover- I) after through scrutiny. The tenderers can view the Tender opening details through their

respective log in Ids on the above mentioned e-tender portal (Website).

14.2)Announcement of Bids: The Bidder’s name, Bid modifications or withdrawals and

the presence or absence of requisite EMD and such other details as IDBI Bank at its sole

discretion may consider appropriate, will be announced at the opening of bids.

14.3) Bids not considered for evaluation: Bids that are rejected during the Bid opening

process shall not be considered for further evaluation, irrespective of the circumstances.

14.4)Opening of Commercial Bids/ Initial Price Bid: The e-envelopes containing the

commercial rates shall be opened by the Bank’s committee constituted for the said purpose.

IDBI Bank is not bound to accept the lowest or any Bid and has the right to reject any or all

Bids without assigning any reason whatsoever. IDBI Bank also reserves the right to re-

issue / re-commence the Bid process. Any decision in this regard by IDBI Bank shall be

final, conclusive, and binding on the Bidders. Initial Price Bids of those Bidders would be

opened who qualifies technical eligibility criteria with minimum 70 marks, after which

successful bidder would be identified based on ORA, as decided by IDBI Bank. These will

be retained and kept on Bank’s records. Initial Price Bids of technically disqualified

Bidders shall neither be opened nor returned to the Bidders.

14.5) The details of Commercial Bids submitted by the Bidder(s) will not be announced by

IDBI Bank.

14.6) On the basis of information furnished in the Technical Bid, Bidders will be qualified

and shortlisted. The Bids of Bidders, who do not qualify at this stage, will not be taken up

for further evaluation.

14.7) Only technically qualified (shortlisted) Bidders will be allowed to participate in

online Reverse Auction/ Opening of Commercial Bid.

14.8)The Bidders’ names, modifications, Bid withdrawals and the presence or absence of

the requisite Bid Security and such other details as Bank, at its discretion, may consider

appropriate or deemed fit will be announced at the Bid opening.

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15. CLARIFICATIONS

15.1) When deemed necessary, Bank may seek clarifications on any aspect from the

Bidder. However, that would not entitle the Bidder to change or cause any change in the

substance of the Bid submitted or price quoted.

16. CONTACTING BANK

16.1) No Bidder shall contact the Bank on any matter relating to its Bid, from the time of

the Bid opening to the time the Contract is awarded to successful bidder(s).

16.2) Any effort by a Bidder to influence Bank’s Bid evaluation, Bid comparison or

contract award decisions may result in the rejection of the Bid.

17. INTEGRITY PACT

17.1)IDBI Bank has implemented Integrity Pact (IP) and has appointed Independent

External Monitors (IEMs) for the IP in consultation with Central Vigilance Commission to

avoid all forms of corruption by following a system that is fair, transparent and free from

any influence / prejudice dealings prior to, during and subsequent to the currency of the

Contract to be entered into for the purpose of this RFP. The Bidder is required to submit

duly executed pre-contract Integrity Pact in line with Annexure XIII as a pre-requisite

condition while submitting the bid.

18. EVALUATION AND COMPARISON OF BIDS

18.1) The RFP document will not be construed as any contract or arrangement which may

result from the issue of this RFP document or any investigation or review carried out by

any Bidder. The Bidder acknowledges by submitting their response to this RFP document

that it has not relied on any information, representation, or warranty given in this RFP

document.

18.2) Bank will examine the Bids to determine whether they are complete, whether any

computational/arithmetical errors have been made, whether required Bid Security has been

furnished, whether the Bid Documents have been properly signed, and whether the Bids are

generally in order.

18.3) Arithmetical errors will be rectified on the following basis. If there is a discrepancy

between the unit price and the total price that is obtained by multiplying the unit price and

quantity, the unit price shall prevail and the total price shall be corrected. If the Bidder does

not accept the correction of the errors, the Bid will be rejected. Any decision in this regard

by Bank shall be final, conclusive and binding on the Bidder. If there is a discrepancy

between words and figures, the amount in words will prevail.

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18.4) A Bid determined as not substantially responsive will be rejected by Bank and may

not subsequently be made responsive by the Bidder by correction of the nonconformity.

Any decision in this regard by Bank shall be final, conclusive and binding on the Bidder.

18.5) Bank may waive any minor informality or nonconformity or irregularity in a Bid,

which does not constitute a material deviation, provided such waiver, does not prejudice or

affect the relative ranking of any Bidder.

18.6) Bank reserves the right to accept or reject in full any or all the Bids without assigning

any reason whatsoever and without thereby incurring any liability whatsoever to the

affected Bidders or any obligation to inform the affected Bidders of the grounds for the

Bank’s action. Any decision of Bank in this regard shall be final, conclusive and binding

on the Bidder and shall not be questioned / challenged by the Bidder.

18.7) Bank reserves the right to re-issue /re-commence/cancel the entire Bid process in case

of any anomaly, irregularity or discrepancy or for any other reasons or otherwise without

thereby incurring any liability whatsoever to the affected Bidders or any obligation to

inform the affected Bidders of the grounds for the Bank’s action. Bank shall not be bound

to give any reasons or explain the rationale for its actions / decisions to annul or abandon or

cancel the bid process. Bank further reserves the right to re-issue /re-commence the Bid or

circulate new RFP altogether on the subject matter or any activity or part thereof

concerning thereto. Any decision of Bank in this regard shall be final, conclusive and

binding on the Bidder and shall not be questioned / challenged by the Bidder.

19. TECHNICAL BID EVALUATION

19.1) A screening committee constituted by IDBI Bank for the purpose of selection of the

successful Bidder, would evaluate Bids after necessary Site visit and presentation on the

process by the bidders.

19.2)The proposals will be evaluated in three stages. In the first stage Technical Evaluation

of the Bidders will be done. In the second stage opening of Initial Price Bid/ commercial

Bid will be conducted for the technically qualified bidders. In the third stage financial

evaluation (ORA) will be carried out.

19.3) Each Bidder acknowledges and accepts that IDBI Bank may, in its absolute

discretion, apply whatever criteria it deems appropriate in the selection of vendor, not

limited to those selection criteria set out in this RFP document.

19.4) The Technical Bid should necessarily contain all Technical details and other terms

and condition of RFP. Bidder’s proposal should conform to the contents and format of the

technical bid listed out Annexure – I of the RFP. Proposals not conforming to the

specifications may be rejected summarily. Any incomplete or ambiguous terms/conditions

will disqualify the offer.

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19.5) The Technical Bid / Scope of the Work submitted by the Bidder will be evaluated

based on the terms and conditions of the RFP. Detailed technical evaluation will include

scrutiny of company profile, technical and functional information of proposed services.

The Bidder may highlight the noteworthy/superior features of their offerings/services.

19.6) The Bidder shall arrange for adequate insurance coverage on documents/other

records/ papers of the Bank against fire, flood, cyclone and other natural calamity besides

theft, burglary etc.

19.7) Technical Bid evaluation methodology/score sheet that IDBI Bank would adopt is as

given in Annexure –IB& 1C.

19.8) At the sole discretion and determination of the IDBI Bank, IDBI Bank may add any

other relevant criteria for evaluating the proposals received in response to this RFP.

20.FINANCIAL BIDDING PROCESS (ORA)

20.1) The opening of the financial bids shall be done for those who have qualified during

the evaluation of technical bids.

20.2) Conditional tenders, which stipulate conditions, contrary to the conditions given in

the tender document shall be rejected forthwith.

20.3) The Bank at its discretion may call for online reverse auction to discover the price.

However, only those bidders, who have qualified technically and submitted price bids as

per tender conditions, shall be allowed to participate in ORA.

20.4) All price offers (made either in price bid or ORA) shall be valid for 90 days from

date of last date of submission of this tender. It may be noted that Bidder has to extend the

facility if Bank accepts his rate.

20.5) In ORA as per procedure, the Bidders will need to give their quotes in a descending

manner. The Bidder who quotes the lowest till the end of the time limit fixed for ORA will

be declared L1 and the Bidder with the next highest quote will be declared L2 and so on.

The process will be conducted by a professional body. The date and time for ORA process

will be communicated to all the bidders who have TECHNICALLY QUALIFIED.

20.6) For participating in ORA, the bidders should have digital signature certificates. It is

the responsibility of the bidder to have the digital signature certificate ready, as its own cost

beforehand. No request for any reimbursement of cost /extension of time from the bidders

shall be binding upon the IDBI Bank.

20.7)IDBI Bank is not bound to accept the lowest or any Bid and has the right to reject any

or all bids without assigning any reason whatsoever. IDBI Bank also reserves the right to

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reissue/re-commence the Bid process. Any decision in this regard by IDBI Bank shall be

final, conclusive and binding on the bidders.

20.8) IDBI Bank may, at its discretion, prefer to shortlist more than one Bidder in order

to mitigate the concentration risk, provided L2 agrees to provide services at the rates

quoted by L1. In such a case, the L1 bidder will be given 60% of volume and L2 bidder

will be given 40% of volume or a suitable sharing pattern would be arrived at after

considering the resourcefulness. The decision of the Bank shall be final in this regard

and biding on the Bidders.

21. POST QUALIFICATION

21.1) Bank will determine to its satisfaction whether the Bidder selected (as having

submitted the best-evaluated responsive Bid) is qualified to satisfactorily render the

services. Any decision in this regard by Bank shall be final, conclusive and binding on the

Bidder.

21.2) This determination will take into account the Bidder’s financial, technical,

implementation and post-implementation capabilities and track record. It will be based

upon an examination of the documentary evidence submitted by the Bidder.

21.3) An affirmative determination will be a pre-requisite for award of the Contract to the

Bidder. A negative determination will result in rejection of the Bid, in which event; Bank

will proceed to the next best-evaluated Bid to make a similar determination of that Bidder’s

capabilities to perform satisfactorily. Any decision in this regard by Bank shall be final,

conclusive and binding on the Bidder.

22. ACCEPTANCE OF BID

22.1) Prior to the expiration of the period of Bid validity, Bank will notify the Successful

Bidder in writing, that its bid has been accepted.

23. SIGNING OF CONTRACT

23.1)After Bank notifies the Successful Bidder that its bid has been accepted; the Bidder

should sign the Contract and complete the execution of all other documents.

23.2) The signing of Contract should be accompanied by the submission of performance

security either by way of Performance Bank Guarantee(Annexure VIII) or Fixed Deposit

(Security Deposit) , execution of Non- Disclosure Agreement (Annexure V), Deed of

Indemnity (Annexure IX) and other applicable documents.

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23.3) The Contract form and all other documents would be signed at Chennai only within

15 days of receipt of notification of award of contract. No change would be allowed in the

formats of the documents to be executed in this regard and same have to be signed in the

prescribed formats as per the RFP.

23.4) Payment of stamp duty would be as per applicable laws in the State of Tamilnadu.

23.5) The Bidder shall bear all costs and expenses for the execution, stamp duty and

submission of the contract and agreements. Bank shall not be responsible or liable for

reimbursing / compensating these costs and expenses.

23.6) The incidental expenses of execution of the Contract as well as the conditions

stipulated in the contract shall be strictly adhered to and any breach / violation thereof shall

entail termination of the Contract without prejudice to the other right of IDBI Bank

including but not limited to the right to levy / impose and recover penalties as specified in

this RFP or Contract.

24. PERFORMANCE SECURITY IN THE FORM OF BANK GUARANTEE /

FIXED DEPOSIT (SECURITY DEPOSIT)

24.1) The Successful Bidder shall furnish the performance Bank Guarantee within 15 days

of the receipt of acceptance by Bank.

24.2) The value of the Performance Bank Guarantee will be Rs. 20 lakhs in the form of

Bank Guarantee /Fixed Deposit as per Annexure-VIII

24.3) The performance Bank Guarantee (PBG) should be issued by a Nationalised Bank

and directly forwarded to the Bank.

24.4) The Performance Bank Guarantee (PBG) should be valid for a period of 66 months

(5 Year contract period + 6 months claim period) from the date of issue of PBG. The

PBG will have to be renewed /resubmitted with fresh validity and claim period in case of

extension of the contract.

24.5)The proceeds of the performance security shall be payable to the Bank as

compensation for any loss or damage resulting from the Successful Bidder’s failure to

complete its obligations under and in accordance with the Contract.

24.6) Penalties, if any, will be recovered from the payments. In case Performance

Guarantee amount decreases from the initial deposit level due to penal deductions, etc., it

shall be made up / replenished to the initial amount deposited within 7 days of such penal

deductions, etc. being replenished by way of supplementary Bank Guarantee, issued by a

Nationalised Bank.

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24.7) Failure of the Successful Bidder to comply with the requirement of the performance

Bank Guarantee shall constitute sufficient grounds for the annulment of the award and

forfeiture of the EMD, in which event Bank may award the Contract to the next best

evaluated Bidder or call for new Bids. Any decision in this regard by Bank shall be final,

conclusive and binding on the Bidder.

25. DISCHARGE OF BID SECURITY

25.1) EMD of the successful bidder shall be discharged on signing of the Contract and all

other legal documents and upon furnishing the performance guarantee / security to the

satisfaction of Bank.

25.2) The EMD of all unsuccessful Bidder(s) shall be discharged / returned as promptly as

possible but not later than 30 (thirty) days after the conclusion of the tendering process/

RFP process.

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SECTION III

1. Definitions:

In this RFP / Bid Document / Contract, the following terms shall have the following

meanings and shall be interpreted accordingly:

a) The Contract: The agreement to be entered into between IDBI Bank and the

Successful Bidder as recorded in the contract form duly signed by the parties,

including all annexure, schedules, exhibits, supplements, appendices, amendments,

revisions, notations and modifications thereof for Custodial, Document

Management (Physical and Digital) and other related Services for IDBI Bank as

inclusively stated under Section IV and V of this RFP.

b) Bidder: Includes any person/firm/company that has/have participated in the bidding

process.

c) EMD: Earnest Money Deposit.

d) Successful Bidder/ Service Provider: Bidder whose Bid has been accepted by IDBI

Bank and to whom work has been awarded and shall include its authorized

representatives, successors and permitted assigns.

e) IDBI Bank/Bank: IDBI Bank Limited including its successors and assigns.

f) The Contract Price: The price, payable to the Successful Bidder under and in

accordance with the Contract, for the due performance and observance of its contractual

obligations under and in accordance with the Contract.

g) “Service(s)” means all the services, which the Bidder is required to provide and/or

procure to the Bank under and in accordance with the Contract.

h) “Custodial Services” means all the services that start from pick up of the documents

and records from the Bank’s specified premises for safe custody at the Successful Bidder’s

premises, till their permanent withdrawals/retrievals by the Bank.

i) “Management Services” means all the services that are required by the Bank as per

its requirement such as indexing, periodical retrievals and refilling etc.

j) “Other Related Services” means all the services that are required by the Bank for

digitizing, providing copasetic, on request as per the Bank’s requirement.

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k) “Service Period” means the period of 5 year (contract period) commencing from the

date of Contract as mentioned in the acceptance / signoff certificate issued by IDBI Bank.

l) “Acceptance of Bid” means the letter/fax or any memorandum communicating to the

Bidder the acceptance of its Bid and includes an advance acceptance of his Bid.

m) “Business Day” means neither any day that is not a Sunday nor a public holiday (as

per the official holidays observed by Bank).

n) Confidential Information: (i) intellectual property information and information

relating to Intellectual Property Rights; (ii) technical or business information or material

not covered in (i); (iii) proprietary or internal information related to the current, future and

proposed products or service(s) of the Bank including, financial information, process/flow

charts, business models, designs, drawings, data information related to products and

service(s), procurement requirements, purchasing, customers, investors, employees,

business and contractual relationships, business forecasts, business plans and strategies,

information the Parties provide regarding third parties; (iv) information disclosed pursuant

to the Services/ Contract and (v) all such other information which by its nature or the

circumstances of its disclosure is confidential.

o) Intellectual Property Rights: means any patent, copyright, trademark, trade name,

design, trade secret, permit, service marks, brands, propriety information, knowledge,

technology, licenses, databases, computer programs, software, know how or other forms

of intellectual property rights, titles, benefits or interests whether arising before or after the

execution of this Contract and the right to ownership and registration of these rights.

p) “Document” means any embodiment of any text or image howsoever recorded and

includes any data, text, images, sound, voice, codes, computer programs, software and / or

databases or microfilm or computer generated microfiche or similar device.

q) “Effective Date” means the date on which this Contract is signed and executed by

the Parties hereto.

r) “Parties” means the Bank and the Bidder and “Party” means either of the Parties.

s) Force Majeure: means acts of God or of public enemy, acts of Government of India

in their sovereign capacity, acts of war and unforeseen natural calamity.

t) Maintenance cost: Vendor to create a comprehensive database with bar coding of

each file, inventorization at file level. Bar coded sticker to be affixed at each file. Vendor

to sort, segregate, index and pack the records in metallic Boxes for transportation to its

storage location. Rates are inclusive of packing, loading, and transportation and unloading

at vendor’s warehouse. Maintenance charges on any file will be paid monthly on pro rata

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basis for the no of days file is kept with the vendor. For subsequent addition of records

same rate will be applicable.

u) Retrieval cost: The cost incurred to withdraw (files/records from storage to our

premises (including handling & transport cost)

v) Re-filing cost: The cost incurred for re-deposition of files/records in storage

(including handling & transport cost)

w) Post Disbursement Documents (PDDs) insertion in files: The cost incurred to insert

post disbursement documents in file including collecting the document from our office,

handling & transporting carefully, retrieval of files & refilling at vendor’s site. If the loan

file is already digitized initially, there should be provision for the inserted PDDs to be also

digitized and full record of the loan file in digital form should be there in single file. There

should be provision for searching of the scanned PDF.

x) Photocopying: Cost of photocopying including paper.

y) Digitization: Cost of scanning and digitization including maintenance and storage

space in server.

z) Records: any paper that is given by the Bank for safe custody.

aa) Documents: Loan / Security documents, Title deeds, Account opening forms, KYC

documents.

bb) Closed Loan Skeletal file- Loan files wherein title deeds and other relevant

documents are returned to borrower. Skeletal files contain significantly reduced number of

pages. It generally contains KYC and loan agreement documents. Skeletal files need not

be digitized as original file is already scanned /digitized.

cc) Page:- Page means front and back.

2. Interpretations

In this tender/ in the Contract, unless a contrary intention is evident:

2.1) Time is the essence in the performance of the Parties’ respective obligations, if any

time period specified herein is extended; such time shall also be of the essence.

2.2) The clauses/headings are for convenient reference(s) only and do not form part of this

tender/ the Contract;

2.3) Unless otherwise specified, a reference to a clause number is a reference to all of its

sub-clauses;

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2.4) Unless otherwise specified, a reference to a clause, sub-clause or section is a reference

to a clause, sub-clause or section of this tender/ the Contract including any amendments or

modifications to the same from time to time;

2.5) A word in the singular includes plural and a word in the plural includes singular;

2.6) A word implying a gender includes any other gender;

2.7) A reference to a person includes a body corporate also;

2.8) A reference to legislation includes legislation repealing, replacing or amending that

legislation;

2.9) Where a word or phrase is given a particular meaning, it includes the appropriate

grammatical forms of that word or phrase, which have corresponding meanings;

2.10) Reasonability and materiality of "doubt" and "controversy" shall be at the sole

discretion of IDBI Bank.

2.11) The words not expressly defined herein shall have meanings ascribed to them in the

General Clauses Act, 1897 or such other relevant applicable law as amended from time to

time.

2.12) In case of difference of opinion on the part of the Bidder in comprehending and /or

interpreting any clause/provision of this tender after submission of the Bid, the

interpretation by IDBI Bank and decision of IDBI Bank in this behalf shall be final,

conclusive and binding on the Bidder(s).

3. CONDITIONS PRECEDENT

3.1) This Contract is subject to the fulfilment of the following conditions precedent by the

Bidder:

i. Furnishing of performance security by way of an unconditional and irrevocable

Performance Bank Guarantee (Performance Security) as mentioned in Section II, as

per the format given in Annexure VIII or Fixed Deposit (security deposit).

ii. Execution of a Deed of Indemnity as per format given in Annexure IX.

iii. Obtaining of all statutory, regulatory and other approvals, consents and no-objections

required for the performance of the Services under and in accordance with this

Contract.

iv. Furnishing solvency certificate and certificate confirming that there are no vigilance

or court cases threatened or pending against the Bidder.

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v. Furnishing of such other documents as the Bank may specify, including but not

limited to definitive documents.

vi. Furnishing of Non-Disclosure agreement, Information Security Certificate and

Integrity pact as given in the annexures herein.

4. STANDARD OF PERFORMANCE:

4.1) The Successful Bidder shall carry out its obligations under the Contract with due

diligence, efficiency and economy, in accordance with generally accepted techniques and

practices used in industry and with professional standards and shall observe sound

management, technical practices. It shall employ appropriate advanced technology,

procedures and methods. The Successful Bidder shall always act, in respect of any matter

relating to the Contract, as faithful advisors to Bank and shall, at all times, support and

safeguard Bank’s legitimate interests in any dealing with third parties.

5. USE OF CONTRACT DOCUMENTS AND INFORMATION

5.1) The Successful Bidder shall treat all documents, information, data and communication

of and with the Bank as privileged and confidential and shall be bound by the terms and

conditions of the Non-Disclosure Agreement as per Annexure –V. The Successful Bidder

shall execute this Non-Disclosure Agreement simultaneously at the time of execution of

the Contract. The Successful Bidder shall not, without the Bank’s prior written consent,

disclose the Contract, or any provision thereof, or any specification, plan, sample or

information or data or drawings / designs furnished by or on behalf of the Bank in

connection therewith, to any person other than a person employed by the Bidder in the

performance of the Contract. Disclosure to any such employed person shall be made in

utmost confidence and shall extend only so far as may be necessary and relevant for

purpose of such performance and shall be subject to the terms and conditions of the Non-

Disclosure Agreement.

5.2) The Bidder shall not, without IDBI Bank’s prior written consent, make use of any

document, data or information etc., enumerated in this Bid Documents save and except for

due performance and observance of the Contract.

5.3) Any document, other than the Contract itself, enumerated in this Bid Documents shall

remain the property of IDBI Bank and shall be returned (in all copies) to the Bank on

completion of the Bidder’s performance under and in accordance with the Contract, if so

required by the Bank.

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6. INDEMNITY AND COMPENSATION

6.1) The Bidder shall execute and furnish to the Bank, a Deed of Indemnity in favour of the

Bank in a form and manner, as given in Annexure -IX, indemnifying the Bank its

directors, employees, agents and representatives from and against any costs, loss, damages,

expense, claims, litigations (including legal fees and expenses incurred by the Bank), suits,

actions, judgments, and or otherwise including but not limited to those from third parties or

liabilities of any kind howsoever suffered, arising out of or incurred inter alia during and

after the Contract period including but not limited to third-party claims due to

delay/deficiency of services/loss to the Bank including but not limited to the Services or

any part thereof and/or otherwise; at law or in equity. The indemnity survives the Contract.

6.2)During the Contract tenure, where any Document are lost/damaged in the custody of

the Service Provider/vendor for whatever reasons, the Service Provider/vendor shall

without demur or protest compensate and reimburse IDBI Bank against any costs, charges

and expenses sustained or incurred by the IDBI Bank in relation to the recreation of the

lost/damaged Documents and against any claim/future liability/litigations which may be

brought about by the customer of IDBI Bank and/or any third party in connection with the

lost/damaged in the Document. In such event, the claim/notice(s) of demand made by IDBI

Bank to the Service Provider/vendor and the amount quantified by the Bank as mentioned

in the claim/notice of demand shall be final and binding upon the Service Provider/vendor.

7. DELAYS IN THE BIDDER’S PERFORMANCE

7.1) Delivery of the required services shall be made by the Successful Bidder strictly in

accordance with the time schedule prescribed by the Bank. Time is of the essence of

Contract.

7.2) If at any time during the performance of the Contract, the Successful Bidder

encounters conditions / situations impeding timely discharge of services, the Successful

Bidder shall promptly notify the Bank in writing of the fact of the delay, it’s likely duration

and the cause(s) thereof. After receipt of the Successful Bidder’s notice, the Bank shall at

the earliest evaluate the condition/ situation, and consider, extending the Successful

Bidder’s time for performance, with or without liquidated damages, in which case, the

extension shall be ratified by the Parties by written amendment of the Contract.

7.3) Except as provided in the above clause, a delay by the Successful Bidder in the

discharge of services shall render the Successful Bidder liable to the imposition of

liquidated damages, unless an extension of time is agreed upon without levying liquidated

damages.

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7.4)A delay by the Successful Bidder in the performance of its Contract obligations shall

render the Successful Bidder liable to any or all the following sanctions:

i. Forfeiture of its performance guarantee.

ii. Termination of the Contract for default, with an obligation to return the

documents and records free of cost.

8. LIQUIDATED DAMAGES / PENALTY (Physical)

8.1) If the Successful Bidder fails to meet the requirements under the Scope of Services,

like delays/defaults/deficiency, shall without prejudice to its other rights and as per this or

other terms of the Contract, deduct price, as liquidated damages. In case of deficiency of

services, like, delay in retrieval and submission of documents beyond 3 days from the date

of request, a sum equivalent to Rs.100/- per day per document would be imposed as

penalty.

8.2)If the Bidder consistently fails to meet the requirements under Scope of Services or

complete the services as per the scheduled completion date or the extended date or if

Bidder repudiates the Contract before completion of the contract /services, the Bank may

without prejudice to any other right or remedy (i.e. penalties) available to the Bank as

under the Contract, recover from the Bidder, liquidated damages over and above the

penalties.

8.3) IDBI Bank may without prejudice to its right to effect recovery by any other method,

deduct the amount of liquidated damages from any money belonging to the Bidder in its

hands (which includes the IDBI Bank’s right to claim such amount against Bidder’s

performance Guarantee) or which may become due to the Bidder. Any such recovery or

liquidated damages shall not in any way relieve the Bidder from any of its obligations to

complete the works / Services or from any other obligations and liabilities under the

Contract.

8.4) IDBI Bank reserves the right to impose / waive off the Liquidated Damages.

9. DISPUTE RESOLUTION

9.1) The Parties shall use their best efforts to amicably settle all disputes arising out of or in

connection with this Contract in the following manner:

i. The Party raising the dispute shall address to the other Party a notice requesting an

amicable settlement of the dispute within ten (10) days of receipt of the notice.

ii. The matter will be referred for negotiation between GM (CPU-RAO) of IDBI Bank

and person nominated in Annexure IA (Sr. No. 11) of the Service

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Provider/Vendor. The matter shall then be resolved by them and the agreed course

of action documented within a further period of thirty (30) days.

9.2)The Parties agree that any dispute between the Parties, which cannot be settled by

negotiation in the manner, described above, may be resolved exclusively by arbitration and

such dispute may be submitted by either party to arbitration within thirty (30) days of the

failure of negotiations. Arbitration shall be held only in Chennai, India and conducted in

accordance with the fast track provision of the Arbitration and Conciliation Act, 1996 or

any statutory modification or re-enactment thereof. Each Party to the dispute shall appoint

one (1) arbitrator each and these two (2) arbitrators shall jointly appoint the third or the

presiding arbitrator. The arbitration proceedings shall be conducted in the English

language. Subject to the above, the courts of law at Chennai alone shall have the

jurisdiction in respect of all matters connected with the Contract. The arbitration award

shall be final, conclusive and binding upon the Parties and judgment may be entered

thereon, upon the application of either party to a court of competent jurisdiction. Each

Party shall bear the cost of preparing and presenting its case, and the cost of arbitration,

including fees and expenses of the arbitrators, shall be shared equally by the Parties unless

the award otherwise provides.

9.3) The Successful Bidder shall not be entitled to suspend the provision of the Services or

the completion of the job, pending resolution of any disputes between the Parties and shall

continue to render the Services in accordance with the provisions of the Contract

notwithstanding the existence of any dispute between the Parties or the subsistence of any

arbitration or other proceedings.

9.4)The provision under this section survives the contract.

10. ADDRESSES FOR NOTICES

10.1) All notices, requests, consents, waivers or other communication required or permitted

hereunder shall be in writing and shall be deemed properly served: (i) if delivered by hand

and received by an authorized employee or officer of the Party, (ii) 14 (fourteen) days after

the date of dispatch by certified or registered mail, postage prepaid, return receipt

requested. All notices and other communication shall be marked as under:

In the case of The

Bank

Dy. General Manager, IDBI Bank Ltd, RAO- Chennai,

New No.47, Old No.16, Prestige Point building, 1st

Floor, Haddows Road, Nungambakkam, Chennai –

600006

In the case of the

Bidder

As furnished in Annexure IA (Sr.No.12).

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11. TAXES AND DUTIES

11.1) Bidder will be entirely responsible for all applicable taxes, duties, levies, imposts,

costs, charges, license fees, road permits etc., in connection with discharge of services.

Payment of applicable taxes will be made at actual, on production of suitable evidence of

payment by the Bidder.

11.2) Income / Corporate taxes in India: The Bidder shall be liable to pay all corporate

taxes and income tax that shall be levied according to the laws and regulations applicable

from time to time in India and the Price Bid by the Bidder shall include all such taxes in the

Contract price.

11.3) 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 Bidder. 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 Bidder from his responsibility to pay any

tax that may be levied in India on income and profits made by the Bidder in respect of this

Contract.

11.4) The Bidder’s staff, personnel and labour will be liable to pay personal income taxes

in India in respect of such of their salaries and wages as are chargeable under the laws and

regulations for the time being in force, and the Bidder shall perform such duties in regard

to such deductions thereof as may be imposed on him by such laws and regulations.

11.5) The Bidder shall also be responsible for having his sub-Bidder(s) under this sub-

contract(s) on account of payment received by the sub-Bidder(s) from the Bidder for works

done under the sub-Bidder(s) for which The Bank will in no case bear any responsibility. It

shall be the responsibility of the Bidder to submit to the concerned Indian authorities the

returns and all other related documents required for this purpose. The Bidder shall also

provide the Bank such information, as it may be required in regard to the Bidder’s details

of payment made by the Bank under the Contract for proper assessment of taxes and duties.

The Bidder and his sub-Bidder(s) or their personnel shall bear all the taxes if any, levied on

the Bidder’s, sub-Bidder’s and Bidder’s personnel. The amount of tax withheld by the

Bank shall at all times be in accordance with Indian Tax Laws and the Bank shall promptly

furnish to the Bidder original certificates (Challans) for tax deduction at source and paid to

the Tax Authorities.

11.6) The Bidder agrees that he and his sub-Bidder(s) shall comply with the Income-Tax

Act in force from time to time and pay Income - Tax, as may be imposed / levied on them

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by the Indian Income Tax Authorities, for the payments received by them for the works

under the Contract.

11.7) The Bidder fail to submit returns/pay taxes in times as stipulated under the Income –

tax Act and consequently any interest or penalty is imposed by the Income-tax authority,

the Bidder shall indemnify The Bank against any and all liabilities or claims arising out of

this Contract for such taxes including interest and penalty any such Tax Authority may

assess or levy against the Bank/ Bidder.

11.8) The Bank shall if so required by applicable laws in force, at the of payment, deduct

income tax payable by the Bidder at the rates in force, from the amount due to the Bidder

and pay to the concerned tax authority directly.

12. SUCCESSFUL BIDDER’S INTEGRITY

12.1) The Successful Bidder is responsible for and obliged to carry out all the services

strictly in accordance with Contract using state-of-the-art methods and economic principles

and exercising all means available to achieve the performance specified in the Contract.

13. SUCCESSFUL BIDDER’S OBLIGATIONS

13.1) The Successful Bidder is obliged to work closely with IDBI Bank’s staff, act within

its own authority and abide by directives / instructions issued by the Bank from time to

time. The Successful Bidder will abide by the job safety measures prevalent in India and

will free / indemnify IDBI Bank from all demands or responsibilities arising from accidents

or loss of life, the cause of which is the Bidder’s negligence or otherwise. The Successful

Bidder will pay all indemnities arising there from and will not hold IDBI Bank responsible

or obligated.

13.2) The Successful Bidder is responsible for managing the activities of its personnel and /

or personnel working pursuant to its instructions and will hold itself responsible for any

misdemeanours. The Successful Bidder will treat all data and information about the Bank

as confidential, obtained in the execution of his responsibilities, in strict confidence and

will not reveal such information to any other party without the prior written approval of the

Bank.

14. SURVIVAL

14.1) Any provision of this Contract which, either expressly or by implication, survive the

termination or expiration of this Contract, shall be complied with by the Parties including

that of the provisions of indemnity, confidentiality, non-disclosure in the same manner as if

the present Contract is valid and in force.

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14.2) The provisions of the clauses of this Contract in relation to documents, data,

processes, property, Intellectual Property Rights, indemnity, publicity and confidentiality

and ownership survive the expiry or termination of this Contract and in relation to

confidentiality, the obligations continue to apply unless the Bank notifies the Bidder of its

release from those obligations.

15. NO AGENCY

15.1) The Services of the bidder here shall not be construed as any agency of IDBI Bank

and there shall be no Principal - Agent relationship in this regard.

16. NO SET-OFF, COUNTER-CLAIM AND CROSS CLAIMS.

16.1) In case the Bidder has any other business relationship with the Bank, no right of set-

off, counter-claim and cross-claim and or otherwise will be available under this Contract to

the Bidder for any payments receivable under and in accordance with that business.

17. ADHERENCE TO SAFETY PROCEDURES, RULES REGULATIONS AND

RESTRICTIONS

17.1) Bidder shall comply with the provision of all laws including labour and industrial

laws, rules, regulations and notifications issued there under from time to time. All safety

and labour and industrial laws enforced by statutory agencies and by the Bank shall be

applicable in the performance of this Contract and Bidder shall abide by these laws. The

Bidder shall indemnify and keep indemnified and hold harmless the Bank for any loss,

damage, claims, costs, charges, expenses, etc. arising out of and/or suffered on account of

actions, litigations, proceedings, suits, arising out of breach of the above laws.

Bidder shall take all measures necessary or proper to protect the personnel, work and

facilities and shall observe all reasonable safety rules and instructions.

17.2) The Bidder shall report as soon as possible any evidence, which may indicate or is

likely to lead to an abnormal or dangerous situation and shall take all necessary emergency

control steps to avoid such abnormal situations.

17.3) Bidder shall also adhere to all security requirement/regulations of the Bank during

the execution of the work.

18. STATUTORY REQUIREMENTS

18.1) During the tenure of this Contract nothing shall be done by the Bidder in

contravention of any law, act and/ or rules/regulations, there under or any amendment

thereof governing inter-alia customs, foreign exchange, etc., and shall keep the Bank

indemnified in this regard.

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18.2) Successful Bidder undertakes to promptly produce all records and information

relating to the Contract/this RFP for the purpose of inspection and information security

audit of IDBI Bank. Successful Bidder shall provide access, to officers / employees /

representatives / agents or auditors of the Bank to the premises / places where such records

are kept / maintained. The Bank shall not be duty bound to give any prior notice to

Successful Bidder before carrying out the said inspection or audit.

18.3) The Successful Bidder agrees to allow officers of IDBI Bank to inspect and make

copies at their own cost, of the records relating to the Services performed/delivered by the

Successful Bidder, maintained by Successful Bidder pursuant to the Contract/this RFP.

18.4) In regards to the above, the Regulators and Government Authorities including RBI

officials shall be entitled to conduct audits of the Successful Bidder at any point of time.

19. CONTRACT PRICES

19.1) Prices payable to the Bidder as stated in the Contract shall be firm and not subject to

adjustment during performance of the Contract, irrespective of reasons whatsoever,

including exchange rate fluctuations, changes in taxes, duties, levies, charges, etc.

19.2) Further, IDBI Bank shall be entitled to make adjustment in the payment of Contract

price in the event of levying liquidated damages and/or penalty on the Successful Bidder.

20. OWNERSHIP AND RETENTION OF DOCUMENTS

20.1) The Bank shall own the documents, prepared by or for the Bidder arising out of or in

connection with this Contract.

20.2) Forthwith upon expiry or earlier termination of this Contract and at any other time on

demand by the Bank, the Bidder shall deliver to the Bank or to its representative as

advised by the Bank, all documents provided by or originating from the Bank and all

documents produced by or from or for the Bidder in the course of performing the Services,

unless otherwise directed in writing by the Bank at no additional cost. The Bidder shall not,

without the prior written consent of the Bank store, copy, distribute or retain any such

Documents.

21. REPRESENTATIONS AND WARRANTIES

21.1) In order to induce the Bank to enter into this Contract, the Bidder hereby represents

and warrants as of the date hereof, which representations and warranties shall survive the

term and termination hereof, the following:

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i. That the Bidder is not involved in any major litigation, potential, threatened and

existing, that may have an impact of affecting or compromising the performance

and delivery of Services under the Contract.

ii. That the representations made by the Bidder in its Bid are and shall continue to

remain true and fulfill all the requirements as are necessary for executing the

duties, obligations and responsibilities as laid down in the Contract and the Bid

Documents and unless the Bank specifies to the contrary, the Bidder shall be bound

by all the terms of the Bid.

iii. That the Bidder shall use such assets of the Bank as the Bank may permit for the

sole purpose of execution of its obligations under the terms of the Bid, Tender or

this Contract. The Bidder shall however, have no claim to any right, title, lien or

other interest in any such property, and any possession of property for any duration

whatsoever shall not create any right in equity or otherwise, merely by fact of such

use or possession during or after the term hereof.

iv. That the Bidder shall procure insurance policies for all its present and future

property and assets deployed for this Contract, including cyber insurance with

financially sound and reputable insurers to the satisfaction of the Bank and shall

pay all premium in relation thereto and shall ensure that nothing is done to make

such insurance policies void or voidable. The Bidder shall also furnish to the Bank

a certificate evidencing such insurance, risks covered, names of beneficiaries,

expiration dates, names of insurers and all other features of the insurance policy,

both original and renewed and shall keep the same alive during the term of this

Contract.

v. That the Bidder shall procure all the necessary permissions and adequate approvals

and licenses for use of various software and any copyrighted process/product free

from all claims, titles, interests and liens thereon and shall keep the Bank

indemnified in relation thereto.

vi. That all the representations and warranties as have been made by the Bidder with

respect to its Bid and Contract, are true and correct, and shall continue to remain

true and correct through the term of this Contract.

vii. That the execution of the Services herein is and shall be in accordance and in

compliance with all applicable laws.

viii. That there are – (a) no legal proceedings pending or threatened against Bidder or

any sub Bidder/third party or its team which adversely affect/may affect

performance under this Contract; and (b) no inquiries or investigations have been

threatened, commenced or pending against Bidder or any sub-Bidder / third part or

its team members by any statutory or regulatory or investigative agencies.

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ix. That the Bidder has the corporate power to execute, deliver and perform the terms

and provisions of this Contract and has taken all necessary corporate action to

authorize the execution, delivery and performance by it of the Contract.

x. That all conditions precedent under the Contract has been complied.

xi. That neither the execution and delivery by the Bidder of the Contract nor the

Bidder’s compliance with or performance of the terms and provisions of the

Contract (i) will contravene any provision of any applicable law or any order, writ,

injunction or decree of any court or governmental authority binding on the Bidder,

(ii) will conflict or be inconsistent with or result in any breach of any or the terms,

covenants, conditions or provisions of, or constitute a default under any agreement,

contract or instrument to which the Bidder is a Party or by which it or any of its

property or assets is bound or to which it may be subject or (iii) will violate any

provision of the Memorandum and Articles of Association of the Bidder.

xii. That the Bidder certifies that all registrations, recordings, filings and notarisations

of the Contract and all payments of any tax or duty, including without limitation

stamp duty, registration charges or similar amounts which are required to be

effected or made by the Bidder which is necessary to ensure the legality, validity,

enforceability or admissibility in evidence of the Contract have been made.

xiii. That the Bidder confirms that there has not and shall not occur any execution,

amendment or modification of any agreement/contract without the prior written

consent of the Bank, which may directly or indirectly have a bearing on the

Contract or the project.

xiv. That the Bidder owns or has good, legal or beneficial title, or other interest in, to

the property, assets and revenues of the Bidder on which it grants or purports to

grant or create any interest pursuant to the Contract, in each case free and clear of

any encumbrance and further confirms that such interests created or expressed to be

created are valid and enforceable.

xv. That the Bidder owns, has license to use or otherwise has the right to use, free of

any pending or threatened liens or other security or other interests all Intellectual

Property Rights, which are required or desirable for the project and the Bidder does

not, in carrying on its business and operations, infringe any Intellectual Property

Rights of any person. None of the Intellectual Property or Intellectual Property

Rights owned or enjoyed by the Bidder or which the Bidder is licensed to use,

which are material in the context of the Bidder’s business and operations are being

infringed nor, so far as the Bidder is aware, is there any infringement or threatened

infringement of those Intellectual Property or Intellectual Property Rights licensed

or provided to the Bidder by any person. All Intellectual Property Rights (owned by

the Bidder or which the Bidder is licensed to use) are valid and subsisting. All

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actions (including registration, payment of all registration and renewal fees)

required to maintain the same in full force and effect have been taken thereon and

shall keep the Bank indemnified in relation thereto.

22. CONFIDENTIALITY

22.1) The Parties agree that they shall hold in trust any Confidential Information received

by either Party, under this Contract, and the strictest of confidence shall be maintained in

respect of such Confidential Information. The Parties also agree:

i. to maintain and use the Confidential Information only for the purposes of this

Contract and only as permitted herein;

ii. to only make copies as specifically authorized by the prior written consent of the

other party and with the same confidential or proprietary notices as may be printed

or displayed on the original;

iii. to restrict access and disclosure of Confidential Information to such of their

employees, agents, vendors, and Bidders strictly on a “need to know” basis, to

maintain confidentiality of the Confidential Information disclosed to them in

accordance with this Clause and

iv. to treat Confidential Information as confidential for a period of five (5) years from

the date of receipt. In the event of earlier termination of this Contract, the Parties

hereby agree to maintain the confidentiality of the Confidential Information for a

further period of [two (2)] years from the date of such termination.

22.2) Confidential Information in oral form must be identified as confidential at the time of

disclosure and confirmed as such in writing within 30 days of such disclosure. Confidential

Information does not include information which:

i. the recipient knew or had in its possession, prior to disclosure, without limitation on

its confidentiality;

ii. is independently developed by the recipient without breach of this Contract;

iii. information in the public domain as a matter of law;

iv. is received from a third party not subject to the obligation of confidentiality with

respect to such information;

v. is released from confidentiality with the written consent of the other party.

22.3) The recipient shall have the burden of proving that Clauses (i) or (ii) above are

applicable to the information in the possession of the recipient.

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22.4) Notwithstanding the foregoing, the Parties acknowledge that the nature of the

services to be performed under this Contract may require the Bidder’s personnel to be

present on premises of the Bank or may require the Bidder’s personnel to have access to

computer networks and databases of the Bank while on or off premises of the Bank. It is

understood that it would be impractical for the Bank to monitor all information made

available to the Bidder under such circumstances and to provide notice to the Bidder of the

confidentiality of all such information. Therefore, the Bidder agrees that any technical or

business or other information of the Bank that the Bidder’s personnel, sub-Bidders, or

agents acquire while on the Bank premises, or through access to the Bank computer

systems or databases while on or off the Bank premises, shall be deemed Confidential

Information.

22.5) Confidential Information shall at all times remain the sole and exclusive property of

the disclosing Party. Upon termination of this Contract, Confidential Information shall be

returned to the disclosing Party or destroyed, if incapable of return. The destruction shall be

witnessed and so recorded, in writing, by an authorized representative of each of the

Parties. Nothing contained herein shall in any manner impair rights of the Bank in respect

of the Systems, Services, and Documents etc.

22.6) In the event that any of the Parties hereto becomes legally compelled to disclose any

Confidential Information, such Party shall give sufficient notice to the other Party to enable

the other Party to prevent or minimize to the extent possible, such disclosure. Neither party

shall disclose to a third party any Confidential Information or the contents of this Contract

without the prior written consent of the other Party. The obligations of this Clause shall be

satisfied by handling Confidential Information with the same degree of care, which the

receiving Party applies to its own similar confidential information but in no event less than

reasonable care. The obligations of this Clause shall survive the expiration, cancellation or

termination of this Contract.

22.7)The provisions and obligations of this clause shall survive expiration, cancellation

and termination of the Contract till such Confidential Information enters public domain.

23. TERM AND EXTENSION OF THE CONTRACT

23.1)The term of the Rate Contract shall be for a period of 5 year (60 months) from the

date of contract/Agreement, which is subject to annual performance review by the

Bank The Bank will have the right to extend the contract for another 6 month on

expiry of 5 year period at the same terms and condition as mentioned in RFP/SLA.

23.2) The Bank shall reserve the sole right to grant any extension to the term above

mentioned and shall notify in writing to the Bidder, at least 3 (three) months before

the expiration of the term hereof, whether it will grant the Bidder an extension of the

term. The decision to grant or refuse the extension shall be at the discretion of Bank.

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24. TERMINATION

24.1)The Bank may terminate this Contract by giving the Bidder a prior and written 90

(ninety) days’ notice indicating its intention to terminate the Contract under the

following circumstances:

i. Where it comes to the Bank’s notice and attention that the Bidder (or the Bidder’s

team) is in a position of actual conflict of interest with the interests of the Bank, in

relation to any of terms of the Bidder’s Bid or this Contract.

ii. Where the Bidder’s ability to survive as an independent corporate entity is

threatened or is lost owing to any reason whatsoever, including inter-alia the filing

of any bankruptcy proceedings against the Bidder, any failure by the Bidder to pay

any of its dues to its creditors and any Statutory dues, the institution of any winding

up proceedings against the Bidder or the happening of any such events that are

adverse to the commercial viability of the Bidder. In the event of the happening of

any events of the above nature, the Bank shall reserve the right to take any steps as

are necessary, to ensure the effective transition of the project to a successor Bidder,

and to ensure business continuity.

a) Termination for Insolvency: The Bank may at any time terminate the Contract by

giving written notice of 30 (thirty) days to the Bidder, without compensation to the Bidder,

if the Bidder becomes bankrupt or otherwise insolvent, provided that such termination will

not prejudice or affect any right of action or remedy which has accrued or will accrue

thereafter to the Bank.

b) Termination for Default: The Bank may at any time terminate the Contract, in whole

or in part, without compensation, by giving a written notice of 30 (thirty)days to the

Bidder, if the Bidder defaults on any of the terms and conditions of the RFP, 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.

c) Termination for Convenience: Notwithstanding the provisions of the Contract and/or

the Bid Documents, the Bank at its sole discretion and without prejudice to any other right

or remedy and without assigning any reasons, by written 30(thirty) days’ notice sent to the

Bidder, may terminate the Contract, in whole or in part, at any time for its convenience.

The notice of termination shall specify that termination is for the Bank’s convenience, the

extent to whichperformance of the Bidder under and in accordance with the Contract is

terminated, and the date upon which such termination becomes effective.

d) Termination for Deficiency: In case of deficiency of services Bank reserves the right

to terminate the contract with 30 (thirty) days’ notice. It also reserves right to recover the

liquidated damages from the EMD/ Security deposit / guarantee or any amount payable

by IDBI Bank to the bidder.

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24.2)The payments will be made for all services rendered up to the date the termination

becomes effective, at the contracted terms and prices.

25. CONSEQUENCES OF TERMINATION

25.1)In the event of termination of this Contract due to any cause whatsoever, whether

consequent to the stipulated term of the Contract or otherwise, the Bank shall be entitled to

impose any such obligations and conditions and issue any clarifications as may be

necessary to ensure an efficient transition and effective business continuity of the project

which the Bidder shall be obliged to comply with and take all available steps to minimize

loss resulting from that termination/breach, and further allow the successor Bidder to take

over the obligations of the erstwhile Bidder in relation to the execution/continued

execution of the scope of this Contract.

25.2) In the event that the termination of this Contract is due to the expiry of the term of

this Contract / a decision not to grant any (further) extension by the Bank, the Bidder

herein shall be obliged to provide all such assistance to the successor Bidder or any other

person as may be required and as the Bank may specify including training, indexing,

handing over of all the records and documents in proper order, where the successor(s) is a

representative/personnel of the Bank to enable the successor to adequately provide the

Services hereunder, even where such assistance is required to be rendered for a reasonable

period (not exceeding 180 days) that may extend beyond the term/earlier termination

hereof.

25.3) Where the termination of the Contract is prior to its stipulated term on account of a

default on the part of the Bidder or due to the fact that the survival of the Bidder as an

independent corporate entity is threatened/has ceased, the Bank shall pay the Bidder for

services which have been authorized by the Bank and satisfactorily performed by the

Bidder up to the date of termination, without prejudice any other rights, the Bank may

retain such amounts from the payment due and payable by the Bank to the Bidder as may

be required to offset any direct losses caused to the Bank as a result of any act/omissions of

the Bidder. In case of any loss or damage due to default on the part of the Bidder in

performing any of its obligations with regard to executing the scope of work under this

Contract [as laid down in the Service Specifications,] the Bidder shall compensate the

Bank for any such direct loss, damages or other costs, incurred by the Bank. Additionally,

the other members of its team shall continue to perform all its obligations and

responsibilities under this Contract in an identical manner as were being performed hitherto

before in order to execute an effective transition and to maintain business continuity.

25.4) Nothing herein shall restrict the right of the Bank to invoke the Bank Guarantee and

other guarantees, securities furnished, enforce the Deed of Indemnity and pursue such other

rights and/or remedies that may be available to the Bank under law or otherwise.

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25.5) The termination hereof shall not affect any accrued right or liability of either Party

nor affect the operation of the provisions of this Contract that are expressly or by

implication intended to come into or continue in force on or after such termination.

25.6) The Contract survives Termination.

25.7) In the event of termination of this Contract for any reason whatsoever, IDBI Bank

shall have the right and it may publicize such termination to caution the customers/public

from dealing with the successful Bidder.

26. CONFLICT OF INTEREST

26.1) The Bidder shall disclose to the Bank in writing, all actual and potential conflicts of

interest that exist, arise or may arise (either for the Bidder or the Bidder’s team) in the

course of performing the Services as soon as practical after it becomes aware of that

conflict.

27. PUBLICITY

27.1) The Bidder is not permitted to make any public announcement or media release about

any aspect of this Contract unless the Bank first gives the Bidder its written consent.

28. RELATIONSHIP BETWEEN THE PARTIES

28.1) Nothing in this Contract constitutes any fiduciary relationship between the Bank and

Bidder/Bidder’s Team or any relationship of employer – employee, principal and agent, or

partnership, between IDBI Bank and Successful Bidder.

28.2) No Party has any authority to bind the other Party in any manner whatsoever, except

as agreed under the terms of the Contract.

28.3) IDBI Bank has no obligation to the successful Bidder, except as agreed under the

terms of the Contract.

28.4) All employees/personnel/ representatives/agents etc., engaged by the Successful

Bidder for performing its obligations under the Contract/RFP shall be in sole employment

of the Successful Bidder and the Successful Bidder shall be solely responsible for their

salaries, wages, statutory payments etc. Under no circumstances, shall IDBI Bank be liable

for any payment or claim or compensation (including but not limited to any compensation

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on account of any injury / death / termination) of any nature to the

employees/personnel/representatives/agent etc. of the Successful Bidder.

28.5) The Successful Bidder shall disclose to IDBI Bank in writing, all actual and potential

conflicts of interest that exist, arise or may arise (either for the Successful Bidder or its

team/agents/representatives/personnel etc.) in the course of performing the Services as

soon as practical after it becomes aware of that conflict.

28.6) The Successful Bidder shall not make or permit to be made a public announcement or

media release about any aspect of the Contract unless IDBI Bank first gives the Successful

Bidder its prior written consent.

29. NO ASSIGNMENT

29.1) The Contract cannot be transferred or assigned by the Bidder without the prior

written approval of the Bank.

30. ENTIRE CONTRACT

30.1) The terms and conditions laid down in the Bid and all annexures thereto as also the

Bid and any attachments/annexes thereto shall be read in consonance with and form an

integral part of this Contract. This Contract supersedes any prior contract, understanding or

representation of the Parties on the subject matter.

31. GOVERNING LAW

31.1) This Contract shall be governed in accordance with the laws of India.

32. JURISDICTION OF COURTS

32.1) The courts at Chennai shall have exclusive jurisdiction to determine any proceeding

in relation to this Contract. These provisions shall survive the Contract.

33. NO RIGHT TO SET OFF

33.1) In case the Bidder has any other business relationship with the Bank, no right of set-

off, counter-claim and cross-claim and or otherwise will be available under this Contract to

the Bidder for any payments receivable under and in accordance with that business.

34. COMPLETION OF CONTRACT

34.1) Unless terminated earlier, the Contract shall terminate on the successful completion

of the Service Period as specified in the Contract.

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35. INFORMATION SECURITY

Information Security Clauses:

1) The Bidder and its personnel shall not carry any written material, layout, diagrams,

floppy diskettes, hard disk, storage tapes or any other media out of IDBI Bank’s

premise without written permission from the IDBI in connection with digitalisation

exercise.

2) The Bidder personnel shall follow The Bank’s information security policy and

instructions in this behalf.

3) Bidder acknowledges that The Bank’s business data and other proprietary

information or materials, whether developed by The Bank or being used by

Purchaser pursuant to a license agreement with a third party (the foregoing

collectively referred to herein as “proprietary information”) are confidential and

proprietary to Purchaser; and Bidder agrees to use reasonable care to safeguard the

proprietary information and to prevent the unauthorized use or disclosure thereof,

which care shall not be less than that used by Bidder to protect its own proprietary

information. Bidder recognizes that the goodwill of IDBI depends, among other

things, upon Bidder keeping such proprietary information confidential and that

unauthorized disclosure of the same by Bidder could cause damage to the Purchaser.

By reason of Bidder’s duties and obligations hereunder, Bidder may come into

possession of such proprietary information, even though Bidder does not take any

direct part in or furnish the Services performed for the creation of said proprietary

information and shall limit access thereto to employees with a need to such access to

perform the Services required by this Contract. Bidder shall use such information

only for the purpose of performing the Services.

4) Bidder shall, upon termination of this Contract for any reason, or upon demand by

The Bank, whichever is earliest, return any and all information provided to Bidder

by The Bank, including any copies or reproductions, both hardcopy and electronic.

5) Bidder, shall provide certificate/assurance from application providers/OEMs that the

application is free from embedded malicious / fraudulent code.”

6) The Bidder shall ensure that the equipment / application / software being supplied

shall be free from malicious code (Viruses, Trojan, Spyware etc.) and shall be liable

for any loss (information, data, equipment, theft of Intellectual Property Rights,

network breach, sabotage etc.) incurred to the Bank arising due to activation of any

such embedded malware / malicious code. The Bidder shall further supply a

certificate to the Bank in Annexure XII.

7) The Bidder shall ensure that subsequent patch, hotfixes and upgrades are also free

from malicious code.

8) The Bidder shall abide to the Information Security Policy (ISP) and Cyber Security

Policy (CSP) of the Bank (as amended from time to time), which will be shared by

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the Bank with the L1 Bidder on need to know basis. The L1 Bidder shall ensure that

the equipment/application/software supplied under the RFP shall be complacent

with the ISP and CSP at all times.

9) The Bidder shall make sure that the sensitive data (such as password, financial

information, biometric information, personal information etc.) shared by the Bank

should be kept within the geographical boundaries of India. The Bidder shall further

supply a certificate to the Bank in the form Appended in AnnexureXII.

36. INSURANCE

36.1) The Bidder shall;

i. Insure the storage area against fire, flood, cyclone and other natural calamity

besides theft, burglary, fire by any other means etc. and also cyber insurance and

the Bidder will bear the cost of such insurance and any loss/ damage.

a. Arrange for exclusive insurance cover and submit the insurance policy copy

covering the records and documents of the Bank specifying the IDBI Bank as

beneficiary of the policy.

b. Insure the documents/records and other papers of the Bank against fire, flood,

cyclone and other natural calamity besides theft, mishandling, burglary etc., and

the service provider will bear the cost of such insurance and any loss/ damage,

during transportation and during safe custody.

ii. Arrange for insurance policy to the extent of damages that the Bank is likely to

suffer in the aforesaid points (a)and(b). Quantum of insurance is dependent on the

classification of documents, i.e., Loan documents, Title deeds, Agreements and

other documents; for loan documents – Rs.35,000/- per account; for Any

Agreements - Rs.1000/-per agreement and for others Rs.500/- per

documents/account. The Successful Bidder shall arrange for Insurance of the

records on annual incremental basis for the storage documents as under:

Chennai

Details Loan/Property Documents

Agreement for SRA Other Documents SRA

No of accounts at the beginning of the contract

0 0 0

Annual addition of account 20,000 20,000 20,000

Total HL & ML documement @80%

16,000

Quantum of insurance per account

Rs.35,000/- per account

Rs.1000/- per account

Rs.500/- per account

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Accordingly Insurance Coverage required for Chennai Location

Type Description of

Documents 1st Year 2nd Year 3rd year 4th Year 5th Year

Loan Title Deed

Documents

No of accounts at

the beginning of

the contract 0 Yearly addition 16000 18400 21160 24334 27984

Total 16,000 34,400 55,560 79,894 107,878

Insurance required 560000000 1204000000 1944600000 2796290000 3775733500

Agreement

No of accounts at

the beginning of

the contract 0 Yearly addition 20000 23000 26450 30418 34980

Total 20000 43000 69450 99868 134848

Insurance required 20000000 43000000 69450000 99867500 134847625

Other Documents

of SRA

No of accounts at

the beginning of

the contract 0

Yearly addition 20000 23000 26450 30418 34980

Total 20000 43000 69450 99868 134848

Insurance required 10000000 21500000 34725000 49933750 67423813

Total Insurance 590000000 1268500000 2048775000 2946091250 3978004938

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SECTION - IV

1. PURPOSE

This section gives the scope of work for providing Custodial, Document Management

(Physical and Digital) and other related Services for documents/records pertaining to Retail

Asset Operations.

2. SCOPE OF WORK (Specifications of the requirements)

The bidder selected as service provider shall be providing Custodial, Document

Management (Physical and Digital) and other related Services for documents/records

pertaining to Retail Asset Operations. Accordingly, the scope is divided into 2 Units, i.e.,

requirements pertaining to (A) Physical Storage and (B) Digital Storage. The selection of

the service provider will be based on their capability and technical competence in

providing both to (A) Physical Storage and (B) Digital Storage along-with all required

support services.

A. Requirements for Physical Storage

i. The storage space should be a permanent structure constructed & maintained as per

due regulatory provisions & approvals.

ii. The metal racks used for storing metallic boxes in the storage area should have fire

rated coating.

iii. The storage space should be available within radius of 75 KMs from the Bank office

location. The distance from road through which trucks & tempos can travel during

any normal day to be considered.

iv. The place should be easily accessible by public transport.

v. The storage metallic boxes must be dust resistant with flaps or a lid forming a seal

against airborne particles.

vi. The facility should have 24 X 7 security guards, who shall ensure the documents

being taken out are as per permission document issued by Bank’s authorized

signatory/signatories (list of authorized signatories would be provided and updated

from time to time).

vii. The vendor should ensure that the humidity levels are maintained in the range of

35%-60% and definitely below 60%. Absolute maximum humidity to be maintained

is 60% to reduce the risk of mould growth and to reduce the rate of chemical change

in paper records. There should not be fluctuations of Relative Humidity (RH) of

10% on a daily basis and seasonal variation of 20%. – BMS report on RH status to

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be submitted monthly. Necessary de Humidifiers need to be provided in the storage

space.

viii. In the case of Rainy and winter seasons, Power back up arrangements should be

available to maintain temperature and RH. Air quality to be maintained, by circulation

of air to prevent pockets of stagnant air leading to high humidity. The inflow ducts

provided for fresh air intake should have proper filters to avoid dust and acidic gases

coming into the storage.

ix. Preferably, there should be provision of providing secured access to the Bank through

which status of stored files can be seen online. It should also facilitate receiving

requests online.

x. Registers / logs should be maintained containing list of persons visiting the storage

along with time of entry & exit.

xi. There should be facility of landline number at the facility, through where one can

contact the Bank’s representative available at the site.

xii. All entrance/ exits of the space should be covered under CCTV cameras. The CCTV

recordings should be maintained for at least 90 days. The area should be covered

under smoke detectors.

xiii. There should be provision of power backup for CCTV systems, smoke detectors &

emergency lighting. During the tenor of agreement CCTV system & smoke detectors

should be kept under warranty/ AMC to ensure their performance. Bank reserves the

right to get the CCTV system & smoke detectors checked or call their service/ AMC

records from time to time.

xiv. Sufficient number of gas / powder based fire extinguishers should be deployed at

location to prevent any fire. These extinguishers should be kept filled and should be

refilled before expiry. Certification in this regard from the competent authority shall

be obtained in every six months and to be submitted to the Bank.

xv. The security personnel at site should be well trained to control movement of persons,

documents and in firefighting activities.

xvi. The minimum height of ceiling should be at least 10 feet and the top of racks should

be at least 8 feet from ground. The lower most rack should also be at least 1 ft. from

ground.

xvii. There should be regular pest control, rodent control, white ant control and

dehumidifiers or any other control which keeps the documents safe and secure.

Services of reputed pest control service provider should be taken for the same and

such arrangement should be maintained throughout period of contract

xviii. The storage should not be at ground or basement floor, there should be working &

well maintained goods lift available from the parking place.

xix. There should have space available to park multiple trucks (up to 16 Ton truck each)

near entrance / lifts.

xx. The structure should have proper arrangement to keep it waterproof, damp proof

having proper drainage provision as per Municipal approvals. The facility including

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the place where trucks could be parked and passage to storage should be free from

water logging, flooding/ inundation.

xxi. The Bank may undertake shredding & disposal of old documents at site or any other

activity. Same should be permitted & supported by providing suitable space

approximately 200 sq. feet& electricity connection without any cost. The documents

taken out for disposal should also be recorded.

xxii. Vendors shall provide office space for visiting bank officials and auditors for carrying

out inspection or audit or any other activity, free of cost to the Bank.

xxiii. Successful Bidder shall provide single point contact for meeting the scale of

requirements of the Bank.

xxiv. The Successful Bidder shall have the certification from the approved certifier about

the availability sufficient digital storage space with proper safeguards from hacking.

xxv. Successful Bidder shall provide the access to database of the IDBI documents, for

easy reconstruction requirements of documents, if any.

xxvi. Successful Bidder shall certify the custody of number of loans accounts/ documents

under various categories in each bill.

xxvii. In the event of transfer of custody arrangement to third party, the Successful Bidder

shall make suitable arrangements for handing over of the documents/records, with list

for reconciliation to person / agency nominated by the Bank.

xxviii. The Bidder shall do the fire audit of the storage facility in each year by independent

fire auditor and a copy of the report of fire audit for each year is to be submitted to the

Bank. xxix. The Bidder must have ISO 27001 certification.

xxx. The proposed storage area must not be located on the ground level and or basement

i.e not in the Basement or Mezzanine floors.

xxxi. The premises should be of high quality RCC construction and quake proof structure.

It should be easily accessible by emergency vehicles, fire brigade etc in case of any

eventualities and away from hazardous buildings/establishments.

xxxii. There should be no history of damage to records in the last 5 years at the vendor’s

Document storage premises/Facilities due to fire or flood (self-declaration to be

attached).

A.4 Specific Requirements of Retail Asset Operations (RAO)

1. Bank needs facility to store, maintain and manage Retail Assets Loan files at Chennai

location on immediate basis. The breakup of monthly/yearly requirement is as under:

Sl.

No

Location Chennai Approx. Volume

1. Maintenance of documents :

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Total yearly volume in first year Live Loan Accounts Files-

20,000 (Each files containing

200 pages in average) which

will contain total 40,00,000

pages approx.

Additions – yearly Volume likely to increase by

15 % every year.

2. Annual Retrievals of Live loan physical

files from Vendor on Closures

3,500

3. Annual Retrievals of Live Loan account

physical files from Vendor for PDD

insertion

10000 having averaging 200

pages.

4. Annual Retrievals of Live loan account

physical files from Vendor for different

audit purpose

1,000

5 Annual Re-filing of Live loan account

files

14000

6. Annual Re-filing of closed skeletal file 2000

7. Scanning and Digitizing annual Scanning of 20000 loan files

containing average 200 pages

each

8 Insertion of Post Disbursement

Documents(PDD) approx. 50000 packets

Scanning and digitization and

insertion of existing as well as

additional PDDs shall be

carried out at Bidder’s

premises/Bank’s premise

under appropriate supervision

and CCTV surveillance.

2. There should be provision to store the documents in compactors/ “metallic containers

in strong room”. Ceiling height should be 10 feet and storage should start from 1 foot

above the ground level in the strong room. Adequate arrangement of strong room areas

for Chennai location storage should be arranged as under.

S.N. Location Peak Number of Files in 5th

Year Area in Square feet

1 Chennai 35000 2000

3. There should be provision to store the documents in compactors/“metallic containers in

strong room”. Ceiling height should be 10 feet and storage should start from 1 foot above

the ground level in the strong room.

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3.1The service provider should provide door to door facility, i.e. should pick-up the

documents from our premises and on retrieval should deliver to our premises, as and

when require. Bank reserves the right to shift the premises of office to any location within

the municipal limits of Chennai. During transportation, documents should be carried in

sealed metallic containers, in vehicles owned/arranged by them.

3.2 Service provider should make arrangements for collection/ retrievals of Loan Files/

documents from respective location from any floor, which may change from time to

time, separately, on daily basis.

3.3 There should be provision of receiving urgent retrieval requests by e-mail/ letter/ fax

from authorized email ids intimated to the vendor.

3.4 Following Turn Around Time must be maintained:

3.5 Urgent retrievals will not be more than 5 % of total retrievals.

3.6 Letters / retrieval orders/ gate passes based on which retrievals allowed, should be

preserved for a period of at least 5 years. One register containing details of all such

retrievals should be maintained at the service provider.

3.7 Scanning and digitization of existing documents shall be carried out at Bank/ Bidder’s

premises. The scanned data will be shared to Bank by way of Hard disk, online

sharing and other means found suitable by the bank.

3.8 Scanning and digitization of documents and provision of storage space in server with

access to the server with account numbers with multiple user ID as per Bank’s

requirement needs to be provided.

3.9 Scanning and digitization and insertion of existing as well as additional PDDs shall be

carried out at Bidder’s premises/ Bank’s premises under appropriate supervision and

CCTV surveillance at Bank’s discretion. While accessing the scan data through loan

account number, the main file scan as well as PDD scan should come together, banks

unique reference numbers for searching the loan file will be through loan account

numbers only. The scan PDF should have index i.e. security documents/KYC

Nature of Retrievals Turn Around Time (TAT)

Ordinary Retrievals

- Closures

- PDD insertions

- photocopying

All requests by e-mail/ letter/ fax received by 4

P.M. to be delivered by the next working day

by 1 PM.

Urgent Retrievals

- Closures

- PDD insertions

- photocopying

All requests by e-mail/ letter receivedupto1

p.m. to be delivered by 6 PM the same day.

Those received after 1 p.m. will be delivered

the next day by 11 AM.

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Documents/Loan agreement documents. The scan PDF should have the facility of

searching through text also. There should not be a gap of more than seven working

days between receipt of file and scanning and hoisting of uploaded image on the

server of the vendor. The scanned data should be shared to Bank on fortnightly basis

through external hard disk of adequate capacity or other means found suitable at the

discretion of the Bank.

3.10 Index or identification number should be uniform throughout the storage period.

3.11 Bank may over the period of time i.e. every six months’ time, may provide some

miscellaneous documents which needs to be preserved as per the normal specifications

of loan documents, and bank will provide the clear index number for these

miscellaneous documents.

3.12 . Bank will have the discretion to assign any related work of retail asset operation on

mutually agreed terms and pricing.

3. Terms & Conditions of the services

i. The application money or EMD amount paid by a bidder is not transferable in favour

of other party/bidder.

ii. The tenure of the contract will be for 5 years at the fixed rate. Thereafter arrangement

can be extended on mutually agreed terms.

iii. If there is no extension, Bank on its discretion can extend the arrangement for 6

months on same terms & conditions and rate.

iv. The service provider will have to arrange extension of performance security till the

date contract / arrangement is extended.

v. No additional charges shall be payable after Bank vacates the space after end of

agreement or by terminating the agreement.

vi. The Successful Bidder will be issued offer letter, which should be accepted

unconditionally within 7 days of issuance of the letter.

vii. Within 15 days of acceptance of the offer, the selected bidder shall be required to

execute Contract Form& Indemnity Bond as per Annexure – VI &IX, respectively.

The incidental expenses of execution of Contract & indemnity including but not

limited to payment of proper stamp duty shall be borne by the Successful Bidder.

a. Also within 15 days of acceptance of offer letter the successful Bidder(s) shall

be required to provide Performance Security as indicated under Para 4.1 of

section-I by way of either:

i. Bank guarantee valid for the 66 months with an additional claim period of

6 months. Or,

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ii. The Successful Bidder can provide security in form of Fixed Deposit

booked with IDBI Bank with residual maturity period of 66 months and

lien marked in favour of IDBI Bank. Third party Fixed Deposit will not be

accepted.

iii. No modification in the Performance guarantee shall be permitted after

acceptance of LOI.

viii. The Bank can terminate the contract by giving 90 days’ notice. However, the service

provider shall not terminate the agreement during first 5 years and Service Provider

may terminate the contract after completion of five years by serving written notice of

this effect at least 180 days in advance before completion of the said term of five

years. No separate notice will be served on completion of the tenure of the contract.

ix. Any delay by the Successful Bidder in the performance of its contractual obligations,

which the IDBI Bank in its sole discretion may adjudge, shall render the Successful

Bidder liable to any or all the following sanctions:

a. Forfeiture of its EMD/ security

b. Imposition of liquidated damages/penalty, and/or

c. Termination of the Contract for default

x. In case of deficiency of services Bank reserves the right to terminate the contract with

30days’ notice. It also reserves right to recover the liquidated damages from the EMD/

Security deposit / guarantee or any amount payable by IDBI Bank to the bidder /

service provider

xi. RFP without Application Fee & EMD amount shall not be accepted. EMD will not

carry any interest.

xii. EMD of unsuccessful bidders would be returned within 30 days of finalization of the

Vendor for performing the work.

xiii. The EMD amount of the successful bidder shall be refunded after executions of

agreement and indemnity and submission of security deposit/ guarantee.

xiv. The Bidders should agree to indemnify and hold the Bank harmless from all losses,

claims, damages, costs, taxes, duties, additions, penalties, interest charges and

expenses of any kind to which the Bank may be subjected to on account of any proven

warranty representations, unauthorized acts, fraud, deed or thing done by Vendor & its

employees, officers, agents, subcontractors and Successful Bidder/ Vendor will be

liable for consequent damages that the Bank may suffer.

xv. Bank on its discretion can use the services for any of its office and/or branches.

xvi. Throughout the period of contract the condition of the storage along with amenities

there should be maintained in condition which should be required for fulfillment of

‘Specification of Requirements’ as mentioned in Section -I.

xvii. Bidders shall allow& facilitate any person, officers, auditors, regulators or authorized

representative from Bank to visit/inspect the Storage arrangement and carry out

various audits.

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xviii. Vendor should comply with applicable Union, State and local laws, ordinance,

regulations in performing its obligations including the procurement of licenses,

permissions, certificates, etc. payment of taxes, as required.

xix. By applying for the RFP the bidder confirms that they are having all requisite licenses,

registration and permissions etc. required under the applicable laws for carrying out

this activity and would keep them renewing throughout the period of contract. They

shall also be required to obtain any additional license, permission, registration etc. due

to change in law or situation, if any, and the same is required to be carried out.

xx. The arrangement will be Principal to Principal. The staff / manpower engaged by the

service provider shall not have any recourse on IDBI Bank or any of its employees.

The Service Provider should comply with all the Labour laws prevailing and as

applicable from time to time.

xxi. The Service Provider selected should agree to meet the personnel of the Bank

periodically or as and when called upon to review its performance.

xxii. The Service Provider selected shall not assign the agreement and or any of its

obligations under this agreement to any third party without the prior written consent of

the Bank.

xxiii. Bidders should acknowledge that during RFP bidding or in connection with the

services to be performed under the contract all tangible and intangible information

received, obtained or disclosed, including all information, documents and data shall be

considered to be confidential and proprietary information, if explicitly stated

otherwise.

xxiv. All the documents stored with the Service Provider shall be treated as confidential and

should not be accessed, copied, disclosed or distributed to anyone including the

owners, staff or agents of the Service Provider.

xxv. In the event of any misuse, Document/data lost or any reasons thereof which could

have incurred any type of loss to the Bank, the Bank reserves the right to take

necessary action including, inter alia, but not restricted to deducting a suitable amount

from the monthly bill or recovering from other amount payable to service provider by

IDBI Bank or Performance security.

xxvi. Bills will be submitted to our office on Monthly basis on completion of particular

month. Bank will process the bill in due course and payment will be settled. Bank

shall deduct the tax at source at the prevailing regulations. Bank in turn will issue TDS

certificate to the vendor by financial year ending. Vendor has to make arrangement to

collect the TDS certificates from Bank.

xxvii. Payments shall be made by electronic mode only. For the same, the selected service

provider shall be having an account with our Bank & same should be mentioned on

the invoices.

xxviii. The bills should normally be submitted within 5 days of end of month. Normally bills

are settled within 30 days of its submission. However, no interest / penalty would be

admissible for the time taken in payment.

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xxix. On termination of the agreement or on expiry of the period of this Agreement or

otherwise, the Vendor shall allow retrieval of all the records in its possession to the

designated authorised official(s) of the Bank as per the requirement of the Bank.

Retrieval charges will not exceed the prevailing retrieval charges.

xxx. All disputes or differences, whatsoever, arising between the parties out of or in

relation to the terms and conditions, meaning and operation or effect of this RFP

Document or breach thereof shall be settled amicably. In case they are not able to

settle the disputes or differences between them amicably, the same shall be settled by

arbitration in accordance with the Indian Laws relating to arbitration and the award

made in pursuance thereof shall be binding on the parties. The Arbitrator/Arbitrators

shall give a reasoned award. Each Party to the dispute shall appoint one arbitrator each

and the two arbitrators shall jointly appoint the third or the presiding arbitrator. In

case, the Bidder/Successful Bidder fails to appoint its arbitrator or any conflict in the

appointment of the arbitrator, sole arbitrator appointed by IDBI Bank will arbitrate the

matter and decision of such arbitrator shall be binding on the parties. The arbitration

proceedings shall be conducted in English language. Each Party shall bear the cost of

preparing and presenting its case, and the cost of arbitration, including fees and

expenses of the arbitrators, shall be shared equally by the Parties unless the award

otherwise provides. Any appeal will be subject to the exclusive jurisdiction of courts

at Chennai

xxxi. Storage should be available on all working days of Bank. Storage timing should match

Bank’s working hours. If required on Bank’s request the service provider shall be

required to extend services on holidays also.

xxxii. If a Force Majeure situation arises, the Service provider shall promptly notify IDBI

Bank in writing of such conditions and shall serve the notice on IDBI Bank within 15

(fifteen) calendar days from the date of happening of Force Majeure and also submit

all necessary proof to the satisfaction of IDBI Bank and the time when the Service

provider is likely to resume its obligations. IDBI Bank shall decide the happening of

the Force Majeure and the decision of IDBI Bank shall be final, conclusive and

binding on the Service provider. Unless otherwise directed by IDBI Bank in writing,

the Service provider shall continue to perform its obligations under the Contract as far

as reasonably practical, and shall seek all reasonable alternative means for

performance not prevented by the Force Majeure event. The decision of IDBI Bank in

deciding whether the event is force majeure or not, is at the sole discretion of IDBI

Bank and binding on the Service provider. In such a case, the time for performance

shall be extended by IDBI Bank (but shall not be bound to) by a period(s) not less than

the duration of such delay. If the duration of delay continues beyond a period of one

month, IDBI Bank and the Service provider shall hold consultations with each other in

an endeavor to find a solution to the problem and in the event of not finding a

solution; IDBI Bank shall be entitled to terminate the Contract without being

responsible or liable to any damages. Notwithstanding the above, decision of IDBI

Bank shall be final and binding upon the Service provider.

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B. Requirements for Digital Storage

1. To implement a robust scanning and indexing system, digitization of existing as

well as new Documents / Records and Files at specified locations/offices of IDBI

BANK.

2. To Train the IDBI BANK Users &Administrators. The vendor shall provide access

to their server with multiple user ID accessible at different location of the Bank to

be accessible at bank premises only. The Bank may be allowed to make changes in

number of users, type of users for accessing the data hoisted on the server of

Vendor. Vendor will provide adequate band width to enable Bank’s user to view

and download the data at any branch/office location of the bank.

B.1.The system should necessarily integrate the following features for smooth

functioning:

1. Digital Document Management System( DDMS )

2. Scanning of Documents

3. Training and Support

B.2. Digital Document Management System(DDMS)

The solution should offer a comprehensive range of cost-effective services for Digital

Document Management System. This solution should manage various files formats like

JPEG, TIFF, PDF, XML PDF, HTML etc.

B.3. Scanning of Documents

Post implementation of DDMS, scanning facilities, QC, tagging and e-storage of the

images to be implemented as per the mutually agreed plan at the specified locations of

IDBI Bank using the installed system, however, all scanning infrastructure will have to

owned, operated and maintained by Successful Bidder/selected Vendor. Manpower

required for such scanning and associated work will also be provided by selected

vendor. Storage media e.g. DVD will be in the scope of the vendor supply.

Documents to be scanned on priority are assumed to be around few thousands.

Thereafter, Scanning of documents would be on-going process. The total volume of

documents/pages to be digitized is assumed to be in excess of 1.5 crores during the

contract period. These are to be scanned on progressive basis and uploaded. There

should not be a delay of more than seven working days between receipt of file and

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scanning and hoisting of uploaded image on the server of the vendor. The scanned data

should be shared to Bank on fortnightly basis through external hard disk of adequate

capacity or other means found suitable at the discretion of the Bank.

Other clauses:

i. The data should be stored in vendor server in encrypted format. Data should be

encrypted using SSL/https while in transit and it should be encrypted using AES-256

while at rest.

ii. The Bidder’s system where documents will be stored should allow access to documents

via authenticated logins only. In other words, documents stored in vendor server are

only accessible if user logs into the service. Activity log to provide details of persons

granted permission to access documents and log for actually accessed documents

should be available and be made available to the Bank at required periodicity.

iii. Server where data will be stored should be hardened, vulnerability management of

server to be done and patching to be proactively taken.

iv. Documents and data should always be stored in redundant, replicated storage at vendor

end. After document upload, it should store at least 2 copies of documents. This ensures

availability as well as scalability. Further, once a day documents should be archived

onto offline storage.

v. BCP by way of DR setup is to be present for vendor server.

vi. Antivirus to be installed and maintained in the vendor server.

vii. The Bidder should have CISO (Chief Information Security Officer) in the company.

viii. The Bidder should have Information Security Policy (ISP), Cyber Security Policy

(CSP), Cyber Crisis Management Policy (CCMP) and Cyber Incident Management

Plan.

ix. The Bidder should follow Payment Card Industry (PCI) Data Security Standard (DSS)

as an actionable framework to provide a robust security process.

x. The proposed solution should also confirm to new regulations like Data Protection

Policy as and when these become applicable.

B.4. Training and Support

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Training and support of the system, thus implemented for IDBI BANK, will be the

responsibility of the vendor. Vendor shall provide training for IDBI BANK end users. .

Process manual/ document should also be shared.

B.5. THE SYSTEM SHOULD HAVE FOLLOWING ELEMENTS

A complete document imaging system should comprise of following elements:

Scanning: A good scanning system for putting paper files into computer.

Storage: The storage system should provide long-term and reliable storage for

documents and should accommodate changing documents, growing volumes and

advancing technology.

Indexing: The index system should create an organized document filing system and

make retrieval simple and efficient.

Retrieval: A retrieval system should retrieve right documents fast and easy. With e-

book feature, documents should be stored in html, xml or pdf format.

Access: Document viewing and downloading should be readily available to those

who need it, with the flexibility to control access rights to the system and should be

accessible in the office or at different locations over the Intranet, or over the

Internet.

B.6. THE SYSTEM SHOULD HAVE FOLLOWING FEATURES

Inward Receipt: Complete solution for inward receipts at all locations

File Creation: Should provide fully functional; Unique Numbering of File; Stores

File Name, Subject, Files should be Version Numbered; Metadata Capturing ability

for input whenever applicable/possible for fast search

User Creation & Other Security Features: History of Positions held with

Timeline Security Features like Password Complexity & Encryption, Audit Trails

Database Triggers to Stop Direct Updates.

Indexing Documents: The indexing methodologies used, should be easy to use and

understood by the user who retrieve the documents, as well as those who file them.

Should organize documents as given below:

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Indexing of Fields: An imaging system should allow users to customize index

templates, create multiple templates and have different types of index field data

within each template, such as date, number and alphanumeric characters. Index

fields should be used to categorize documents, track creation or retention dates, or

record subject matter, among other uses. In addition, an imaging system should

allow drop down boxes/menu to upload the required fields for speedy retrievals of

records in large quantity and have tools available to help automate entering index

information.

Folder/File Structure: An imaging system should provide a visual method of

finding documents. An imaging system should have the ability to electronically re-

create this filing system through multiple levels of nested folders.

Retrieving Documents: Whatever the method, document retrieval should be simple

and user-friendly. The system should provide easy, fast and efficient retrieval of

relevant documents.

Controlling Access: The system should provide appropriate levels of access,

without compromising confidentiality or security.

Broad Availability: The system should provide a client-based user interface that

enables the scanning, indexing & retrieval of documents. Users should be able to

search, retrieve and view documents with any web browser.

Comprehensive Security: The system should allow the system administrator to

control what folders and documents users can see, and what actions they can

perform on those documents (edit, copy, delete, etc.) The system should control

access to folders, documents and even redacted images and text in a simple and

complete manner

B.7. DIGITIZATION OF DOCUMENTS

As part of scanning services, the bidder shall complete the scanning in T + 2 days of date

of receipt of the files and undertake following tasks:

B.7.1. Pre Capture Process

This process envelops all activities that are to be executed before the scanning is

undertaken. This is primarily the receiving of documents from the locations and making

them ready for scanning. Some of the major activities are enumerated below.

a. Batch Preparation

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A bunch of few files constitute a batch. The documents received for scanning are

set, bunches of a specified number are made and kept. Few of the activities are

enumerated below:

a. Receive the files.

b. Clean if they have any dust.

c. Arrange the files in the batches as defined by the IDBI Bank.

d. Make a list of the files.

e. Tag sheets in the documents that are not to be scanned

b. Categorization of the Documents

During this process, the documents are categorized on the basis of the type of

document. This helps in tagging of the documents. Fields for tagging are to be

defined in a manner to have the fruitful search criterion. Numbers of such fields

are to be agreed upon by the selected Bidder with IDBI Bank. A file-naming

scheme database - should be established prior to capture. The same shall be done

in consultation with IDBI Bank officials in charge of the project.

c. Batch Dispatch for Scanning

The prepared batch is sent for scanning to the scanning section.

B.7.2. Capture Process

a) Scanning: The scanning operator receives the files. Open the files and scans

the documents. During the scanning, the operator has to Quality Check

images, in terms of number of pages in the batch scanned and tally with the

total images.

b) Indexing & Image Cropping: The scanned documents should be well

organized at the site. A manual index should be generated. Each batch of

Documents should be given an address. The images should be edited/

cropped to remove any undesirable foreign spots/marks. The Retrieval

Software should be provided by the vendor. The Retrieval software should

be adequate enough to service requests of closure/PDD insertion or any

other requirements of Branch/RAC. The index should basically provide the

name of the document.

c) Quality Assurance: Every image must be readable. The best image quality

should achieve by using state of the art Scanners, Processors & quality

equipment, with automatic exposure control features.

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d) Merging into Database: The images should be merged into the database.

The fields may be decided mutually depending on the retrieval parameters.

e) Retrieval Software: The retrieval software should use information about the

documents, including index and text-strings, to find images stored in the

system. The documents should be stored in html, xml or pdf format also.

f) Access: Document viewing and downloading should be readily available to

those who need it, with the flexibility to control access rights to the system.

The access system should make documents viewable to authorized persons,

whether in the office or at different locations. External concurrent users of

the system shall be around 2000 users.

B.7.3. Post Capture Process

After scanning process is over, the documents are put back in the file in the same order,

files are labelled and put in the appropriate boxes and boxes and labelled and sealed.

Sealed boxes and contents would be traceable through the appropriate database. In case

of any damage to content, same should be informed to IDBI Bank without delay by the

agency.

B.8. DIGITAL DOCUMENT MANAGEMENT SYSTEM PLANNING AND

IMPLEMENTATION

1. Provide the necessary resources: services, consulting, and software to Implement and

maintain a Document Management System. The plan shall include total solution for

Document Management System.

2. The vendor should provide necessary hardware, application software and other

infrastructure for implementation of the Document Management System.

3. The hardware supplied shall be the property of vendor and any maintenance required

in this regard shall be the responsibility of the vendor. IDBI Bank shall not pay

separately for such maintenance charges.

B.9. SYSTEM DOCUMENTATION

The selected Bidder shall provide complete documentation of the following:

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1. User Manual: The manual shall provide a basic operational description of the

software as well as other pertinent operational details. The manual shall be short,

simple, and shall include pictures showing the various operator procedures.

2. Training Manual/Materials to be provided.

3. FAQs to be listed and provided in relevant documentation.

4. On-line Help to be provided.

B.10. QUALIFICATION CRITERION

a. The bidder may be a Government Organization / PSU / PSE / partnership firm or a

Public or Private limited Company under Indian Laws.

b. The bidder should be in existence for minimum 3 years.

c. The bidder should have provided / or providing similar services to any other Banks /

Financial Institutions / Corporate entities / PSUs etc. in the past 3 years either of the

following:

Chennai

Criteria No. Of Contract No. of files for Each Contract

Storage & safe custody of Loan Documents

1 20,000 Loan files

2 16,000 Loan files

3 10,000 Loan files

d. An affidavit to the effect that the firm or any of its partner, director, Board Member

of any firm has not been black listed by any Government /Semi Government

Organization/statutory body.

e. Preferably should be a CMMi Level 3 and ISO 9001:2008 and ISO 27001

organization. Proof of the same to be attached with the technical bid.

Bidders have to provide copies of supporting documents against each criterion

mentioned above, without which bid may be rejected.

B.11. LIQUIDATED DAMAGES (Digitalization of Documents)

a. If the Successful Bidder fails to meet the requirements under the Scope of Services,

like delay in completing the scanning and uploading within seven working days,

IDBI Bank will charge penalty of Rs. 100/- per day for each Document.

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b. If the Bidder consistently fails to meet the requirements under Scope of Services or

complete the services as per the scheduled completion date or the extended date, the

Bank may without prejudice to any other right or remedy (i.e. penalties) available to

the Bank as under the Contract, recover from the Bidder, liquidated damages over

and above the penalties.

c. IDBI Bank may without prejudice to its right to effect recovery by any other method,

deduct the amount of liquidated damages from any money belonging to the Bidder

in its hands (which includes the IDBI Bank’s right to claim such amount against

Bidder’s performance Guarantee) or which may become due to the Bidder. Any

such recovery or liquidated damages shall not in any way relieve the Bidder from

any of its obligations to complete the works / Services or from any other obligations

and liabilities under the Contract.

d. IDBI Bank reserves the right to impose / waive off the Liquidated Damages.

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SECTION V

Annexure I

TECHNICAL BID FORM

Application for Tender

(To be included in Technical Bid Envelope)

The Deputy General Manager–

IDBI Bank Ltd, RAO- Chennai, New No.47, Old No.16,

Prestige Point building, 1st Floor, Haddows Road,

Nungambakkam, Chennai – 600006

Dear Sir,

RFP for Custodial, Document Management (Physical and Digital) and other related

Services

IDBI /CPU/ RFP/2020-21 / 02

1. After going through the Bid Documents, the receipt whereof is hereby duly

acknowledged, we the undersigned, unconditionally and irrevocably offer ourselves for

extending the service in conformity with your requirements and the terms and

conditions set for the same.

2. If our Bid is accepted, we agree and undertake that, to deliver the Services in

accordance with the schedule specified in the scope of work.

3. If our Bid is accepted, we will submit applicable Bank Guarantee for the due

performance and observance of the Contract, in the form and manner prescribed by and

to the satisfaction of IDBI Bank Limited (Bank).

4. We agree and undertake to abide by the bid terms of Bank including the rates quoted

therein for the services required by Bank up to the period prescribed in the Bid, which

shall be final and conclusive and remain binding upon us.

5. We agree and undertake that, in competing for (and, if the Bid is accepted by you) the

above contract, we will strictly observe the laws inter alia, in particular, against fraud

and corruption in force in India namely “Prevention of Corruption Act, 1988” and

similar laws and also strictly abide by and observe all applicable laws.

6. We agree and confirm that you are not bound to accept the lowest or any Bid you may

receive and you also have the right to re-issue/re-commence the Bid. Any decision in

this regard by you shall be final and binding on us.

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7. We enclose a NEFT payment receipt of Rs. 10,000/- (Rupees Twenty Five thousand

Only) plus applicable 18%GST i.e. for Rs.11800/-for the RFP for Custodial,

Document Management (Physical and Digital) and other related Services.

8. We understand that the EMD will be refunded after the Bidder signing the Contract and

furnishing of the Performance Bank Guarantee in case of successful Bidder and within a

period of 30 (Thirty ) days after the conclusion of the Tendering/ Reprocessfor

unsuccessful Bidders. We have noted that Bid Security shall not carry any interest.

9. As part of the application we are submitting following documents

Sr. Document

i. Application Fee & EMD must be deposited by the bidder through electronic

mode (NEFT/RTGS) to IDBI Bank’s Current Account A/C No.:

00537000010052,IFSC:IBKL0000005

A.) Application Fee: Amount Rs: 10,000/-+ applicable 18% GST i.e.

Rs.11800/-

B.) EMD Amount: Rs.50,000/-

ii. Application for RFP in Annexure-I – {This document itself}

iii. Details of the applicant in Annexure – I A

iv. Details of the storage offered Annexure IB and Annexure IC

v. A set duly signed & stamped on all pages containing the original RFP

document and additional addenda/ corrigenda or any other related information

posted by The Bank on its website in matter of the RFP

vi Bidder’s constitution documents like Articles of Association & Memorandum

of Association/Partnership deed/Proprietorship registration documents,

Certificate of Incorporation etc. or any other related document specified by the

Bank

vii Audited Annual report /Balance sheet and Financial statements of last three

financial years.

viii Eligibility criteria checklist (as per Annexure XI)

ix All documents evidencing the fulfilment+ of eligibility criteria.

x No vigilance/black listing/court case declaration.

xi Certified true copy of Board Resolution authorizing the signatory to sign all

documents in respect of RFP including the Commercial Bid.

xii Certified copy of PoA in favour of Person(s) Authorised along with related

charter documents in favour of signatory – Annexure II

xiii Unconditional Acceptance of terms & Conditions of the RFP – Annexure III

xiv Self-Declaration – Annexure IV

xv Non – Disclosure Agreement – Annexure V

xvi Copy of all permissions, consents, approvals and licenses from all authorities

both regulatory/statutory and non-regulatory for executing the services

xvii Copy of sanction Building plan, completion certificate, layout of racks

xviii Certificate from a chartered engineer regarding space being offered confirming

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its being fire resistant and that sufficient measures to control fire, pest,

seepages & leakages and any other risk for records in paper format have are

available. It should also certify that the structure and proposed usage as per

regulatory approvals & residual life of structure should be not less than 11

years.

xix Copy of PAN, GST Registration, Shop Act license (as applicable)

xx Copy of ownership document of the premises / lease deed

xxi If there is any loan or charge on the property NOC from lender/ charge holder

along with lender’s certificate that loan is fully regular & being repaid timely.

(If applicable)

xxii Information Security Certificate/Integrity Pact – Annexure XII& XIII

xxiii EMD refund request - Annexure X

xxiv Any other additional document which applicant intends to submit

10. We hereby confirm that we fulfill the eligibility criteria and we are capable &

competent to provide the services without any deficiency.

11. We undertake to accept the offer unconditionally within 7 days of issuance, if Bank

selects and issues the offer letter. We shall also arrange for execution of agreement,

indemnity and any other document as required in Chennai within 15 days of

acceptance.

12. Also within 21 days of acceptance of offer letter, we shall furnish Performance

Security applicable are as under(in format mentioned in Annexure – VIII)

Location Performance security Amount in Rupees + applicable

18 % GST

Chennai 25,00,000/-

by way of either:

Bank guarantee valid for the tenure of the contract (i.e. 5 years) with an

additional claim period of 6 months.

Or, in form of Fixed Deposit with residual maturity period of 66monthsat IDBI

Bank with a lien marked in favour of IDBI Bank. The fixed deposit a/c should be

in name of the successful bidder.

13. Until a formal contract is finalized and executed, this Bid document, together with

documents as amended, modified, supplemented, revised, modified by addendum etc,

if any, at the sole discretion of the Bank shall constitute a binding contract between

us.

14. We have read & understood the documents entirely and note that Bank

a) would not open the price bid(Annexure-XIV) of the vendor who has not

qualified in the technical bid (Annexure-I)

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b) Reserves the right to reject lowest and / or all other offers without assigning any

reasons therefore.

c) May avail same type of services from more than one service provider.

d) can ask for additional documents & information for evaluation of bid.

15. We hereby confirm that there is no loan taken or charge created on the property

where space is being offered.

or-

The property where the space is being offered is under charge of

…………………………. (Name of the lender/ charge holder).NoC from them along

with certificate that the loan is fully regular & being timely repaid is attached

herewith. (Strike-off which is non-applicable)

16. We are aware that besides the initial RFP document, the Bank may post additional

information/ Amendments/ Addenda/ Corrigenda/ Extension of Dates/ Clarifications/

Responses to service providers’ queries regarding the RFP on its website. We have

gone through the RFP section of Bank’s website and this submission confirms with

the information/ Amendments/ Addenda/ Corrigenda/ Extension of Dates/

Clarifications/ Responses to service providers’ queries posted till date mentioned in

Document Control Sheet.

17. In case we need to amend our RFP submission as per any further posting on related

information on its e-tendering website we shall submit another sealed revised RFP.

18. We declare that our agency has never been involved in providing services to any anti

social groups/outlawed organization and / or our agency has never been involved in

any kind of fraud/legal cases arises out of.

19. We are agreeable to execute agreement and indemnity as per the draft provided in the

RFP paper without any conditions/modifications.

20. In this RFP bidding process Service Provider, following person(s) have been

authorised to represent us. All actions of these persons in matter of this RFP&

subsequent contract should be binding on us unless contrary information is provided.

Certified copy of power of attorney authorizing them &/or related chartered

documents have been attached as part of enclosure - ….. Signatures of these person(s)

are there in PoA/Board Resolution.

Authorised Person – 1 Authorised Person – 2 (if any)

Name

Designation

Mobile No.

Landline No. (with STD)

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Email Id.

# if there are more than 2 authorized persons, respective details can be provided in

additional columns.

21. We hereby provide details of contact person(s) in addition to authorized persons, who

can be contacted in our organization for matters related to this RFP.

Contact Person – 1 Contact Person – 2

Name

Designation

Mobile No.

Landline No. (with

STD)

Email Id.

# if there are more than 2 contact persons in addition to authorized persons, respective

details can be provided in additional columns(mobile no. & email ids should be

provided for authorized & contact persons)

22. As token of our going through all the details furnished in the RFP and accepting all

the terms & conditions unconditionally, we are herewith attaching a set duly signed &

stamped on all pages containing the original RFP document and additional addenda/

corrigenda or any other related information posted by the Bank on its website in

matter of the RFP.

23. We are aware that Bank at its discretion may call for online reverse auction (ORA) to

discover the price. We are ready for it and details of digital signature certificate shall

be furnished, whenever called by the Bank/ agency appointed by the Bank to conduct

ORA.

Signature of the authorized person:

Name of the signatory:

(Block capital letters)

Dated This

Seal of the Vendor:

Place:

Date:

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Annexure I A

Details of Bidder

1. Name & Address of

Bidder

2. Registered/ Head

Office Address

3. Type of entity /

Constitution

[ ] Proprietorship

[ ] Partnership

[ ] Company

[ ] Other. Please specify ……………………..

4. Date of Registration/

Establishment

5. PAN

6. GSTIN Number

7. List of customer(s) for

storage services

8. Storage services being

provided since

9. Details of ownership

(Name of proprietor /

partners/ directors}

Name Designation PAN Address

10. Bank A/C Details Bank Name: ………………………

Br. Address: ……………………….

A/C No.: …………………………..

11. Competent Authority

for dispute resolution

12. Address for Notices

Signature of the authorized person ______________________________

Name of the signatory (in block capital letters) _____________________

Seal of the Vendor___________________________________________

Date: _______________

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Annexure I B

Score Sheet for Physical Document Management System

Sr. Particulars Maximum

Marks

Criteria

1.a Ownership of premises 10

Owned 10

Leased – Residual lease period more than 20

years

8

Leased – Residual lease period more than 15

years

6

Leased – Residual lease period more than 10

years

4

Leased – Residual lease period more than 66

months

2

1.b Whether the leased or owned property is free

from all encumbrances for the contract period?

2 2

2.a Proximity to nearest Fire station 5

Less than 5 kms 5

Between 5 and 10 kms 3

Between 10 and 20 kms 2

Between 20 and 30 kms 1

More than 30 kms 0

2.b Accessibility 3

Distance from IDBI Bank Office Location

< than 25km 3

25 KM and 50 Km 2

50 KM and 75 Km 0

3 Facility of landline telephone connection and

emails access at site.

2 2

4 Whether the availability of System & Software

for maintaining records of document received,

stored and retrieved. The system should be

able to identify the documents based on Ref.no.

given by the Bank.

5

Multiuser system with realtime backup at

distant location + secured view and

downloadaccess to Bank users

5

Multiuser system with realtime backup at

distant location

3

Multiuser system without realtime backup at

distant location

2

Standalone system with realtime backup 2

Standalone system without realtime backup 0

5 Size of the strong room/ storage space in

compactors readily available

3

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8000 Sft 3

5000 Sft 2

3000 Sft 1

6 CCTV 2

CCTV data storage – 90 days 2

CCTV system access restricted and secured 1

7 Experience in the field for Custodian,

Management and related Services.

4

More than 10 years 4

Between 5 to 10 years 2

Less than 5 years 1

8 Experience in the field for Custodian,

Management and related Services of SRA Loan

documents

4

1 Contract of minimum 20000 SRA files 4

2 Contracts of minimum 16000 files each 3

3 Contracts of minimum 10000 files each 2

9 Public Sector Banks and or reputed Pvt Sector

Bank availing services for custodial,

Management and related services (to be

supported by satisfactory service certificate/

previous three months paid bills) 5

one mark per Bank/PSU (one mark per client,

maximum upto 5)

10 Banks and Housing Finance companies

maintaining Customers property document(to

be supported by satisfactory service certificate/

previous three months paid bills) 5

one mark per institution(one mark per client,

maximum upto 5)

5

10

Total 50

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Annexure I C

Score Sheet for Digital Document Management System

Sr. Particulars Maximum

Marks

Criteria

1 Capacity of Scanner/Digitizing per hour. 5

More than 10000 pages per hour 5

between 5000 to 10000 pages per hour 3

between 2000 to 5000 pages per hour 2

2000 pages per hour 1

2 Disaster Recovery Setup for Storage server 5

Disaster Recovery updation on Realtime to DR

Server

5

Disaster Recovery updation at least once daily to

DR Server

3

Disaster Recovery updation at least once weekly

to DR Server

2

Disaster Recovery updation at least once monthly

to DR Server

1

3 Certification (ISO27001,ISO 9001:2008,CMMi

Level 3)

9

Certification (ISO27001) 3

Certification (ISO 9001:2008) 3

Certification (CMMi Level 3) 3

4 Experience in the field for Document digitization,

Storage and Management

5

More than 5 years 4

Between 3 to 5 years 3

Less than 3 years 2

5 Public Sector Banks/reputed Pvt. Sector Banks

availing services for Digitization/Digitization &

Storage. (to be supported by satisfactory service

certificate)

10

Two marks per Bank/PSU (two marks per client,

maximum up to 10 for digitization only)

10

6 Provision of providing access to Bank users to

download scanned images through secured web

based application based on internet connectivity

4 4

7 Application process Interface (API) availability

for web based integration with our Bank

application

4 4

8 Secured access and complete audit trail of stored

images

4 4

9 Storage of data in encrypted in SSL/https format

while in transit and in AES 256 while at rest

1 1

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10 Storage should be in hardened state 2 2

11 Availability of BCP at vendor’s site 1 1

Total 50

Signature of the authorized person ______________________________

Name of the signatory (in block capital letters) _____________________

Seal of the Vendor___________________________________________

Date: _______________

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ANNEXURE II

Format of Power-of-Attorney in favour of person authorised

(on stamp paper of relevant value)

Know all men by these presents, we (name of the Service provider and its address) do

hereby appoint and authorize Shri / Smt _______ (full name and residential address) who

is presently employed with us and holding the position of as our attorney, to do in our

name and on our behalf, all such acts, deeds and things necessary in connection with or

incidental to our proposal for providing Custodial, Document Management (Physical and

Digital) and other related Services, in response to the RFP floated by IDBI Bank Ltd

(hereinafter referred to as IDBI Bank/ the Bank), including signing and submission of all

documents and providing information/responses to IDBI Bank in all matters in connection

with our Bid.

We hereby agree, declare and undertake that all the acts, deeds and things lawfully done by

our said attorney shall be construed as acts, deeds and things done, performed and executed

by us and we hereby agree to ratify and confirm all acts, deeds and things lawfully done by

our said attorney pursuant to this irrevocable Power of Attorney and that all acts, deeds and

things done by our aforesaid attorney shall always be deemed to have been done by us.

Dated this _____ day of ____________________ 2021

For

(Signature)

(Name, Designation and Address)

Accepted

(Signature of Attorney)

(Name, Title and Address of the Attorney)

Date:

Witnesses:

1)

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__________

(Name, Signature & Address)

2)

_________

(Name, Signature & Address)

Note:

The mode of execution of the Power of Attorney should be in accordance with the

procedure, if any, laid down by the applicable law and the charter documents of the

executants and when it is so required the same should be under common seal affixed

in accordance with the required procedure.

Also, wherever required, the Service provider should submit for verification the

extract of the charter documents and documents such as a resolution/power of

attorney in favour of the Person executing this Power of Attorney for the delegation

of power hereunder on behalf of the Service provider.

In case the Application is signed by an authorized Signatory / Partner or Proprietor

of the Applicant, a certified copy of the appropriate resolution / document

conveying such authority may be enclosed in lieu of the Power of Attorney.

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Annexure III

FORMAT FOR UNCONDITIONAL ACCEPTANCE OF TERMS & CONDITIONS

OF THE RFP

(To be submitted on the Company’s Letter Head)

To,

The Deputy General Manager– RAO- Chennai,

IDBI Bank,

New No.47, Old No.16, Prestige Point building,

1st Floor, Haddows Road, Nungambakkam, Chennai – 600006

Ref: RFP for Custodial, Document Management (Physical and Digital) and other

related Services

IDBI /CPU/ RFP/20-21/ 02

This is to confirm that we unconditionally accept all the terms and conditions as mentioned

in the said RFP/Bid Document floated by IDBI Bank Ltd. for Custodial, Document

Management (Physical and Digital) and other related Services at IDBI branches. The

period of contract is five (5) years from the date of award of the contract. The Bank will

have the right to extend the contract for another 6 month on expiry of 5 year period at the

same terms and conditions as mentioned in RFP/SLA

Sign

Name of the signatory

Designation

Company Seal.

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Annexure IV

SELF DECLARATIONS

To,

The Deputy General Manager–RAO - Chennai,

IDBI Bank,

New No.47, Old No.16, Prestige Point building, 1st Floor, Haddows Road,

Nungambakkam, Chennai – 600006

RFP for Custodial, Document Management (Physical and Digital) and other related

Services along with related services

submitted a Bid proposal to IDBI Bank for *●+ in response to the Request for Proposal

We are duly authorized persons to submit this undertaking

We have read and understood the aforesaid RFP and we hereby convey our absolute and

unconditional acceptance to all terms and conditions of the aforesaid RFP.

We do not have any business relationship with IDBI Bank including its directors and

officers which may result in any conflict of interest between us and IDBI Bank. We shall

on occurrence of any such event immediately inform the concerned authorities of the same

We have submitted our Bid in compliance with the specific requirements as mentioned in

this RFP.

We have provided with all necessary information and details as required by IDBI Bank and

shall provide with such additional information’s may be required by IDBI Bank from time

to time.

Neither we nor any of our employee/director has been barred from providing the Services

nor are we in negative list/blacklisted by any public sector banks, statutory or regulatory or

investigative agencies in India or abroad in the last 5 years.

There are no vigilance and / or court cases pending against us/company and no inquiry or

investigation pending against us from any statutory regulatory and / or investigation

agency.

All the information furnished here in and as per the document submitted is true and

accurate and nothing has been concealed or tampered with. We have gone through all the

conditions of Bid and are aware that we would be liable to any punitive action in case of

furnishing of false information / documents.

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We also undertake that, we were/are never involved in any legal case that may affect the

solvency / existence of our organization or in any other way that may affect capability to

provide / continue the services to Bank.

It is further certified that we have not modified or deleted any text/matter in this RFP.

Dated this _____ day of ____________________2021.

Signature

(Company Seal)

In the capacity of

Duly authorized to sign bids for and on behalf of:

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Annexure V

NON-DISCLOSURE AGREEMENT

(To be submitted on Rs.100/- stamp paper by the Successful Bidder)

This Non-Disclosure Agreement is made at…………….on this ……….. day of

………2021

Between

IDBI Bank Limited, a company within the meaning of Section 2(20) of the Companies Act,

2013 (18 of 2013) and a banking company within the meaning of Section 5 (c) of the

Banking Regulation Act, 1949 (10 of 1949), with Corporate Identity No.

L65190MH2004GOI148838 and having its registered office at IDBI Tower, WTC

Complex, Cuffe Parade, Mumbai 400005 (hereinafter called “the The Bank/Bank” which

expression shall unless it be repugnant to the subject, context or meaning thereof be

deemed to mean and include its successors and assigns) of the ONE PART

And

……………. (Name of Vendor) of …………………… (Please specify the registered office

of the Vendor) (Hereinafter called “the Vendor/Contractor” which expression shall unless it

be repugnant to the subject, context or meaning thereof shall be deemed to mean and

include its successors and permitted assignees) of the OTHER PART;

The Bank and Vendor/Contractor are hereinafter collectively referred to as “Parties” and

individually as “Party”.

WHEREAS, Bank called for the bids for engagement of Bidder for RFP for Custodial,

Document Management (Physical and Digital) and other related Servicesforthe Bank.

M/s……………………… (hereinafter referred to as “Bidder”), after going through the Bid

Documents and being interested to act as Vendor and provide the services for product /

service / solution for Custodial, Document Management (Physical and Digital) and other

related Services or IDBI Bank branches/offices/other locations has submitted its bid

hereafter referred to as the “Services”.

WHEREAS, the Vendor is aware and confirms that the information, data, statement,

customer details relating to any client of the Bank, drawings and designs, and other

documents made available in the Bid Documents / the Contract and thereafter regarding the

Services as furnished by the Vendor in their Request For Proposal or otherwise and all the

Confidential Information under the Bid Documents/the Contract is privileged and strictly

confidential and/or proprietary to Bank,

NOW THEREFORE, in consideration of the foregoing, the Vendor agrees to all of the

following conditions, for Bank, to grant the vendor specific access to Bank’s

property/information and other data.

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It is hereby agreed as under:

a) The parties agree that they shall hold in trust any Confidential Information received by

either party, under this Contract, and the strictest of confidence shall be maintained in

respect of such Confidential Information. The parties also agree and undertake to:

(i) Maintain and use the Confidential Information only for the purposes of this Contract

and only as permitted herein;

(ii) Make copies as specifically authorized by the prior written consent of the other

party and with the same confidential or proprietary notices as may be printed or

displayed on the original;

(iii) restrict access and disclosure of confidential information to such of their

employees, agents, vendors, and contractors strictly on a “need to know” basis, to

maintain confidentiality of the Confidential Information disclosed to them in

accordance with this clause; and

(iv) Treat Confidential Information as confidential for a period of five (5) years from

the date of receipt. In the event of earlier termination of this Contract, the Parties hereby

agree to maintain the confidentiality of the Confidential Information for a further period

of [two (2)] years from the date of such termination.

b) Confidential Information in oral form must be identified as confidential at the time of

disclosure and confirmed as such in writing within 30 days of such disclosure. Confidential

Information does not include information which:

(i) the recipient knew or had in its possession, prior to disclosure, without limitation

on its confidentiality;

(ii) is independently developed by the recipient without breach of this Contract;

(iii) Is in the public domain;

(iv)Is received from a third party not subject to the obligation of confidentiality with

respect to such information;

(v) Is released from confidentiality with the prior written consent of the other party.

The recipient shall have the burden of proving hereinabove are applicable to the

information in the possession of the recipient.

c) Notwithstanding the foregoing, the parties acknowledge that the nature of the Services to

be performed under this Contract may require the Bidder’s personnel to be present on

premises of Bank or may require the Bidder’s personnel to have access to computer

networks and databases of Bank while on or off premises of Bank. It is understood that it

would be impractical for Bank to monitor all information made available to the Bidder’s

personnel under such circumstances and to provide notice to the Bidder’s of the

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confidentiality of all such information. Therefore, the Bidder agrees and undertakes that

any technical or business or other information of Bank that the Bidder’s personnel, or

agents acquire while on Bank premises, or through access to Bank computer systems or

databases while on or off Bank premises, shall be deemed Confidential Information.

d) Confidential Information shall at all times remain the sole and exclusive property of the

disclosing party. Upon termination of this Contract, confidential information shall be

returned to the disclosing party or destroyed, if incapable of return. The destruction shall be

witnessed and so recorded, in writing, by an authorized representative of each of the

parties. Nothing contained herein shall in any manner impair or affect rights of Bank in

respect of the Confidential Information.

e) In the event that any of the parties hereto becomes legally compelled to disclose any

Confidential Information, such party shall give sufficient notice to the other party to enable

the other party to prevent or minimize to the extent possible, such disclosure. Neither party

shall disclose to a third party any Confidential Information or the contents of this Contract

without the prior written consent of the other party. The obligations of this Clause shall be

satisfied by handling Confidential Information with the same degree of care, which the

receiving party applies to its own similar confidential information but in no event less than

reasonable care. The obligations of this clause shall survive the expiration, cancellation or

termination of this Contract.

The provisions herein above shall survive termination of the Contract.

Authorised Signatory

Name:

Designation:

Office Seal:

Place :

Date :

Accepted –

Bank

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Annexure-VI

CONTRACT FORM

Format of Contract to be executed by selected service provider (Service provider)

(On Stamp Paper of relevant value)

THIS Contract made at………………… the ………day of ……………………. 2021.

Between IDBI BANK LIMITED, a company registered under the Companies Act, 1956 (1

of 1956) and a company within the meaning of Section 2(20) of the Companies Act, 2013

(18 of 2013) and a banking company within the meaning of Section 5 (c) of the Banking

Regulation Act, 1949 (10 of 1949), with Corporate Identity No.

L65190MH2004GOI148838 and having its registered office at IDBI Tower, WTC

Complex, Cuffe Parade, Mumbai 400005(hereinafter called “IDBI Bank” which

expression shall unless it be repugnant to the subject, context or meaning thereof shall be

deemed to mean and include its successors and assigns) of the ONE PART

And

………………… (Name of Successful Service provider) of ………………… (the

registered office of the Successful Service provider) (Hereinafter called “Successful

Service provider” which expression shall unless it be repugnant to the subject, context or

meaning thereof shall be deemed to mean and include its successors and permitted assigns)

of the OTHER PART;

IDBI Bank and Successful Service provider are hereinafter collectively referred to as

"Parties" and individually as Party-

WHEREAS IDBI Bank vide its RFP ref. …………..dated …, 2021(RFP) had invited

Bids from the eligible Service providers for providing for Custodial, Document

Management (Physical and Digital) and other related Services.

WHEREAS the Successful Service provider has represented that it has necessary

qualification, competence & capacity for providing/rendering/delivering the Service(s) to

IDBI Bank.

WHEREAS IDBI Bank relying upon the representations and warranties made by the

Successful Service provider has accepted its Bid for rendering/delivering the Service(s) for

the sum of [] (Contract Price in Words and Figures) (hereinafter called “the Contract

Price”). In the said premises, the Parties hereby enter into this Agreement to provide the

Service(s), on the terms and conditions appearing hereinafter

NOW THIS AGREEEMENT WITNESSETH AND IT IS HEREBY AGREED BY AND

BETWEEN THE PARTIES HERETO AS FOLLOWS:

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The Contract will be valid for 5 years from ---------------.Thereafter arrangement

can be extended on mutually agreed terms. If there is no extension, Bank on its discretion

can extend the arrangement for 6 months on same terms & conditions and rate.

IDBI Bank can terminate the contract by giving 90 days’ notice. However, the

service provider can’t terminate the agreement during first five years. On expiry of term

of five years, Successful Service provider may terminate the contract after serving

written notice of this effect at least 180 days prior to the completion of the five year

term.In case of deficiency of services Bank reserves the right to terminate the contract

with 30days notice.

In this Contract words and expressions not specifically defined shall have the same

meanings as are respectively assigned to them in the RFP.

The RFP document together with all Annexure, Schedules and Forms amended from time

to time and this Agreement, and the other related documents shall be deemed to form and

be read and construed as part of these presents. The Contract supersedes any prior

contract, understanding or representation of the Parties on the subject matter.

In consideration of the payment of the Contract Price in accordance and subject to terms

and conditions contained in the RFP document by IDBI Bank to the Successful Service

provider, the Successful Service provider hereby agrees and covenants with IDBI Bank to

provide/render/deliver the Service(s) and to remedy defects, if any therein, strictly in

conformity in all respects with the provisions of the Contract.

IDBI Bank hereby agrees and covenants to pay the Successful Service provider in

consideration of the Service(s) and the remedying of defects, if any, therein, the Contract

Price or such other sum as may become payable under the provisions of the Contract at the

times and in the manner prescribed by the Contract.

IN WITNESS WHEREOF the parties hereto have caused these presents to be executed

on the day, month and year first above written.

Signed and Delivered by

Thewithinnamed

Signature :

Name :

Date :- ..........................

IN THE PRESENCE OF

1. Signature

Name :- .......................

Address :- .......................

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..................................

2. Signature

Name :- .......................

Address : .......................

..................................

Signed and Delivered by ......... .........................

the withinnamed

M/s. ..................................

..................................

Date :- .......................

IN THE PRESENCE OF :

1. Signature 2. Signature

Name :- ...................... Name : ……………………….

Address :- ...................... Address : ……………………

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Annexure -VII

Format for Raising Pre-Bid Clarifications

(by email)

Bidder’s Name:

Contact Person:

Contact Number :

Email ID:

Sr

No

RFP

Doc

Page No

Para /

Clause/

Line No

(Identifier)

Original Clause Clarification Sought /

Suggestion of Service

provider

1.

2.

3.

4.

5.

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Annexure-VIII

Format: GUARANTEE FOR PERFORMANCE OF CONTRACT

Bank Guarantee No.

Bank Guarantee Amount

Expiry Date

Claim Amount

THIS GUARANTEE AGREEMENT executed at ___________ this ________ day of

_____________ /2021.

BY:

______________________ Bank, a body corporate constituted under _______________,

having its Registered Office/ Head Office at ______________, and a Branch Office at

_____________________________________________________ (hereinafter referred to

as “the Guarantor”, which expression shall, unless it be repugnant to the subject, meaning

or context thereof, be deemed to mean and include its successors and assigns)

IN FAVOUR OF:

IDBI Bank Ltd, a company registered under the Companies Act, 1956 (1 of 1956) and a

company within the meaning of Section 2(20) of the Companies Act, 2013 and a Banking

company within the meaning of Section 5 (c) of the Banking Regulation Act, 1949 (10 of

1949) and having its registered office at IDBI Tower, WTC Complex, Cuffe Parade,

Mumbai – 400 005 (hereinafter referred to as “IDBI Bank” or “Bank” which expression

shall unless it be repugnant to the subject, meaning or context thereof, be deemed to mean

and include its successors and assigns).

WHEREAS, IDBI Bank through RFP bearing reference no............dated [].(hereinafter

referred to as “RFP”) invited the bids for engagement of Service Provider for Custodial,

Document Management (Physical and Digital) and other related Services.

M/s.……………………… have been appointed as the service provider (hereinafter

referred to as "Service Provider") and accordingly the Service Provider and the Bank

have entered into contract on ......................., as per the terms and conditions contained

therein and in the bid document bearing reference no.................RFP [hereinafter referred to

as “the Contract"]. The Service Provider has strictly agreed to abide with the terms of

Contract and the said documents. The Service Provider has also furnished indemnity deed

dated [] and non-disclosure / confidentiality agreement dated [] and as such is bound by

the same.

AND WHEREAS pursuant to the RFP, the Contract, Annexure, Schedule, Forms and the

other related documents (hereinafter collectively referred to as “the said documents”, the

Bank has agreed to avail from …………………. and ……………………………. has

agreed to provide to the IDBI Bank …………………. , more particularly described in the

RFP document (hereinafter collectively referred to as “the Service(s)”), subject to payment

of the Contract Price, as stated in the said documents (the Contract Price) and also subject

to the terms, conditions, covenants, provisions and stipulations contained the said

documents.

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AND WHEREAS the Service Provider has duly signed the said documents.

AND WHEREAS in terms of the Contract, the Service Provider has agreed to provide the

Service(s) and to procure an unconditional and irrevocable performance Bank guarantee, in

favour of IDBI Bank, from a Bank acceptable to the IDBI Bank for securing the faithful

observance and performance by the Service Provider of the terms, conditions, covenants,

stipulations, provisions of the said documents.

AND WHEREAS at the request of the Service Provider, the Guarantor has agreed to

guarantee IDBI Bank, payment of ………………………….. (Rupees

.................................................. only) towards faithful observance and performance by the

Service Provider of the terms of the Contract and the said documents.

NOW THEREFORE THIS AGREEMENT WITNESSETH AS FOLLOWS:

In consideration of the above premises, the Guarantor hereby unconditionally, absolutely

and irrevocably guarantees to the Bank as follows:

The words and expressions not specifically defined shall have the same meanings as are

respectively assigned to them in the RFP document

1. The Guarantor hereby guarantees and undertakes to pay, on demand, to the IDBI

Bank at its office at Chennai forthwith, the sum of

`……………………………………….or any part thereof, as the case may be, as

aforesaid due to the IDBI Bank from the Service Provider, towards any loss, costs,

damages, etc. suffered by the IDBI Bank on account of default or breach of the

Service Provider in the faithful observance and performance of the terms,

conditions, covenants, stipulations, provisions of the Contract and/or the said

documents, without any demur, reservation, contest, recourse or protest or without

any reference to the Service Provider. Any such demand or claim made by the IDBI

Bank, on the Guarantor shall be final, conclusive and binding, notwithstanding any

difference or any dispute between the IDBI Bank and the Service Provider or any

dispute between the IDBI Bank and the Service Provider pending before any Court,

Tribunal, Arbitrator, or any other authority.

2. The Guarantor agrees and undertakes not to revoke this Guarantee during the

currency of these presents/the said documents, without the previous written consent

of the IDBI Bank and further agrees that the Guarantee herein contained shall

continue to be enforceable until and unless it is discharged earlier by the Bank, in

writing.

3. IDBI Bank shall be the sole judge to decide whether the Service Provider has

failed to perform and/or observe the terms of the Contract or the said documents or

for providing the Services by the Service Provider to IDBI Bank, and on account of

the said failure what amount has become payable by the Service Provider to the

IDBI Bank under this Guarantee. The decision of the IDBI Bank in this behalf shall

be final, conclusive and binding on the Guarantor and the Guarantor shall not be

entitled to demand IDBI Bank to establish its claim under this Guarantee, but shall

pay forthwith, the sums demanded, without any objection, whatsoever.

4. To give effect to this Guarantee, IDBI Bank, may act as though the Guarantor was

the principal debtor to IDBI Bank.

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5. The liability of the Guarantor, under this Guarantee shall not be affected by:

(a) any change in the constitution or winding up of the Service Provider or any

absorption, merger or amalgamation of the Service Provider with any other

company, corporation or concern; or

(b) any change in the management of the Service Provider or takeover of the

management of the Service Provider by the Government or by any other authority;

or

(c) acquisition or change in constitution of the Service Provider and/or of any of

its undertaking(s) pursuant to any law; or

(d) any change in the constitution of IDBI Bank; or

(e) any change in the setup of the Guarantor which may be by way of change in

the constitution, winding up, voluntary or otherwise, absorption, merger or

amalgamation or otherwise; or

(f) the absence or deficiency of powers on the part of the Guarantor to give

Guarantees and/or Indemnities or any irregularity in the exercise of such powers.

(g) any variance in the terms and conditions of the said documents.

IDBI Bank shall be at liberty to make any modification or otherwise vary or alter the

said terms & conditions and/or rules or regulations concerning the said documents

and the same will not in any way discharge or otherwise vitiate or affect this

Guarantee. Notwithstanding anything contained hereinabove, the liability of the

Guarantor hereunder shall not exceed the rupee equivalent of

………………………………………. (In words).

Any act or omission, time or indulgence granted by IDBI Bank to the Service

Provider and/or Guarantor if any will also not discharge this Guarantee or otherwise

vitiate or affect or prejudice this Guarantee. Notwithstanding anything to the

contrary contained herein, and / or any indulgence shown by IDBI Bank, the

Guarantee hereby furnished shall remain in full force and effect until the ultimate

balance of the entire dues of IDBI Bank being Rs. [] under this Guarantee as

aforesaid have been pain in full.

The Guarantor shall on demand make the payment without set-off and free and clear

of any deductions, charges, fees, or withholding of any nature presently or in the

future imposed, levied, collected, withheld or assessed by the Government or any

political subdivision or authority and therein and thereof.

The Guarantor confirms that a mere letter from IDBI Bank that there has been a

default/failure on the part of the Service Provider in faithfully observing and

performing the terms, conditions, covenants, stipulations, provisions, of the

Contract/ the said documents, shall without any other or further proof be final,

conclusive and binding on the Guarantor.

This Guarantee will expire on _______________ (expiry date).

However,

Any demand or claim under this Guarantee must be received by the Guarantor by

………. (Date) ([●] after the expiry date).

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Notwithstanding anything to the contrary, the Guarantor hereby agrees and

undertakes to extend the validity period of this guarantee for a further period as

decided by IDBI Bank when such request is received at least 15 days before the

expiry of validity period of the Guarantee.

This Guarantee shall be binding upon the Guarantor and successors –in -interest and

shall be irrevocable.

For all purposes connected with this Guarantee and in respect of all disputes and

differences under or in respect of these presents or arising there from the courts of

Chennai shall have exclusive jurisdiction.

IN WITNESS WHEREOF the Guarantor has caused these presents to be executed on the

day, month and year first herein above written as hereinafter appearing.

SIGNED AND DELIVERED BY

the within named Guarantor,

______________________,

by the hand of Shri.__________,

its authorised official.

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Annexure-IX

DEED OF INDEMNITY

Format of indemnity

(On Stamp Paper of relevant value)

Indemnity Deed

This Deed of Indemnity executed at ………….. on the ______ day of _______ by

________________________________________ (hereinafter referred to as “the Obligor”

which expression shall unless it be repugnant to the context, subject or meaning thereof,

shall be deemed to mean and include successors and permitted assigns);

IN FAVOUR OF

IDBI BANK LIMITED, a company within the meaning of Section 2(20) of the Companies

Act, 2013 (18 of 2013) and a banking company within the meaning of Section 5 (c) of the

Banking Regulation Act, 1949 (10 of 1949), with Corporate Identity No.

L65190MH2004GOI148838 and having its registered office at IDBI Tower, WTC

Complex, Cuffe Parade, Mumbai 400005(hereinafter referred to as “IDBI Bank ” which

expression shall, unless it be repugnant to the subject or context or meaning thereof, be

deemed to mean and include its successors and assigns)

WHEREAS IDBI Bank vide its RFP ref. ______ dated January 21, 2020 had invited Bids

from the eligible, competent & capable Service providers for providing for Custodial,

Document Management (Physical and Digital) and other related Services

WHEREAS

(1) The Obligor has offered to IDBI Bank the Services as stated under Section I of RFP

document;

(a) Represented and warranted that it has all permissions, consents, approvals and license

from all authorities, both regulatory / statutory and non-regulatory, for executing the

Services as stated in the Contract dated………/RFP;

(b) Represented and warranted that the aforesaid Services offered to IDBI Bank do not

violate any provisions of the applicable laws, regulations or guidelines including laws

relating to Intellectual Property Rights, legal and environmental. In case there is any

violation of any law, rules or regulation, which is capable of being remedied the same will

be got remedied immediately during the implementation, maintenance and contract period

to the satisfaction of IDBI Bank;

(c) Represented and warranted that they are authorised and legally eligible and otherwise

entitled and competent to enter into such Contract with IDBI Bank;

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(2) IDBI Bank, relying and based on the aforesaid representations and warranties of the

Obligor, has agreed to avail the Services from the Obligor on the terms and conditions

contained in its Contract dated ____________________ (the Contract) with the Obligor;

(3) One of the conditions of the aforesaid Contract is that the Obligor is required to

furnish an indemnity in favour of IDBI Bank indemnifying the latter against any loss,

damages or claims arising out of any violations of the applicable laws, regulations,

guidelines during the execution and rendering/delivery of Services to IDBI Bank and/or

due to breach of terms and conditions of the Contract by the Obligor and/or on account of

misconduct, omission or negligence or otherwise by the Obligor.

(4) In pursuance thereof, the Obligor has agreed to furnish an indemnity in the form and

manner and to the satisfaction of IDBI Bank as hereinafter appearing;

NOW THIS DEED WITNESSETH AS UNDER: -

The words and expressions not specifically defined shall have the same meanings as are

respectively assigned to them in the RFP/the Contract.

In consideration of IDBI Bank having agreed to award the Contract to the Obligor, the

Obligor hereby unconditionally, absolutely and irrevocably agree and undertake that: -

(1) the Obligor shall, at all times hereinafter, save and keep harmless and indemnified IDBI

Bank, including its respective directors, officers, employees, agents and representatives

and keep them indemnified from and against any claim, costs, charges, damages, demand,

losses, liabilities, litigation (including legal fees and expenses incurred by the Bank) or

expenses of any nature and kind whatsoever and by whomsoever made in respect of the

Contract and any loss or damage caused from and against all suits and other actions that

may be instituted taken or preferred against IDBI Bank by whomsoever and all losses,

damages, costs, charges and expenses that IDBI Bank may incur by reason of any claim

made by any claimant for any reason whatsoever or by anybody claiming under them or

otherwise for any losses, damages or claims arising out of all kinds of accidents, fire,

destruction, natural calamities, deliberate or otherwise with respect to the contractual terms,

direct or indirect, from those arising out of violation of applicable laws including those

relating to intellectual property rights, rules, regulations, guidelines and also from the

environmental damages, if any, which may occur or result from the terms of the Contract.

(2) The Obligor further agrees and undertakes that the Obligor shall, ensure that all the

permissions, authorisations, consents and licenses are obtained and renewed from the local

and/or municipal and/or governmental authorities, as may be required under the applicable

laws, rules, regulations, guidelines, orders framed or issued by any appropriate authorities.

(3) The Obligor further agrees to provide complete documentation of all sub-systems,

operating systems, systems software, utility software and other software, hardware or other

components in the nature of accessories or otherwise they are having or procured from

third parties. The Obligor shall also provide licensed software for all software services,

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whether developed by it or acquired from others for performing the obligations under the

Contract. The Obligor hereby indemnifies and keeps indemnified IDBI Bank including its

respective directors, officers, employees, agents and representatives against any levies /

penalties / claims / demands litigations(including legal fees and expenses incurred by the

Bank), suits, actions, judgments, and or otherwise on account of any default and or breach

and or otherwise in this regard.

(4) If any additional approval, consent or permission is required by the Obligor to execute

and perform the Contract during the currency of the Contract, it shall procure the same

and/or comply with the conditions stipulated by the concerned authorities without any

delay.

(5) The obligations of the Obligor herein are irrevocable, absolute and unconditional, in

each case irrespective of the value, genuineness, validity, regularity or enforceability of the

aforesaid Contract or other agreement, or the insolvency, bankruptcy, reorganization,

dissolution, liquidation or change in ownership of IDBI Bank or Obligor or any other

circumstance whatsoever which might otherwise constitute a discharge or defence of an

indemnifier.

(6) The obligations of the Obligor under this deed shall not be affected by any act,

omission, matter or thing which, would reduce, release or prejudice the Obligor from any

of the indemnified obligations under this indemnity or prejudice or diminish the

indemnified obligations in whole or in part, including in law, equity or contract (whether or

not known to it or to IDBI Bank).

(7) That Obligor hereby agrees and undertakes to forthwith comply with the demand, raised

by the Bank, in the event where the Document are damaged/lost while in custody of the

Obligor for whatever reasons and agrees to indemnify and reimburse IDBI Bank against

any costs, charges and expenses sustained or incurred by the IDBI Bank in relation to the

recreation of the lost/damaged Document and against any claim/future liability/litigations

which may be brought about by the customer of IDBI Bank and/or any third party in

connection with the lost/damaged in the Document. The Obligor further agrees that, in such

event, the claim quantified /notice(s) of demand made by IDBI Bank shall be final and

binding upon the Obligor.

(8) This indemnity shall survive the Contract.

(9) Any notice, request or other communication to be given or made under this indemnity

shall be in writing addressed to either party at the address stated in the Contract and/or as

stated above.

(10) This indemnity and other non-contractual obligations arising out of this indemnity,

shall be governed by, and construed in accordance with, the laws of India. The Obligor

irrevocably and unconditionally agrees that any legal action, suit or proceedings arising out

of or relating to this indemnity may be brought in the Courts/Tribunals at Chennai. Final

judgment against the Obligor in any such action, suit or proceeding shall be conclusive and

may be enforced in any other jurisdiction, by suit on the judgment, a certified copy of

which shall be conclusive evidence of the judgment, or in any other manner provided by

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law. By the execution of this indemnity, the Obligor irrevocably submits to the exclusive

jurisdiction of such Court/Tribunal in any such action, suit or proceeding.

(11)IDBI Bank may assign or transfer all or any part of its interest herein to any other

person. Obligor shall not assign or transfer any of its rights or obligations under this

indemnity, except with the prior written consent of IDBI Bank.

IN WITNESS WHEREOF the Obligor has signed these presents on the day, month and

year first above written.

Signed and Delivered on behalf of )

___________________ )

by the hand of ___________________,)

_________, the authorised official )

of the Obligor

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ANNEXURE X

LETTER FOR REFUND OF EMD

(To be submitted by the bidders)

Date:

The Deputy General Manager– RAO- Chennai,

IDBI Bank,

New No.47, Old No.16, Prestige Point building,

1st Floor, Haddows Road, Nungambakkam, Chennai – 600006

We ____________(Company Name) had participated in the providing for Custodial,

Document Management (Physical and Digital) and other related Services and are an

unsuccessful bidder.

We ______________ (Company Name) had participated in providing for Custodial,

Document Management (Physical and Digital) and other related Services and being a

successful bidder, we have submitted all the legal Documents.

Kindly refund the EMD submitted for participation. Details of EMD submitted are as

follows

Sr. No DD No & date Drawn on (Bank

Name ) Amount ( Rs)

Bank details to which the money needs to be credited via NEFT are as follows

1 Name of the Bank with Branch

2 Account Type

3 Account Title

4 Account Number

5 IFSC Code

6 PAN no.

Sign

Name of the signatory

Designation

Company Seal.

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ANNEXURE XI

Annexure XI- ELIGIBILITY CRITERIA CHECKLIST

Reference No: IDBI /CPU-RAO / RFP/2020-21/02

Sr.

No. Criteria Supporting

documents

Complian

ce (Y/ N)

1 The bidder a duly incorporated (registered as

per applicable law) entity, eligible &

competent to provide the required facility &

service. (Supporting documents to be

submitted).

Supporting

documents to be

submitted.

Yes/No

2 The bidder in this RFP process should be

represented by person whose any action in

matter of this RFP & subsequent contract

should be binding on the bidder, such as an

person should be represented by self or a PoA

holder; a partnership firm by all the partners

or, by a partner eligible to bind all the partners

by his acts as per registered partnership deed/

PoA, a company by a PoA holder as per board

resolution.

Wherever

applicable,

certified extract

of the charter

documents and

documents such

as resolution/

power of

attorney/

partnership deed

(registered) in

favour of the

Person executing

this Power of

Attorney for the

delegation of

power. (PoA

should be made

as per Annexure

III)

Yes/No

3 The bidder should provide the list of clients

for Custodial, Document Management

(Physical and Digital) and other related

Services during last three years up-to

31.03.2019 (Relevant PO / client confirmation

mail or letter regarding successfully

implementation

Relevant client

confirmation mail

or letter regarding

successfully

handling of

storage.

Yes/No

4 The Bidder should have all necessary licenses,

permissions, consents, no objections,

approvals as required under law for carrying

out its business as on date of submission of the

tender/bid

Relevant

documents to be

submitted

Yes/No

5 The bidder should not have been blacklisted Self-Certification Yes/No

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by Government, any govt. department, PSU or

PSB during the last three years

to be submitted

(Annexure V)

6 The bidder should have valid & clear

ownership/ irrevocable tenancy right to the

place/ building from where services are

offered. Such right should not end before 66

months from last the date of agreements and

cannot be revoked by anyone.

Relevant

documents to be

submitted

Yes/No

7 If there is any loan or charge on the property

NOC from lender/ charge holder along with

lender’s certificate that loan is fully regular &

being repaid timely should be furnished.

Otherwise- owner’s declaration of property

being free of any encumbrance should be

provided.

Relevant

documents to be

submitted

Yes/No

8 Proposed storage being offered should be

located within 75 km distance from the Bank’s

Location at Chennai.

Distance to be

specified in Kms

Yes/No

9 The location of storage should be easily

accessible by public transport. The proposed

storage space should be a permanent structure

constructed & maintained as per due

regulatory provisions & approvals

Yes/No

10 The structure should have proper arrangement

to keep it waterproof, damp proof having

proper drainage provision as per Municipal

approvals. The facility including the place

where truck could be parked and passage to

storage should be free from water logging,

flooding/ inundation. This condition should be

maintained throughout tenor of the contract.

Yes/No

11 The facility should have 24 X 7 security

guards, who should be well trained to control

movement of persons, documents and in

firefighting activities.

Yes/No

12 At storage site there should have provision of

incoming landline numbers at the facility,

where one can call the Bank’s representative

available at the site

Yes/No

13 There should be proper firefighting

infrastructure & CCTV to meet the required

services with provisions to CCTV footage for

a period of 3 months.The sprinkler system

should also be installed. The bank reserve the

right to make request for additional measure

for prevention of fire in line with changing

circumstances. The vendor will employ all the

accepted and tested fire prevention practices

Yes/No

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available in the industry in consultation with

Bank.

14 The whole area should be having proper

arrangement of lighting with provision of

emergency lighting in case of power cut.

Yes/No

15 If the proposed area is not on ground floor

there should be working & well maintained

goods lift available from the place where

trucks can go. There should be space available

to park a truck (upto 22 feet Container) near

entrance / lifts.

Yes/No

16 There should be provision of regular (every

quarter) pest control, rodent control, white ant

control and to control anything else which

may harm the documents. Services of reputed

pest control service provider should be taken

for the same and such arrangement should be

maintained throughout period of contract.

Yes/No

17 Vendor should certify that proper applicable

Municipal, Fire Brigade, Shops &

Establishment, labour licenses and any other

required regulatory approval/ permit/ license

have been acquired and should be able to

produce whenever required by the Bank. All

such permissions should be renewed

periodically and held on record.

Yes/No

18 The minimum height of ceiling should be 10

feet and the top of racks should be at least 8

feet from ground. The lower most rack should

also be at least one foot from ground.

Yes/No

19 The whole area should be conducive of

working for storage & retrievals. It should be

having proper arrangement of lighting with

provision of emergency lighting in case of

power cut. Also, exhaust fans should be

installed to arrange air circulation as required.

Yes/No

Signature:

Name of the Authorized Person:

Designation:

Company Seal:

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ANNEXURE XII

INFORMATION SECURITY CERTIFICATE

(This certificate is to be rendered on Letterhead of the bidder)

This is to certify that–

1. Hardware and the software/future upgrades being offered do not contain any kind of

malicious code such as Viruses, Trojan, and Spyware that would:-

(a) Obstruct the desired and the designed function of hardware.

(b) Cause physical damage to the user or their equipment during the usage of the

equipment.

(c) Tap the information regarding network, users and information stored on the network of

the Bank or in its CBS Platform or otherwise.

(d)Culminate into software attack, theft of intellectual property rights, identity theft, theft

of equipment or information, sabotage & information extortion;

2. We undertake to be liable in case of any loss that may be caused to the Purchaser due to

the breach of any of the aforesaid assurances & representations and also for any physical

damage, loss of information, loss of reputation and those relating to copyright and

Intellectual Property Rights (IPRs), caused due to activation of any such malicious code in

the hardware / software supplied.

3. We shall make sure that the sensitive data (such as password, financial information,

biometric information, personal information etc.) shared by the Bank will be kept within

the geographical boundaries of India

Date: (Signature of Authorized Signatory)

Place: Name and designation

Company Seal:

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ANNEXURE XIII

PRECONTRACTINTEGRITYPACT

General

This pre-bid pre-contract Agreement (hereinafter called the Integrity Pact) is

made on ____________ day of the month of ___________ 2021 at ___,between, IDBI

Bank Ltd.,a company within the meaning of Section 2(20) of the Companies Act, 2013

(18 of 2013) and a banking company within the meaning of Section 5 (c) of the Banking

Regulation Act, 1949 (10 of 1949), with Corporate Identity No.

L65190MH2004GOI148838 and having its registered office at IDBI Tower, WTC

Complex, Cuffe Parade, Mumbai 400005 through its _______________ Department/

Office at ___________, _________, (hereinafter called the "PRINCIPAL'', which

expression shall mean and include, unless the context otherwise requires, its successors)

of the First Part and M/s ______________represented by Smt/

Shri___________________________, MD/ CEO/ CMD (hereinafter called the

"BIDDER/ Seller which expression shall mean and include, unless the context otherwise

requires, its/ his successors and permitted assigns) of the Second Part.

WHEREAS the PRINCIPAL proposes to procure (_____________________) and

BIDDER/ Seller is willing to offer/ has offered the same to the Principal.

WHEREAS the BIDDER is a private company/ public company/ Government

undertaking/ partnership/ registered export agency, constituted in accordance with the

relevant law in the matter and the PRINCIPAL is an Office/ Department of IDBI Bank

Ltd performing its functions on behalf of IDBI Bank Ltd.

NOW, THEREFORE,

To avoid all forms of corruption by following a system that is fair, transparent and

free from any influence/ prejudiced dealings prior to, during and subsequent to the

currency of the contract to be· entered into with a view to:

Enabling the PRINCIPAL to obtain the desired service/ product at a

competitive price in conformity with the defined specifications by avoiding the

high cost and the distortionary impact of corruption on public procurement;

and

Enabling BIDDERs to abstain from bribing or indulging in any corrupt

practice in order to secure the contract by providing assurance to them that

their competitors will also abstain from bribing and other corrupt practices and

the PRINCIPAL will commit to prevent corruption, in any form, by its

officials by following transparent procedures.

The parties hereto hereby agree to enter into this Integrity Pact and agree as follows:

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1. Commitments of the PRINCIPAL

1.1 ) The PRINCIPAL undertakes that no official of the PRINCIPAL, connected directly

or indirectly with the contract, will demand, take a promise for or accept directly or

through intermediaries, any bribe, consideration, gift, reward, favour or any material or

immaterial benefit or any other advantage from the BIDDER, either for themselves or

for any person, organization or third party (which is not available legally) related to the

contract in exchange for an advantage in the bidding process, bid evaluation, contracting

or implementation process related to the contract.

1.2 ) The PRINCIPAL will, during the pre-contract stage, treat all BIDDERs alike, and

will provide to all BIDDERs the same information and will not provide any such

information to any particular BIDDER which could afford an advantage to that

particular BIDDER in comparison to other BIDDERs.

1.3 ) All the officials of the PRINCIPAL will report to the appropriate authority any

attempted or completed breaches of the above commitments as well as any substantial

suspicion of such a breach.

2. In case any such preceding misconduct on the part of such official(s) is reported by the

BIDDER to the PRINCIPAL with full and verifiable facts and the same is prima facie

found to be correct by the PRINCIPAL, necessary disciplinary proceedings, or any other

action as deemed fit, including criminal proceedings may be initiated by the

PRINCIPAL and such a person shall be debarred from further dealings related to the

contract process. In such a case while an enquiry is being conducted by the PRINCIPAL

the proceedings under the contract would not be stalled.

3. Commitments of the BIDDERs

The BIDDER commits itself to take all measures necessary to prevent corrupt

practices, unfair means and illegal activities during any stage of its bid or during any

pre-contract or post-contract stage in order to secure the contract or in furtherance to

secure it and in particular commit itself to the following:

3.1 ) The BIDDER will not offer, directly or through intermediaries, any bribe, gift,

consideration, reward, favour, any material or immaterial benefit or other advantage

commission, fees brokerage or inducement to any official of the PRINCIPAL, connected

directly or indirectly with the bidding process, or to any person, organization or third

party related to the contract in exchange for any advantage in the bidding, evaluation,

contracting and implementation of the contract.

3.2 )The BIDDER further undertakes that it has not given, offered or promised to give,

directly or indirectly any bribe, gift, consideration, reward, favour, any material or

immaterial benefit or other advantage, commission, fees, brokerage or inducement (not

available legally) to any official of the PRINCIPAL or otherwise in procuring the

Contract or forbearing to do or having done any act in relation to the obtaining or

execution of the contract or any other contract with IDBI Bank Ltd for showing or

forbearing to show favour or disfavor to any person in relation to the contract or any

other contract with IDBI Bank Ltd.

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3.3 )The BIDDER confirms and declares that they have not made any payments to any

agents/ brokers or any other intermediary, in connection with this bid/ contract.

3.4 )The BIDDER further confirms and declares to the PRINCIPAL that the BIDDER is

the original vendor or service provider in respect of product/ service covered in the bid

documents and the BIDDER has not engaged with any individual or firm or company

whether Indian or foreign to intercede, facilitate or in any way to recommend to the

PRINCIPAL or any of its functionaries, whether officially or unofficially to the award

of the contract to the BIDDER, nor has any amount been paid, promised or intended to

be paid to any such individual, firm or company in respect of any such intercession,

facilitation or recommendation.

3.5 )The BIDDER, at the earliest available opportunity, i.e. either while presenting the

bid or during pre-contract negotiations and in any case before opening the financial bid

and before signing the contract, shall disclose any payments he has made, is committed

to or intends to make to officials of the PRINCIPAL or their family members, agents,

brokers or any other intermediaries in connection with the contract and the details of the

services agreed upon for such payments.

3.6 )The BIDDER will not enter into any undisclosed agreement or collude with other

parties interested in the contract/ other BIDDERs to impair the transparency, fairness

and progress of the bidding process, bid evaluation, contracting and implementation of

the contract or with respect to prices, specifications, certifications, subsidiary contracts

etc.

3.7 )The BIDDER will not accept any advantage in exchange for any corrupt practice;

unfair means and illegal activities.

3.8 )The BIDDER shall not use improperly, for purpose of competition or personal gain

or pass on to others, any information provided by the PRINCIPAL as a part of the

business relationship, regarding plans, technical proposals and business details including

information contained in any electronic data carrier. The BIDDER also undertakes to

exercise due and adequate care lest any such information is divulged.

3.9 )The BIDDER commits to refrain from giving any complaint directly or through any

other manner without supporting it with full and verifiable facts.

3.10 )The BIDDER shall not instigate or cause to instigate any third person to commit

any of the actions mentioned above.

3.11 )If the BIDDER or any employee of the BIDDER or any person acting on behalf of

the BIDDER, either directly or indirectly, is a relative of any of the officers of the

PRINCIPAL, or alternatively, if any relative of an officer of the PRINCIPAL has

financial interest/ stake in the BIDDER's firm, the same shall be disclosed by the

BIDDER at the time of filing of tender.

3.12 ) The BIDDER shall not lend to or borrow any money from or enter into any

monetary dealings or transactions, directly or indirectly, with any employee of the

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PRINCIPAL.

3.13 )The BIDDER/ Contractor shall not directly or through any other person or firm use

coercive practices against IDBI Bank and/ or other BIDDERs/ Contractor(s).

3.14 ) BIDDERs are not to pass any information provided by the PRINCIPAL as a part

of business relationship to others and not commit any offence under PC/ IPC Act.

3.15 )Foreign BIDDERs if any, to disclose name and address of agents and

representatives in India and Indian Bidders to disclose their foreign principal or

associates.

3.16 )BIDDERs to disclose any transgressions with any other company that may impinge

on anti- corruption principle.

4. Previous Transgressions

4.1 ) The BIDDER declares that no previous transgression occurred in the last three years

immediately before signing of this Integrity Pact, with any other company in any country

in respect of any corrupt practices envisaged hereunder or with any Public Sector

Enterprise / Public Sector Banks in India or any Government Department in India or RBI

that could justify BIDDER’s exclusion from the tender process.

4.2 ) The BIDDER agrees that if it makes incorrect statement on this subject, BIDDER

can be disqualified from the tender process or the contract, if already awarded, can be

terminated for such reason.

5. Earnest Money (Security Deposit)

5.1 ) While submitting commercial bid, the BIDDER shall deposit an amount (specified

in RFP) as Earnest Money/ Security Deposit, with the PRINCIPAL through any of the

modes mentioned in the RFP/ bid document and no such mode is specified, by a Bank

Draft or a Pay Order in favour of IDBI Bank Ltd. However payment of any such amount

by way of Bank Guarantee, if so permitted as per bid documents/ RFP should be from

any nationalized Bank other than IDBI Bank Ltd and promising payment of the

guaranteed sum to the PRINCIPAL on demand within three working days without any

demur whatsoever and without seeking any reasons whatsoever. The demand for

payment by the PRINCIPAL shall be treated as conclusive proof for making such

payment to the PRINCIPAL.

5.2 ) Unless otherwise stipulated in the Bid document/ RFP, the Earnest Money/

Security Deposit shall be valid up to a period of five years or the complete

conclusion of the contractual obligations to the complete satisfaction of both the

BIDDER and the PRINCIPAL, including warranty period, whichever is later.

5.3 ) In case of the successful BIDDER, a clause would also be incorporated in the

Article pertaining to Performance Bond in the Purchase Contract that the provisions of

Sanctions for Violation shall be applicable for forfeiture of Performance Bond in case of

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a decision by the PRINCIPAL to forfeit the same without assigning any reason for

imposing sanction for violation of this Pact.

5.4 ) No interest shall be payable by the PRINCIPAL to the BIDDER on Earnest

Money/ Security Deposit for the period of its currency.

6. Sanctions for Violations

6.1 ) Any breach of the aforesaid provisions by the BIDDER or anyone employed by it or

acting on its behalf (whether with or without the knowledge of the BIDDER) shall

entitle the PRINCIPAL to take all or any one of the following actions, wherever

required:

6.1.1 To immediately call off the pre contract negotiations without assigning any

reason and without giving any compensation to the BIDDER. However,

the proceedings with the other BIDDER(s) would continue, unless the

PRINCIPAL desires to drop the entire process.

6.1.2 The Earnest Money Deposit (in pre-contract stage) and / or Security

Deposit/ Performance Bond (after the contract is signed) shall stand

forfeited either fully or partially, as decided by the PRINCIPAL and the

PRINCIPAL shall not be required to assign any reason therefore.

6.1.3 To immediately cancel the contract, if already signed, without giving any

compensation to the BIDDER.

6.1.4 To encash the advance bank guarantee and performance bond/ warranty

bond, if furnished by the BIDDER, in order to recover the payments,

already made by the PRINCIPAL along with interest.

6.1.5 To cancel all or any other Contracts with the BIDDER. The BIDDER shall

be liable to pay compensation for any loss or damage to the PRINCIPAL

resulting from such cancellation/ rescission and the PRINCIPAL shall be

entitled to deduct the amount so payable from the money(s) due to the

BIDDER.

6.1.6 To debar the BIDDER from participating in future bidding processes of the

PRINCIPAL or any of its subsidiaries for a minimum period of five years,

which may be further extended at the discretion of the PRINCIPAL.

6.1.7 To recover all sums paid, in violation of this Pact, by BIDDER(s)to any

middleman or agent or broker with a view to securing the contract.

6.1.8 Forfeiture of Performance Bond in case of a decision by the PRINCIPAL to

forfeit the same without assigning any reason for imposing sanction for

violation of this Pact.

6.1.9 Intimate to the CVC, IBA, RBI, as the PRINCIPAL deemed fit the details

of such events for appropriate action by such authorities.

6.2 )The PRINCIPAL will be entitled to take all or any of the actions mentioned at para

6.1.1 to 6.1.9 of this Pact also on the Commission by the BIDDER or any one employed

by it or acting on its behalf (whether with or without the knowledge of the BIDDER), of

an offense as defined in Chapter IX of Indian Penal Code, 1860 or Prevention of

Corruption Act, 1988 or any other statute enacted for prevention of corruption.

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6.3 ) The decision of the PRINCIPAL to the effect that a breach of the provisions of this

Pact has been committed by the BIDDER shall be final and conclusive on the BIDDER.

However, the BIDDER can approach the Independent External Monitor(s) appointed for

the purposes of this Pact.

7. Fall Clause

7.1 ) The BIDDER undertakes that it has not supplied/ is not supplying similar product/

systems or subsystems at a price lower than that offered in the present bid in respect of

any other Ministry/ Department of the Government of India or PSU or any other Bank

and if it is found at any stage that similar product/ systems or sub systems was supplied

by the BIDDER to any other Ministry/ Department of the Government of India or a

PSU or a Bank at a lower price, then that very price, with due allowance for elapsed

time, will be applicable to the present case and the difference in the cost would be

refunded by the BIDDER to the PRINCIPAL, if the contract has already been

concluded.

8. Independent External Monitors

8.1 ) The PRINCIPAL has appointed Independent External Monitors (hereinafter referred

to as Monitors or IEMs) for this Pact in consultation with the Central Vigilance

Commission.

8.2 )The task of the Monitors shall be to review independently and objectively, whether

and to what extent the parties comply with the obligations under this Pact.

8.3 )The Monitors shall not be subject to instructions by the representatives of the parties

and perform their functions neutrally and independently.

8.4 )Both the parties accept that the Monitors have the right to access all the documents

relating to the project/ procurement, including minutes of meetings.

8.5 )As soon as the Monitor notices, or has reason to believe, a violation of this Pact, he

will so inform the Authority designated by the PRINCIPAL.

8.6 )The BIDDER(s) accepts that the Monitor has the right to access without restriction

to all Project documentation of the PRINCIPAL including that provided by the

BIDDER. The BIDDER will also grant the Monitor, upon his request and demonstration

of a valid interest, unrestricted and unconditional access to his project documentation.

The same is applicable to Sub-contractors. The Monitor shall be under contractual

obligation to treat the information and documents of the BIDDER/ Sub-contractor(s)

with confidentiality.

8.7 )The PRINCIPAL will provide to the Monitor sufficient information about all

meetings among the parties related to the Project provided such meetings could have an

impact on the contractual relations between the parties. The parties will offer to the

Monitor the option to participate in such meetings.

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8.8 )The Monitor will submit a written report to the designated authority of PRINCIPAL/

Secretary in the Department/ within 8 to 10 weeks from the date of reference or

intimation to him by the PRINCIPAL/ BIDDER and, should the occasion arise, submit

proposals for correcting problematic situations.

9. Facilitation of Investigation

In case of any allegation of violation of any provisions of this Pact or payment of

commission, the PRINCIPAL or its agencies shall be entitled to examine all the

documents including the Books of Accounts of the BIDDER and the BIDDER shall

provide necessary information and documents in English and shall extend all possible

help for the purpose of such examination.

10. Law and Place of Jurisdiction

This Pact is subject to Indian Law. The place of performance and jurisdiction is the seat

of the PRINCIPAL.

11. Other Legal Actions

The actions stipulated in this Integrity Pact are without prejudice to any other legal

action that may follow in accordance with the provisions of the extant law in force

relating to any civil or criminal proceedings.

12. Validity

12.1 )The validity of this Integrity Pact shall be from date of its signing and extend upto

5 years or the complete execution of the contract to the satisfaction of the PRINCIPAL

and the BIDDER/ Seller, including warranty period, whichever is later. In case BIDDER

is unsuccessful, this Integrity Pact shall expire after six months from the date of the

signing of the contract, with the successful bidder by the PRINCIPAL.

12.2 )Should one or several provisions of this Pact turn out to be invalid; the remainder

of this Pact shall remain valid. In this case, the parties will strive to come to an

agreement to their original intentions.

13. The parties hereby sign this Integrity Pact at _______________ on___________.

IN WITNESS WHEREOF, the Parties have signed and executed this Integrity

Pact at the place and date first hereinabove mentioned in the presence of following

witness:

Signature Signature

(For & on behalf of the PRINCIPAL) (For & on behalf of the BIDDER/ Contractor)

Office Seal Office Seal

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Name Name

Designation Designation

Witness 1:

(Name & Address) __________________________

Witness 2:

(Name & Address) ____________________________

[Provisionsof the above clauseswouldneed to beamended/deleted in line with

thepolicyofthePRINCIPALinregardtoinvolvementofIndianagentsofforeignsuppliers].

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ANNEXURE XIV

COMMERCIAL BID

COMMERCIAL BID FORM

RFP for Custodial, Document Management (Physical and Digital) and

other related Services

The Total Indicative cost for the purpose of ORA will be based on the quotes received from

bidders with below mentioned cap of total cost. Accordingly bidders may quote as per

point (ii).

Sr. No. Activity Maximum

upper limit in

total cost

Rate (in

Rs.)

1 Maintenance of SRA

documents ( Files/ packet-

wise)

Cost of maintenance of closed

file/misc. documents should

not be more than 50% of the

live account file.

Per file per

month

35%

2 Scanning and Digitization,

hoisting on DMS

Per page (

Both side )

15%

3 Retrieval

and Re-

filing

3(a) Annual

Retrievals of Live

physical files from

Vendor on

Closures(Approx

3500 files)

3(b) Annual

Retrievals of Live

account physical

files from Vendor

for PDD

insertion(Approx

10000 files)

3© Annual

Retrievals of Live

account physical

files from Vendor

for different audit

purpose(Approx

1000)

Per

file/packets

per

occasion

18%

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4 4(a) Annual Re-filing of Live

account files approx 14000

accounts and 4(b) Annual Re-

filing closed Skelton files

approx 3500

Per file/packets

per occasion

2%

5 Scanning and digitization and

insertion of existing as well as

additional PDDs shall be

carried out at Bidder’s

premises/Bank Premises under

appropriate supervision and

CCTV surveillance.

Per packet per

occasion

30%

Total 100%

i. The bidder should furnish the information /quotation as per the following format :

Sl.

No

Location

Chennai

Approx. Volume Rate Value

1. Maintenance of

documents :

Total yearly

volume in first

year

Live Accounts Files-20,000

(Each files containing 200 pages

in average) which will contain

total 40,00,000 pages approx.

Additions – yearly Volume likely to increase by

15-20 % every year.

2. Scanning and

Digitizing annual

Scanning of 20000 files

containing average 200 pages

each

3. 3(a) Annual

Retrievals of Live

physical files

from Vendor on

Closures

3500 files

3(b) Annual

Retrievals of Live

account physical

files from Vendor

for PDD insertion

10000 Files /packets

3(c) Annual

Retrievals of Live

account physical

files from Vendor

for different audit

purpose

1000

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4 4(a) Annual Re-

filing of Live

account files

14000

4(b) Annual Re-

filing of closed

skeletal file

3500

5 Insertion of Post

Disbursement

Documents(PDD)

approx. 50000

packets

Scanning and digitization and

insertion of existing as well as

additional PDDs shall be carried

out at Bidder’s premises/Bank

Premises under appropriate

supervision and CCTV

surveillance.

Note:

Maintenance cost of closed files / skeletal files should not exceed more than

50% of the maintenance cost of live files/misc documents.

GST applicable on actual shall be reimbursed over & above these rates. Any other

taxes/cess/toll/duty etc will be borne by bidder.

Cost of other related services e.g. security, housekeeping, maintenance, power etc.

have been factored in above rates only.

The prices quoted should be valid for a period of 5 years (60 months) from the date

of contract and shall be extendable upto6 (six) months.

We declare all the terms & conditions as per the RFP are agreeable to us.

Signature of the authorized person _____________________

Name of the signatory (in block capital letters) ___________________

Seal of the Vendor________________________________________

Date: _______________

Place: