1.vol 1 Final RFP - 10.10.2018 PDF

AMARAVATI METRO RAIL
CORPORATION LIMITED
(A GOVERNMENT OF ANDHRA PRADESH
UNDERTAKING)
Request for Proposal (RFP)

Volume 1: Request for Proposals
Instructions to Bidders
Notice of Invitation to Bid
Forms of Bid
INTERNATIONAL COMPETITIVE BIDDING UNDER

TWO STAGE BIDDING PROCESS FOR
DESIGN, FINANCE, BUILD, OPERATE, MAINTAIN,

AND TRANSFER OF A
METRO RAIL SYSTEM
AT
VISAKHAPATNAM, ANDHRA PRADESH
ON
PUBLIC PRIVATE PARTNERSHIP (PPP) BASIS
(This document is meant for exclusive purposes of submitting the

proposal against this RFP document and shall not be transferred,
reproduced or otherwise used for purposes other than that for which
it is specifically issued)
10th October, 2018

Amaravati Metro Rail Corporation Limited Request for Proposals- Volume 1 (RFP)
AMARAVATI METRO RAIL CORPORATION LIMITED
#40-3-8, 1st Floor, „Kaushalya‟, Gummadi Gopala Rao Street

Labbipet, Vijayawada- 520 010, Andhra Pradesh
Request for Proposal
International Competitive Bidding under Two Stage Bidding Process for

Design, Finance, Build, Operate, Maintain, and Transfer of a
Metrorail System
at
Visakhapatnam, Andhra Pradesh
on
Public Private Partnership (PPP) Basis
RFP No. 5/AMRC/VSKP/001/2016
Amaravati Metro Rail Corporation Limited (AMRCL) invites Proposals from Qualified
Applicants for Design, Finance, Build, Operate, Maintain and Transfer of a Metrorail System at
Visakhapatnam, Andhra Pradesh on Public Private Partnership (PPP) Basis.
The Bid documents including detailed RFP are for limited circulation to only the qualified
applicants pursuant to EOI-cum-RFQ document dated 07.09.2017. The RFP is being issued to
the following shortlisted applicants:
1. ADANI Enterprises limited

2. TRIL Urban Transport Private Limited and TATA Projects Limited
3. SHAPOORJI PALLONJI and Company Private Limited
4. ESSEL INFRAPROJECTS Limited
5. IL&FS RAIL Limited
The Last date for submission of Bids is on or before dated 27.12.2018 before 1500 hours IST.
Opening of Financial Bids is scheduled at 1500 hours IST on 04.01.2019 at AMRC office,
Vijayawada. All other details including any date extensions, clarifications, amendments,
corrigenda etc., will be sent only to the qualified bidders through the registered email ID.
Sd/-
Managing Director
For any queries, please send e-mail to:
info@amrc.co.in / visakhapatnam.metro@gmail.com
Design, Finance, Build, Operate & Maintain, Transfer of Metro Rail System at Visakhapatnam
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ACKNOWLEDGEMENT
This document shall be returned duly signed on each page by the authorized person
accepting the terms and conditions.
It is expressly understood that the party has subscribed to this document with an express
understanding that they will use this document only for the sole purpose of participating
in the selection process for the Design, Finance, Build, Operate, Maintain and Transfer
of a Metrorail System at Visakhapatnam, Andhra Pradesh on Public Private Partnership
(PPP) Basis and must not be used for any other purpose. This document must not be
passed to a third party except professional advisers assisting with this bid submission.
The document may not be reproduced or communicated, in whole or in part, and its
contents may not be distributed in written or oral form without written permission from
the issuing Authority.
Signature of the Issuing Authority
Managing Director
Amaravati Metro Rail Corporation Limited
st
#40-3-8, 1 Floor, „Kaushalya‟, Gummadi Gopala Rao Street
Email: info@amrc.co.in / visakhapatnam.metro@gmail.com

Website: www.amrc.co.in
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GLOSSARY
Additional Performance Security As defined in Clause 2.1.8

Authority As defined in Clause 1.1.1
Associate As defined in Clause 2.1.14
Bank Guarantee As defined in Clause 2.20.1
Bank Guarantee As defined in Clause 2.20.1
Bids As defined in Clause 1.2.2
Bid Due Date As defined in Clause 1.1.7
Bid Security As defined in Clause 1.2.4
Bidders As defined in Clause 1.1.8
Bidding Documents As defined in Clause 1.1.7
Bidding Process As defined in Clause 1.2.1
Bid Stage As defined in Clause 1.1.8
Bid Price As defined in Clause 1.2.6
COD Commercial Operations Date
Concessionaire As defined in Clause 1.1.2
Concession Agreement As defined in Clause 1.1.2
Concession Amount As defined in Clause 1.2.6(iii)
Conflict of Interest As defined in Clause 2.1.14
Construction Linked Support As defined in Clause 1.2.6(i)
DFBOT As defined in Clause 1.1.1
Damages As defined in Clause 2.1.14
Demand Draft As defined in Clause 2.20.2
Developer As defined in Clause 1.1.1(f)
Development Agreement As defined in Clause 1.1.1(f)
Estimated Project Cost As defined in Clause 1.1.4
Fare Fixation Committee Means the Fare Fixation
Committee to be constituted
under the Metro Railway
(Operations and Maintenance)Act, 2002
GoAP As defined in Clause 1.1.1
GST Means the Goods and Services Tax applied
under Indian laws
Jt. Bidding Agreement As defined in Clause 2.1.10
Lock In Obligation As defined in Clause 2.3.1
LOA Letter of Award
Member Member of a Consortium
NPV As defined in Clause 1.2.6
Operations Period Support As defined in Clause 1.2.6 (ii)
PPP Public-Private Partnership
Pre-Bid Conference As defined in Clause 5.1
Preferred Bidder/ Lowest Bidder As defined in Clause 1.2.7
Project As defined in Clause 1.1.1
Project SPV As defined in Clause 1.1.1
Property Development As defined in Clause 1.1.1 (f)
PV As defined in Clause 1.2.6
Qualified Applicant As defined in Clause 1.1.2
Qualification As defined in Clause 1.2.1
Qualification Stage As defined in Clause 1.2.1
Rs. Indian Rupee
RFP or Request for Proposals As defined in Clause 1.1.8
RFQ As defined in Clause 1.2.1
Subject Person As defined in Clause 2.1.14(i)
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Subsidiary/Subsidiaries As defined in s. 2(87) Companies Act, 2013 (as

may be amended from time to time).
Tie Bidders As defined in Clause 3.3.2
VUDA As defined in Clause 1.1.1
The words and expressions beginning with capital letters and defined in this document shall,
unless repugnant to the context, have the meaning ascribed thereto herein.
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TABLE OF CONTENTS
GLOSSARY iii
DISCLAIMER vii
INTRODUCTION 1
1.1 Background 1
1.2 Brief description of Bidding Process 3
1.3 Schedule of Bidding Process 6
1.4 Pre-Bid Conference 7
INSTRUCTIONS TO BIDDERS 8
A GENERAL 8
2.1 General Terms of Bidding 8
2.2 Change in composition of the Consortium 11
2.3 Change in Ownership 11
2.4 Cost of Bidding 12
2.5 Site visit and verification of information 12
2.6 Verification and Disqualification 13
B DOCUMENTS 14
2.7 Contents of the RFP 14
2.8 Clarifications 14
2.9 Amendment of RFP 15
C PREPARATION AND SUBMISSION OF BID 15
2.10 Format and signing of Bid
APPLICATION 15
2.11 Sealing and marking of Bids 16
2.12 Bid Due Date 17
2.13 Late Bids 17
2.14 Contents of the Bid 17
2.15 Modifications/ substitution/ withdrawal of Bids 17
2.16 Rejection of Bids 18
2.17 Validity of Bids 18
2.18 Confidentiality 18
2.19 Correspondence with the Bidder 18
D BID SECURITY 19
2.20 Bid Security 19
EVALUATION OF BIDS 21
3.1 Opening and Evaluation of Bids 21
3.2 Tests of Responsiveness 21
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3.3 Selection of Bidder 21

3.4 Contacts during Bid Evaluation 22
3.5 Bid Parameter
FRAUD AND CORRUPT PRACTICES 23
PRE-BID CONFERENCE 25
MISCELLANEOUS 26
SCHEDULE A- Physical Progress Milestones 27
Appendices
APPENDIX – I Letter Comprising the Bid 28

APPENDIX-1A Letter Comprising the Financial Bid 32
APPENDIX II Bank Guarantee for Bid Security
APPENDIX – III Power of Attorney for signing of Bid 35
APPENDIX – IV Power of Attorney for Lead Member 37
APPENDIX-V Guidelines of the Department of Disinvestment 48
APPENDIX VI Joint Bidding Agreement 57
APPENDIX- VII Project Implementation Agreement 63
APPENDIX- VIII Security Clearance Format 70
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DISCLAIMER
The information contained in this Request for Proposals document (the “RFP”) or
subsequently provided to Bidder(s), whether verbally or in documentary or any other
form, by or on behalf of the Authority or any of its employees or advisors, is provided to
Bidder(s) on the terms and conditions set out in this RFP and such other terms and
conditions subject to which such information is provided.
This RFP is not an agreement and is neither an offer nor invitation by the Authority to
the prospective Bidder(s) or any other person. The purpose of this RFP is to provide
interested parties with information that may be useful to them in the formulation of their
proposal pursuant to this RFP. This RFP includes statements, which reflect various
assumptions and assessments arrived at by the Authority in relation to the Project. Such
assumptions, assessments and statements do not purport to contain all the information
that each Bidder may require. This RFP may not be appropriate for all persons, and it is
not possible for the Authority, its employees or advisors to consider the investment
objectives, financial situation and particular needs of each party who reads or uses this
RFP. The assumptions, assessments, statements and information contained in this RFP
may not be complete, accurate, adequate or correct. Each Bidder should therefore,
conduct its own investigations and analysis and should check the accuracy, adequacy,
correctness, reliability and completeness of the assumptions, assessments, statements
and information contained in this RFP and obtain independent advice from appropriate
sources.
Information provided in this RFP to the Bidder(s) 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. The Authority accepts no responsibility for
the accuracy or otherwise for any interpretation or opinion on law expressed herein.
The Authority, its employees and advisors make no representation or warranty and shall
have no liability to any person, including any Bidder, under any law, statute, rules or
regulations or tort, principles of restitution or unjust enrichment or otherwise for any
loss, damages, cost or expense which may arise from or be incurred or suffered on
account of anything contained in this RFP or otherwise, including the accuracy,
adequacy, correctness, completeness or reliability of the RFP and any assessment,
assumption, statement or information contained therein or deemed to form part of this
RFP or arising in any way with selection of Bidders for participation in the Bidding
Process.
The Authority also accepts no liability of any nature whether resulting from negligence
or otherwise howsoever caused arising from reliance of any Bidder upon the statements
contained in this RFP.
The Authority may, in its absolute discretion but without being under any obligation to
do so, update, amend or supplement the information, assessment or assumptions
contained in this RFP.
The issuance of this RFP does not imply that the Authority is bound to select a bidder or
to appoint the Preferred Bidder as the Concessionaire or any bidder as the
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Concessionaire, as the case may be, for the Project and the Authority reserves the right
to reject all or any of the Bids or Bids without assigning any reasons whatsoever.
The Bidder shall bear all its costs associated with or relating to the preparation and
submission of its Bid including but not limited to preparation, copying, postage, delivery
fees, expenses associated with any demonstrations or presentations which may be
required by the Authority or any other costs incurred in connection with or relating to its
Bid. All such costs and expenses will remain with the Bidder and the Authority shall not
be liable in any manner whatsoever for the same or for any other costs or other expenses
incurred by a Bidder in preparation or submission of the Bid, regardless of the conduct
or outcome of the Bidding Process.
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1. INTRODUCTION
1.1 Background
1.1.1 The Amaravati Metro Rail Corporation Limited (the “Authority” or “AMRCL”) is a
100% Government of Andhra Pradesh (“GoAP”) owned entity that has been vested
with the mandate to develop and implement mass rapid transit system projects in the
State of Andhra Pradesh. GoAP has decided to implement a Metro Rail system for the
city of Visakhapatnam. The Authority has been tasked with the mandate to enable the
development of the Metro Rail system in the city of Visakhapatnam, Andhra Pradesh,
India (the “Project”) through an innovative Public-Private Partnership (the “PPP”)
model on Design, Finance, Build, Operate & Maintain and Transfer basis with
Construction Linked Support of civil infrastructure (herein after referred as “DFBOT”)
and has decided to carry out the Bidding Process for selection of an entity as the
bidder to whom the Project may be awarded. The selected Bidder would have to
incorporate a project specific company (“Project SPV”) together with GoAP
/Authority/Visakhapatnam Urban Development Authority (“VUDA”). VUDA would
subject to the terms and conditions of the RFP/ Concession Agreement hold a
“golden share” in the Project SPV with such associated rights as prescribed in the
Concession Agreement. Furthermore, the GoAP/Authority/ VUDA shall also have the
right to nominate 2 (two) nominee directors on the Board of the Project SPV1. In the
event of the Authority providing Construction Linked Support pursuant to the bid
process, then the civil and other infrastructure so funded shall be assets of the
Authority and be reflected in the statement of accounts of the Authority as its assets.
(a) Brief indicative particulars of the Project are as given below in Table 1. The
Bidders are free to decide the operational plan for the Project on this alignment to
meet the overall ridership requirement for the Project covering all the locations/
stations as given in the tentative alignment below.
Table 1
Total
Lines Corridors
(km)
Gajuwaka Junction to Kommadi Junction
Line 1
(Madhurawada) (via NAD Jn, Gurudwara,
(Red 30.381
Maddilapalem and Hanumanthawaka along NH-16
line)
(old NH-5))
Line 2 Gurudwara to Old Post Office (via Dabagardens,
(Green Suryabagh, Police barracks, Purna market) 5.255
Line)
Thadichetlapalem to Chinna Waltair (East Point
Line 3
colony) (via Railway Station, RTC Complex, Sampath 6.914
(Blue Line)
Vinayak temple, Siripuram, AU out gate)
Total 42.550
(b) The Estimated Project Cost for the complete Project after implementation of
the entire Project is indicated in Table 2. The tentative alignment of the Metro
Rail Project is given below:
1
S. No. 13 of Amendment No. 2
1
Table 2
S.no Particulars Details

1 Metro Rail Corridor Length for 3 corridors 42.55 kms
2 Corridor Elevated
3 Number of Stations 38 stations
(including 3 Interchange stations)
4 Estimated Project Cost Rs.8,300 crs
5 Estimated Investment by the Authority towards Rs. 4,200 crs
Construction Linked Support for civil infrastructure
6 Estimated Investment by the Concessionaire for non- Rs.4,100 crs
civil infrastructure
(c) The Construction Period shall be five (5) years from the date of signing of
the Concession Agreement. Within this time frame, the implementation
schedule requires the civil infrastructure to be completed within 3.5 to 4
years, together with the systems overlapping with civil works and it is
required that the system be ready for inspection by the Commissioner of
Metro Rail Safety (CMRS) by the end of 4.5 years so as to enable
completion of construction and declaration of commercial operations
before or at the end of five (5) years from the effective date of the
Concession Agreement. The Implementation schedule for the project is
given in the Table 3 below:
Table 3
S.no Project Milestones Timelines from the date of

signing of the Concession
Agreement (Years)
1. Civil works completion 3.5 to 4
2. Systems completion including trial runs 3 to 4.5

(Overlapping with Civil works)
2
S.no Project Milestones Timelines from the date of

signing of the Concession
Agreement (Years)
3. Ready for CMRS Inspection 4.5
4. Commercial Operations Date (COD) 5
(d) If the Concessionaire completes the Project earlier than the above
timelines, the Concession Period will remain unchanged and such early
completion will accrue to the benefit of the Developer as an incentive, as
it can commence the commercial operations at a date earlier than as
indicated above.
(e) The details of civil infrastructure, wherein the Authority is providing
Construction Linked Support and non-civil infrastructure, wherein the
Concessionaire is bearing all the expenses includes, but is not limited to,
the following:
Table 4
Civil Infrastructure Non-Civil Infrastructure
Viaducts Track works including rails and fittings
Stations buildings including Station E&M. All interior works and
conduits/cable trays for electrical work furniture in stations
and plumbing work for services only
Depot including OCC, conduits/cable Depot equipment for all maintenance
trays for electrical work, STP, works
plumbing works for services only etc.
Civil cost for Multimodal integration Access Control, Communication system
within 250 m of corridor alignment etc., for Multimodal integration.
including accessibility, NMT and
feeder services
Metro Bhawan including backup OCC
theatre civil works, conduits/cable trays for All interior works and furniture for Metro
electrical work and plumbing work for Bhawan
services only
Security and Access Control
Rolling Stock
Power Supply and Traction

Signalling & Telecommunication
Residential accommodation for AMRC staff including OCC equipment
Platform Screen Gates for

Driverless/Unattended Train Operations
(UTO)
(f) The Concessionaire shall be vested with the right to undertake

commercial development above the metro railway stations in accordance
with applicable building height restrictions. The Concessionaire and
AMRCL shall execute a separate metro station development agreement
that would provide the terms and conditions governing the commercial
development of the metro rail stations (“Development Agreement”). A
draft of the Development Agreement is provided as Annex IV of
3
Schedule B of the Concession Agreement (The right to undertake the

commercial development of the metro rail stations is herein after referred
to as “Property Development”).
(g) The Concessionaire shall have the right to undertake:

(i) branding of the rolling stock and display of advertisements along the civil
infrastructure comprising the metro rail system;
(ii) branding and naming of each metro rail station forming part of the Project,
subject to the Concessionaire obtaining the prior written approval from
AMRCL for the proposed name/ branding.
1.1.2. The Authority has pre-qualified suitable Applicants pursuant to the evaluation of the
applications received in response to the RFQ (“Qualified Applicants”). These
Qualified Applicants (hereinafter referred to as “Bidders”) are automatically eligible
for participation in the second stage of the bid process comprising this Request for
Proposal (the “Request for Proposals” or “RFP”) (the second stage of the bid
process is referred to as “Bid Stage”). The Bid Stage is a competitive international
bidding process in accordance with the procedure set out herein, and only the
Qualified Applicants have been provided with a copy of the RFP. This RFP
supersedes all the information/ clarifications provided to the bidders in the RFQ and
the reply to the pre bid queries thereof.
The Selected Bidder will have to incorporate the Project SPV with the special purpose
vehicle as a public limited company under the Companies Act, 2013 to exclusively
undertake the Project prior to the execution of the Agreement (the “Concessionaire”)
and which shall be responsible for designing, engineering, financing, procurement,
construction, operation and maintenance of the Project (indicative features of the
Project are as provided in the Table 1 and Table 2 above)under and in accordance
with the provisions of a long-term concession agreement to be entered into between
the Concessionaire and the Authority (the “Concession Agreement”) in the form
provided by the Authority as part of the Bidding Documents pursuant hereto.
1.1.3. The scope of work will broadly include designing, building, financing, operating and
maintaining an elevated Metro Rail transit system on the right of way that will be
identified and provided to the Project SPV in accordance with the Concession
Agreement together with Development Agreement and provision of project facilities
in conformity with the provisions of the Concession Agreement and the Development
Agreement.
1.1.4. Indicative capital cost of the Project (the “Estimated Project Cost”) has been
specified as given in Table 2. The assessment of actual costs, however, will have to be
made by the Bidders.
1.1.5. The draft Concession Agreement sets forth the detailed terms and conditions for
grant of the concession to the Concessionaire, including the scope of the
Concessionaire‟s services and obligations (the “Concession”).
1.1.6. The statements and explanations contained in this RFP are intended to provide a
better understanding to the Bidders about the subject matter of this RFP and should
not be construed or interpreted as limiting in any way or manner the scope of
4
services and obligations of the Concessionaire set forth in the Concession Agreement
or the Authority‟s rights to amend, alter, change, supplement or clarify the scope of
work, the Concession to be awarded pursuant to this RFP or the terms thereof or
herein contained. Consequently, any omissions, conflicts or contradictions in the
Bidding Documents including this RFP are to be noted, interpreted and applied
appropriately to give effect to this intent, and no claims on that account shall be
entertained by the Authority.
1.1.7. The Authority shall receive Bids pursuant to this RFP in accordance with the terms
set forth in this RFP and other documents to be provided by the Authority pursuant
to this RFP, as modified, altered, amended and clarified from time to time by the
Authority (collectively the “Bidding Documents”), and all Bids shall be prepared
and submitted in accordance with such terms on or before the date specified in
Clause 1.3 for submission of Bids (the “Bid Due Date”).
1.2 Brief description of Bidding Process
1.2.1 The Authority has adopted a two-stage process (collectively referred to as the
"Bidding Process") for selection of the Bidder for award of the Project. The first
stage (the "Qualification Stage") of the process involved pre-qualification (the
“Qualification”) of interested parties/ consortia who made their Application for
Qualification in accordance with the provisions of the Request For Qualification
Document dated 07.09.2017 read with Amendment No. 2 thereto dated 14.11.2017
and Amendment No, 3 thereto dated 05.02.2018, issued by the Authority (“RFQ”).
At the end of the Qualification Stage, the Authority has short-listed the Qualified
Applicants who are eligible for participation in this Bid Stage comprising this RFP.
Government of India has issued guidelines (see APPENDIX-V) for qualification of

bidders seeking to acquire stakes in any public sector enterprise through the process
of disinvestment. These guidelines shall apply mutatis mutandis to this Bidding
Process. The Authority shall be entitled to disqualify a Bidder in accordance with the
previously mentioned guidelines at any stage of the Bidding Process. Bidders must
satisfy themselves that they are qualified to bid, and should give an undertaking to
this effect in the form at APPENDIX-I.
1.2.2 In the Bid Stage, only the Bidders are being called upon to submit their financial
offers (the "Bids") in accordance with the terms specified in the Bidding Documents.
The Bidding Documents will be provided to all Qualified Applicants on payment of
non-refundable fees of Rs.12,00,000 (Rupees Twelve Lakhs only)2 plus GST
charges, as applicable. The Bid shall be valid for a period of not less than 120 (One
Hundred and Twenty) days from the Bid Due Date.
1.2.3 The bidding documents include the Volume 2: Draft Concession Agreement along
with Schedules, and Volume 3: Technical specifications and standards prepared by the
Authority/ its consultant. Subject to the provisions of Clause 2.1.3, the aforesaid
documents and any addenda issued subsequent to this RFP Document, will be deemed
to form part of the Bidding Documents.
2
5
1.2.4 A Bidder is required to deposit, along with its Bid, a bid security equal to
Rs.21,00,00,000 (Rupees Twenty One3 Crores only) (the "Bid Security")
refundable no later than 120 (One Hundred and Twenty) days from the Bid Due Date,
except in the case of the selected Bidder whose Bid Security shall be retained till it
has provided a Performance Security under the Concession Agreement. The Bidders
have an option to provide Bid Security in the form of a demand draft or a bank
guarantee acceptable to the Authority and in such event, the validity period of the
demand draft or bank guarantee, as the case may be, shall not be less than 180 (One
Hundred and Eighty) days from the Bid Due Date, inclusive of a claim period of 60
(Sixty) days, and may be extended as may be mutually agreed between the Authority
and the Bidder from time to time. Any Bid not accompanied by the valid Bid Security
shall be summarily rejected by the Authority as non-responsive.
1.2.5 During the Bid Stage, Bidders are invited to examine the Project in detail, and to carry
out, at their cost, such studies as may be required for submitting their respective Bids
for award of the concession including implementation of the Project.
1.2.6 Bids are invited for the Project based on the lowest assessed Bid Price. The Concession
Period shall be 35 (Thirty-Five) years including construction period. The Concession
Period shall be extended by another period of 30 (Thirty) years subject to terms and
conditions as indicated in the draft Concession Agreement forming part of the Bidding
Documents. The lowest assessed Bid Price shall constitute the sole criteria for
evaluation of Bids. The Project shall be awarded to the Bidder quoting the lowest
assessed Bid Price, as elaborated in this RFP.
The Bidder shall be required to quote specific amounts in Rupees (and not percentage)
for each of the following three elements (which collectively will comprise the Bid Price
of the Bidder) (“Bid Price”). The amounts would be given in words and figures. In
case of any discrepancy, the amount in words would be treated as final.
(i) The amount, of construction linked support being required by the Bidder from
the Authority during the construction period (“Construction Linked
Support”), provided however the Construction Linked Support cannot exceed
a total amount of Rs. 4200 crores, which is the maximum Construction Linked
Support available with the Authority (“Construction Support Cap”) The
impact of GST to this shall be considered by the Bidders. Presently works
contracts for construction, erection, commissioning or installation of works
pertaining to metro rail systems attract the applicable rate, presently at 12%4.
The cost to be quoted shall be comprehensive including GST, charges for
Detailed Design Construction, escalation etc. Any change in GST shall be
adjusted as per Article 41 of the draft Concession Agreement.
(ii) The amount of support being required by the Bidder from the Authority for the
operation and maintenance of the metro system during the operations and
maintenance period (“Operations Period Support”). The Operations Period
Support shall be payable in half yearly installments, once every period of six
months, only between the first and 10th year of operations. The total amount of
such Operations Period Support over this ten (10) year period shall not exceed
3
4
See: Heading 9954 item (v) Notification No. 8/2017-Integrated Tax (Rate) dated 28.06.2017 as amended from
time to time
6
an aggregate amount of Rs. 820 crores. The figure quoted assumes that the
entire network of 42.55 kms is operational and will be adjusted pro-rata if
some of the network is not commissioned. Presently as per the GST Act, 2017
there is no GST on service of transportation of passengers by metro rail.
(iii) The amount that the Bidder is offering to the Authority as a fee or annual
revenue share in consideration of the Bidder being awarded the Project
(“Concession Amount”), the Bidder shall pay the Concession Amount to the
Authority annually from 11th year from the COD. The Bidder is also at liberty
to quote the amount of annual payments from starting year of payment till the
end of Concession Period. The amount due for a particular year is payable to
the Authority within one month after completion of that year. (This will have
to be a fixed amount and not a percentage and the Bidder, if providing the
same, will have to provide a table of annual payment of the Concession
Amount being paid, in the format specified in APPENDIX 1A of this RFP.
Bidders may specify the years in which the Concession Amount is payable and
the Concession Amounts payable in each of those years).
The payment schedule and the time-period proposed for the Operations Period
Support and the Concession Amount are to be provided as per the format
specified in Schedule A to Appendix 1A to this RFP.
The criteria for financial evaluation and selection of Bids shall be based on the
lowest assessed Bid Price. The evaluation of the Bid Price shall be based on
the Net Present Value (“NPV”) determined as per formula:
(a +b) –c
Where:
(a) “a” is the Present Value (“PV”) of the Construction Linked Support, subject to the
Construction Support Cap;
(b) “b” is the PV of Operations Period Support; and
(c) “c” is the PV of Concession Amount;
Subject to the terms of the RFP, the Project will be awarded to the Bidder quoting the
lowest assessed Bid Price. The discount rate for calculation of NPV shall be 8%.
The Construction Linked Support (civil construction cost) cannot exceed the
Construction Support Cap and shall be paid in pre-defined installments and linked to
(a) physical progress milestones as specified in Schedule A to this RFP and (b) there
being no events of default on the part of the Concessionaire and (c) Such other terms
as may be stipulated in the Concession Agreement. As the Authority is providing
Construction Linked Support pursuant to the bid process, the entire civil
infrastructure of the Metro Rail shall be assets of the Authority and be reflected in the
statement of accounts of the Authority as its assets.
The Operations Period Support shall be paid in half yearly during the first ten (10)
years of operation and limited to the 10 years period as specified. The Operations
Period Support shall be linked to (i) achievement of minimum system availability and
7
of service standards to be specified in the Concession Agreement (ii) there being no

events of default on the part of the Concessionaire and iii) Such other terms as may be
stipulated in the Concession Agreement.
Bidders shall quote the Concession Amount to be paid to the Authority during the
operations period post the period for which Operations Period Support is required as
mentioned above.
In this RFP, the term “Preferred Bidder” or “Lowest Bidder” shall mean the Bidder
who is quoting the lowest assessed Bid Price.
1.2.7 Subject to the terms of the RFP, the Bidder quoting the lowest assessed Bid Price
shall be the selected Bidder (“Preferred Bidder”). The Bidder quoting the second
lowest Bid Price shall be adjudged as “L2”, and the remaining Bidders shall be
similarly adjudged as L3, L4, and L5 in ascending value of their respective assessed
Bid Price, such that L5 is the Bidder with the highest assessed Bid Price. The
Bidders L2 to L5 shall be kept in reserve and may, in accordance with the process
specified in Clause 3 of this RFP, be invited to match the Bid submitted by the
Preferred Bidder in case such Preferred Bidder withdraws or is not selected for any
reason.
1.2.8 The Concessionaire shall be entitled to levy and charge a pre-determined fare from
users of the Project under and in accordance with the rates approved by the Fare
Fixation Committee that would be constituted for the Project under the Metro
Railways (Operation and Maintenance) Act, 2002. The areas within the limits of
Greater Visakhapatnam Municipal Corporation (GVMC) (through which the corridors
identified in the three lines of the Project), have been declared as a “metropolitan
areas” vide G.O.Ms.No.139 from Municipal Administration & Urban Development
Department, Government of Andhra Pradesh, dated 27.04.2018 or such other orders
exercising the powers conferred under the relevant act(s) by the Government, and
would be considered as a “metropolitan area” under the Metro Railways (Operation
and Maintenance) Act, 2002. The indicative initial fare levels and the price revision
mechanism are provided in the draft Concession Agreement provided with the RFP
and would be subject to final approval under the Metro Railways (Operation and
Maintenance) Act, 2002.
1.2.9 Further and other details of the process to be followed at the Bid Stage and the terms
thereof are spelt out in the following and enclosed Bidding Documents.
1.2.10 Any queries or request for additional information concerning this RFP shall be
submitted in writing or by fax and e-mail to the officer designated in Clause 2.13.5
below. The envelopes/ communications shall clearly bear the following identification/
title:
"Queries/ Request for Additional Information: RFP for Metro Rail Project in
Visakhapatnam”
Managing Director
Amaravati Metro Rail Corporation Limited (AMRC)
H. No. 40-3-8, Gummadi Gopal Rao Street, Labbipet, Vijayawada – 520010.
Ph: 0866-2970272, Fax: 0866-2491400
Email: info@amrc.co.in
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With a copy to:
Urban Mass Transit Company (UMTC)

IInd Floor, Corporate Tower, Ambience Mall,
Gurgaon – 122002
Ph: 0124-4716300 Fax: +91-0124 4716248
Email: visakhapatnam.metro@gmail.com
1.3 Schedule of Bidding Process
The Authority shall endeavour to adhere to the following indicative schedule:
S.No RFP Stage Dates

1 Issue of RFP 10th October 2018
Last date of receiving pre bid 5th November 2018
2
queries (Upto17:00 hrs)
12th November 2018
3 Pre bid meeting
(15:00 hrs)
4 Response to pre bid queries 26th November 2018
27th December 2018
5 Submission of Bids
(Upto 15:00 hrs)
27th December 2018
6 Opening of Technical Bids
(at 15:30 hrs)
7 Evaluation of Technical Bids Upto 3rd January 2019
4th January 2019
8 Opening of Financial bids
(at 15:00 hrs)
Within 30 days of opening of
9 Letter of Award (LOA)
financial bid
Within 30 days from Letter of
10 Signing of Concession Agreement
Award
1.4 Pre- Bid Conference
The date, time and venue for pre-application conference/ pre bid meeting shall be:
Date: 12th November, 2018
Time: 15:00 hrs
Venue:
Andhra Pradesh Secretariat
#Room no.131, Ground Floor,
Building no.2, Velagapudi, Andhra Pradesh
Ph: 0866-2970272, Mobile No: +91 9100086488
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2. INSTRUCTIONS TO BIDDERS
A. GENERAL
2.1 General Terms of Bidding
2.1.1 No Bidder shall submit more than one Bid for the Project. A Bidder bidding
individually or as a member of a Consortium shall not be entitled to submit another
bid either individually or as a member of any other Consortium, as the case may be.
2.1.2 Unless the context otherwise requires, the terms not defined in this RFP, but defined
in the RFQ shall have the meaning assigned thereto in the RFQ.
2.1.3 The updated Project Information Memorandum of the Project provided with this RFP,
or in course of the Bidding Process by the Authority has been provided only as a
preliminary reference document by way of assistance to the Bidders. However,
bidders are expected to carry out their own surveys, investigations and other detailed
examination of the Project before submitting their Bids. Nothing contained in the
Project Information Memorandum shall be binding on the Authority nor confer any
right on the Bidders, and the Authority shall have no liability whatsoever in relation to
or arising out of any or all contents of the Project Information Memorandum.
2.1.4 Notwithstanding anything to the contrary contained in this RFP, the detailed
terms specified in the draft Concession Agreement shall have overriding effect;
provided, however, that any conditions or obligations imposed on the Bidder
hereunder shall continue to have effect in addition to its obligations under the
Concession Agreement.
2.1.5 The Bidder should submit a cover letter in the format at APPENDIX -1, and the Bid
should be furnished in the format at APPENDIX 1-A, clearly indicating the bid
amount in both figures and words, in Indian Rupees, and signed by the Bidder‟s
authorized signatory. In the event of any difference between figures and words, the
amount indicated in words shall be taken into account.
2.1.6 The Bid shall consist of a Bid Price quoted by the Bidder. The Bid Price shall be
payable as per the terms and conditions of this RFP and the provisions of the
2.1.7 The Bidder is required to deposit, along with its Bid, a bid security equal to
Rs.21,00,00,000 (Rupees Twenty One Crores only) (the "Bid Security"),
refundable no later than 120 (One Hundred and Twenty) days from the Bid Due Date,
except in the case of the selected Bidder whose Bid Security shall be retained till it
has provided a Performance Security under the Concession Agreement. The Bidders
have an option to provide Bid Security in the form of a demand draft or a bank
guarantee acceptable to the Authority as per format at APPENDIX II.
2.1.8 The validity period of the demand draft or bank guarantee, as the case may be, shall
not be less than 180 (One Hundred and Eighty) days from the Bid Due Date, inclusive
of a claim period of 60 (Sixty) days, and may be extended as may be mutually agreed
between the Authority and the Bidder from time to time. The Bid shall be summarily
rejected if it is not accompanied by the Bid Security. The Bid Security shall be
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returned not later than 120 (One hundred and twenty) days from the Bid Due Date
except in the case of the Preferred Bidder whose Bid Security shall be retained till
it has provided a Performance Security under the Concession Agreement.
In the event, the Construction Linked Support amount of the Lowest Bidder is lower
by more than 15% with respect to the Construction Support Cap as mentioned in
clause 1.2.6 of the RFP, the Concessionaire shall submit an Additional Performance
Security (the “Additional Performance Security” as per the provision of the
Concession Agreement). The Additional Performance Security shall be determined @
10% of the difference in the Construction Support Cap and the Bid Construction
Linked Support.
The Selected Bidder shall submit this Additional Performance Security before the
issue of LOA.
Additional Performance Security shall be in force till COD and shall be returned 30
days after COD.
2.1.9 The Bidder should submit a Power of Attorney as per the format at
APPENDIX-III, authorizing the signatory of the Bid to commit the Bidder.
2.1.10 In case the Bidder is a Consortium, the Members thereof should furnish a
Power of Attorney in favour of the Lead Member in the format at APPENDIX -IV.
The members of the Consortium shall also enter into a binding Joint Bidding
Agreement, substantially in the form specified at APPENDIX-VI (the “Jt. Bidding
Agreement”), for the purpose of submitting the Bid. A Bidder who was shortlisted as
a single bidder is eligible to create a Consortium and submit a Bid pursuant to this
RFP as a Consortium subject to complying with the following conditions: (i) the
shortlisted Bidder is, and remains the Lead Member of the Consortium for the Lock In
Obligation, (ii) specify in writing the reason for creating the consortium and the
benefits/expertise of the new member, together with its net worth certified by an
independent auditor and annual report or annual accounts, as applicable, for last three
years. The “net worth” (the “Net Worth”) shall mean the sum of subscribed and paid
up equity and reserves from which shall be deducted the sum of revaluation reserves,
miscellaneous expenditure not written off and reserves not available for distribution to
equity shareholders; and (iii) the shortlisted Bidder and the Member enter into the Jt.
Bidding Agreement in the form specified at Appendix –VI. It is clarified that a shell
company or a company that has no prior business operations cannot become a
member of a Consortium.
2.1.11 Any condition or qualification or any other stipulation contained in the Bid shall
render the Bid liable to rejection as a non-responsive Bid.
2.1.12 The Bid and all communications in relation to or concerning the Bidding Documents
and the Bid shall be in English language.
Supporting documents and printed literature furnished by the Bidder with the Bid may
be in any other language provided that they are accompanied by translations of all the
pertinent passages in the English language, duly authenticated and certified by the
Bidder. Supporting materials, which are not translated into English, may not be
considered. For the purpose of interpretation and evaluation of the Bid, the English
11
language translation shall prevail.
2.1.13 The documents including this RFP and all attached documents, provided by the
Authority are and shall remain or become the property of the Authority and are
transmitted to the Bidders solely for the purpose of preparation and the submission
of a Bid in accordance herewith. Bidders are to treat all information as strictly
confidential and shall not use it for any purpose other than for preparation and
submission of their Bid. The provisions of this Clause 2.1.13 shall also apply mutatis
mutandis to Bids and all other documents submitted by the Bidders, and the
Authority will not return to the Bidders any Bid, document or any information
provided along therewith.
2.1.14 A Bidder shall not have a conflict of interest (the “Conflict of Interest”) that affects
the Bidding Process. Any Bidder found to have a Conflict of Interest shall be
disqualified. In the event of disqualification, the Authority shall forfeit and
appropriate the Bid Security or Performance Security, as the case may be, as mutually
agreed genuine pre-estimated compensation and damages payable to the Authority
for, inter alia, the time, cost and effort of the Authority, including
consideration of such Bidder‟s proposal (“Damages”), without prejudice to any
other right or remedy that may be available to the Authority under the Bidding
Documents and/or the Concession Agreement or otherwise. Without limiting the
generality of the above, a Bidder shall be deemed to have a Conflict of Interest
affecting the Bidding Process, if:
(i) the Bidder, its Member or Associate (or any constituent thereof) and any other
Bidder, its Member or any Associate (or any constituent thereof) have common
controlling shareholders or other ownership interest; provided that this
disqualification shall not apply in cases where the direct or indirect shareholding
of a Bidder, its Member or an Associate (or any shareholder thereof having a
shareholding of not more than 25% (twenty five per cent) of the paid up and
subscribed share capital of such Bidder, Member or Associate, as the case may
be) in the other Bidder, its Member or Associate, as the case may be, is not more
than 25% (twenty five per cent) of the paid up and subscribed share capital
thereof; provided further that this disqualification shall not apply to a bank,
infrastructure NBFCs, infrastructure debt funds, insurance company, pension
fund or a public financial institution referred to in Section 2(72) of the Companies
Act, 2013. For the purposes of this Clause 2.1.14, indirect shareholding held
through one or more intermediate persons shall be computed as follows: (aa)
where any intermediary is controlled by a person through management control or
otherwise, the entire shareholding held by such controlled intermediary in any
other person (the “Subject Person”) shall be taken into account for computing
the shareholding of such controlling person in the Subject Person; and (bb)
subject always to sub-clause (aa) above, where a person does not exercise control
over an intermediary, which has shareholding in the Subject Person, the
computation of indirect shareholding of such person in the Subject Person shall
be undertaken on a proportionate basis; provided, however, that no such
shareholding shall be reckoned under this sub-clause (bb) if the shareholding of
such person in the intermediary is less than 26% (twenty six per cent) of the
subscribed and paid up equity shareholding of such intermediary; or
(ii) a constituent of such Bidder is also a constituent of another Bidder; or
12
(iii) such Bidder, or any Associate thereof receives or has received any direct or
indirect subsidy, grant, concessional loan or subordinated debt from any other
Bidder, or any Associate thereof or has provided any such subsidy, grant,
concessional loan or subordinated debt to any other Bidder, its Member or any
Associate thereof; or
(iv) such Bidder has the same legal representative for purposes of this Bid as any
other Bidder; or
(v) such Bidder, or any Associate thereof has a relationship with another Bidder,
or any Associate thereof, directly or through common third party/ parties, that
puts either or both of them in a position to have access to each other‟s
information about, or to influence the Bids of either or each other; or
(vi) such Bidder, or any of its Associates has participated as a consultant to the
Authority in the preparation of any documents, design or technical
specifications of the Project.
Explanation: The Authority shall determine whether or not a Bidder is deemed

to have a Conflict of Interest under sub-clause (vi) above, in accordance with
the following rules unless any conflict as determined by the Authority has
been resolved in a manner acceptable to the Authority:
(a) Obstructive practice: The consultant shall not have indulged, either
directly or indirectly, at any stage during the Bidding Process, in
obstructive practices which materially impede the Authority‟s investigation
into allegations of corrupt practice, fraudulent practice, coercive practice,
undesirable practice, and restrictive practice (as defined in Clause 4.3 of
this RFP) by the Bidder, either by deliberately destroying, falsifying,
altering; or by concealing of evidence material to the investigation; or by
making false statement to investigators and/or by threatening/ harassing or
intimidating any party to prevent it from disclosing its knowledge of
matters relevant to the investigation or from pursuing the investigation; or
by impeding the Authority‟s right to audit or access to information;
(b) Conflicting activities: A firm that has been engaged by the Authority to
provide goods, works, or non-consultancy services for a project, or any of
its Associates, shall be disqualified from providing consultancy service
resulting from or directly related to those goods, works, or non-
consultancy services. Conversely, a firm hired to provide consultancy
services for the preparation or implementation of a project, or any of its
Associates, shall be disqualified from subsequently providing goods or
works or non-consultancy services resulting from or directly related to the
consultancy services for such preparation or implementation;
(c) Conflicting assignments: The consultant (including its experts and sub-
consultants) or any of its Associates shall not be hired for any assignment
that, by its nature, may be in conflict with another assignment of the
consultant for the same or for another authority; and
(d) Conflicting relationships: An individual consultant (including its/his
experts and sub- consultants) that has a close business or family
relationship with a professional staff of the Authority who are directly or
indirectly involved in any part of: (1) the preparation of terms of reference
for the assignment; (2) selection process for the contract; or (3) supervision
13
of the contract, may not be awarded a contract, unless the conflict

stemming from this relationship has been resolved in a manner acceptable
to the Authority throughout the selection process and execution of the
contract.
For purposes of this RFP, Associate means, in relation to the Applicant/Consortium

Member, a person who controls, is controlled by, or is under the common control with
such Applicant/Consortium Member (the “Associate”). As used in this definition, the
expression “control” means, with respect to a person which is a company or
corporation, the ownership, directly or indirectly, of more than 50% (fifty per cent) of
the voting shares of such person, and with respect to a person which is not a company
or corporation, the power to direct the management and policies of such person by
operation of law.
2.1.15 A Bidder shall be liable for disqualification if any legal, financial or technical
adviser of the Authority in relation to the Project is engaged by the Bidder, its
Member or any Associate thereof, as the case may be, in any manner for matters
related to or incidental to the Project. For the avoidance of doubt, this
disqualification shall not apply where such adviser was engaged by the Bidder, its
Member or Associate in the past but its assignment expired or was terminated 6
(Six) months prior to the date of issue of this RFP. Nor will this disqualification
apply where such adviser is engaged after a period of 3 (Three) years from the COD.
Notwithstanding anything to the contrary contained in clauses 2.1.14, a Bidder may
within 10 days after the application due date remove from its consortium any
member who suffers from a conflict of interest and such removal shall be deemed to
cure Conflict of Interest arising in respect thereof. Provided further, in case the
Authority seeks information/clarification from a Bidder related to occurrence/non-
occurrence of Conflict of Interest and the Bidder fails to provide such information
within the time prescribed, the Authority shall disqualify such Bidder from
participation and encash it‟s Bid Security.
Explanation: In case a Bidder is a Consortium, then the term Bidder as used in this
Clause 2.1, shall include each Member of such Consortium.
2.1.16 This RFP is not transferable.
2.1.17 Any award of Concession pursuant to this RFP shall be subject to the terms of
Bidding Documents.
2.1.18 Each Bidder shall be required to submit information for the purpose of security
clearance as per the format specified in APPENDIX- VIII.
2.1.19 A Bidder may enter into an agreement with an entity for a minimum period of 10 (ten)
years effective from COD, relating to the performance of O&M Obligations in
accordance with the provisions of the Concession Agreement.
(a) The Bidder shall indicate names of one or more companies to participate in the project
as an O&M operator. The Bidder shall submit, as part of its Bid submission, a letter
from its selected O&M operator where under the O&M operator represents to the
Authority that it has agreed with the Bidder to participate in the Project. In the event
the Bidder is selected as a successful bidder, it would have to enter into an
14
enforceable agreement with the relevant O&M operator that it had identified in its
Bid. It is clarified that an O&M operator can participate in the Bid process with more
than one Bidder and provide a letter to more than one Bidder.
(b) The Successful Bidder shall enter into an agreement with an O&M Operator for a
minimum period of 10 (ten) years effective from COD, for the performance of O&M
Obligations, provided that such agreement shall be executed before the execution of
the Concession Agreement and shall be part of the Concession Agreement.
(c) A Bidder shall also submit, as part of its Bid submission, a binding and enforceable
memorandum of agreement from its selected rolling stock and systems provider
where under the rolling stock and systems provider represents to the Authority that it
has agreed with the Bidder to participate in the Project for a minimum period of 10
(ten) years effective from COD, relating to the provision of rolling stock and signaling
systems and their maintenance in accordance with the provisions of the Concession
Agreement.
Explanation: The memorandum of agreement referred to in this Clause 2.1.19 shall be

considered to be binding only if the following provision is clearly provided therein:
“Binding Nature of Memorandum of Agreement: The Parties agree that this letter /
Memorandum of Agreement constitutes a binding and enforceable obligation of the
Parties”.
2.2 Change in composition of the Consortium
2.2.1 Where the Bidder is a Consortium, change in the composition of a Consortium may
be permitted by the Authority during the Bid Stage, only where:
(a) Request for change in the composition of consortium or addition/ deletion of

any member by the applicant in the consortium may be sought from the
Authority not later than 15 (fifteen) days prior to the Bid Due Date. The
modified/reconstituted consortium shall be required to submit all the
documents submitted at the RFQ/EoI stage for prequalification (in particular
Annex 1) giving details of the applicant and defining roles and responsibilities
of all the members along with a revised MoU and other supporting
documents with justification for such a change.
(b) the Lead Member continues to be the Lead Member of the Consortium after
change in the composition thereof;
(c) the substitute is at least equal, in terms of Technical Capacity, to the

Consortium Member who is sought to be substituted and the modified
Consortium shall continue to meet the pre-qualification and short-listing
criteria for Qualified Applicants; and
(d) the new Member(s) expressly adopt(s) the Bid already made on behalf of the
Consortium as if it were a party to it originally, and is not an
Bidder/Member/Associate of any other Consortium bidding for this Project.
15
(e) The modified/ reconstituted Consortium shall submit a revised Jt. Bidding
Agreement and a duly notarised Power of Attorney in the prescribed format at
Appendix- IV, before the Bid Due Date.
2.2.2 A change in the composition of the Consortium members would be permitted with
prior approval of GoAP5. The Bidder must submit its application for change in
composition of the Consortium no later than 15 (Fifteen) days prior to the Bid Due
Date.
2.2.3 The modified/ reconstituted Consortium shall submit a revised Jt. Bidding Agreement
in the prescribed format at Appendix - VI and a duly notarized Power of Attorney in
the prescribed format at Appendix- IV, before the Bid Due Date.
2.2.4 The option of change in composition of the Consortium, which is available under
Clause 2.2.1, may be exercised by any Bidder who is either a Consortium or a single
entity. In the case of a single entity Bidder adding a Consortium Member at the Bid
Stage, the single entity Bidder shall be the Lead Member of the Consortium.
Provided, however, that no member of such Consortium shall be a Bidder or the
member of a Consortium which has been pre-qualified.
2.2.5 A Bidder who was shortlisted as a single bidder is eligible to create a Consortium and
submit a Bid pursuant to this RFP as a Consortium subject to complying with the
following conditions: (i) the shortlisted Bidder is and remains the Lead Member of the
Consortium for the Lock In Obligation, (ii) specify in writing the reason for creating
the consortium and the benefits/expertise of induction of a new member, together
with its net worth certified by an independent auditor and annual report or annual
accounts as applicable, for the last three years. The “net worth” (the “Net Worth”)
shall mean the sum of subscribed and paid up equity and reserves from which shall be
deducted the sum of revaluation reserves, miscellaneous expenditure not written off
and reserves not available for distribution to equity shareholders; and (iii) the
shortlisted Bidder and the Member enter into the Jt. Bidding Agreement in the form
specified at Appendix –IV. It is clarified that a shell company or a company that has
no prior business operations cannot become a member of a Consortium.
2.3 Change in Ownership
2.3.1 By submitting the Bid, the Bidder acknowledges that it was pre-qualified and short-
listed on the basis of Technical Capacity and Financial Capacity of its Consortium
Members:
i) of whom the Lead Member (either Financial or Technical) shall hold an equity
share of at least 26% (twenty six per cent) of the subscribed and paid up equity of
the Concessionaire, for a minimum period of 5 (five) years from the COD (“Lock In
Obligation”); and
ii) the other members (either Financial or Technical) shall invest in the paid up
and subscribed equity share capital of the Concessionaire to the minimum extent
of 26% (subject to the same Lock In Obligation applicable to the Lead Member‟s
equity holding as under Clause 2.3.1(i));
iii) the other members (either Financial or Technical) shall either: (a) invest in the
paid up and subscribed equity share capital of the Concessionaire to the minimum
5
S. No. 14, Amendment No. 2
16
extent of 10% (subject to the same Lock In Obligation applicable to the Lead
Member‟s equity holding as under Clause 2.3.1(i)); or (b) execute a binding long
term agreement to provide the requisite services/technical support to the
Concessionaire together with an indemnification deed, in a form and manner as
prescribed in APPENDIX VII to this RFP or any deviations to the same as may be
approved by the Authority, as the case may be, to ensure the due implementation of
the Project. Provided that the required long term agreement and indemnification, deed
shall be executed after the issuance of the Letter of Award and before the execution of
the Concession Agreement. This long term agreement should be for a minimum
period of 5 years from the COD. The Bidder further acknowledges and agrees that the
aforesaid obligation shall be the minimum, and shall be in addition to such other
obligations as may be contained in the Concession Agreement, and a breach hereof
shall, notwithstanding anything to the contrary contained in the Concession
Agreement, be deemed to be a breach of the Concession Agreement and dealt with as
such thereunder. For the avoidance of doubt, the provisions of this Clause 2.3.1 shall
apply only when the Bidder is a Consortium.
2.3.2 By submitting the Bid, the Bidder shall also be deemed to have acknowledged and
agreed that in the event of a change in control of a Consortium Member or an
Associate whose Technical Capacity and/ or Financial Capacity was taken into
consideration for the purposes of short-listing and pre-qualification under and in
accordance with the RFQ, the Bidder shall be deemed to have knowledge of the same
and shall be required to inform the Authority forthwith along with all relevant
particulars about the same and the Authority may, in its sole discretion, disqualify the
Bidder or withdraw the LOA from the Preferred Bidder, as the case may be. In the
event such change in control occurs after signing of the Concession Agreement but
prior to Financial Close of the Project, it would, notwithstanding anything to the
contrary contained in the Concession Agreement, be deemed to be a breach of the
Concession Agreement, and the same shall be liable to be terminated without the
Authority being liable in any manner whatsoever to the Concessionaire. In such an
event, notwithstanding anything to the contrary contained in the Concession
Agreement, the Authority shall be entitled to forfeit and appropriate the Bid Security
or Performance Security, as the case may be, as Damages, without prejudice to any
other right or remedy that may be available to the Authority under the Bidding
Documents and/ or the Concession Agreement or otherwise.
2.4 Cost of Bidding
2.4.1 No Bidder shall submit more than one Bid for the Project. A Bidder applying
individually or as a Member of a Consortium shall not be entitled to submit another
application either individually or as a Member of any Consortium, as the case may be.
2.4.2 The Bidders shall be responsible for all of the costs associated with the preparation of
their Bids and their participation in the Bid Process. The Authority will not be
responsible or in any way liable for such costs, regardless of the conduct or outcome
of the Bidding Process.
17
2.5 Site visit and verification of information
2.5.1 Bidders are encouraged to submit their respective Bids after visiting the Project site
and ascertaining for themselves the site conditions, traffic, location, surroundings,
climate, availability of power, water and other utilities for construction, access to site,
handling and storage of materials, weather data, applicable laws and regulations, and
any other matter considered relevant by them. For obtaining further site details and
inspection of site and corridor details, the following official from AMRC may be
contacted.
Mr. G.P. Ranga Rao,

Dy. CGM, AMRCL
Mobile No: +91 7331151805, 9490717729
E-mail: gampalap@gmail.com
2.5.2 It shall be deemed that by submitting the Bid, the Bidder has:
(a) made a complete and careful examination of the Bidding Documents;
(b) received all relevant information requested from the Authority;
(c) accepted the risk of inadequacy, error or mistake in the information provided
in the Bidding Documents or furnished by or on behalf of the Authority
relating to any of the matters referred to in Clause 2.5 above; and
(d) satisfied itself about all matters, things and information including matters
referred to in Clause 2.5 hereinabove necessary and required for submitting an
informed Bid, execution of the Project in accordance with the Bidding
Documents and performance of all of its obligations thereunder;
(e) acknowledged and agreed that inadequacy, lack of completeness or

incorrectness of information provided in the Bidding Documents or ignorance
of any of the matters referred to in Clause 2.5 hereinabove shall not be a basis
for any claim for compensation, damages, extension of time for performance
of its obligations, loss of profits etc. from the Authority, or a ground for
termination of the Concession Agreement by the Concessionaire
(f) acknowledged that it does not have a Conflict of Interest; and
(g) agreed to be bound by the undertakings provided by it under and in terms

hereof.
2.5.3 The Authority shall not be liable for any omission, mistake or error in respect of any
of the above or on account of any matter or thing arising out of or concerning or
relating to the Bidding Documents or the Bidding Process, including any error or
mistake therein or in any information or data given by the Authority.
2.6 Verification and Disqualification
2.6.1 The Authority reserves the right to verify all statements, information and
documents submitted by the Bidder in response to the RFQ, the RFP or the Bidding
18
Documents and the Bidder shall, when so required by the Authority, make available
all such information, evidence and documents as may be necessary for such
verification. Any such verification, or lack of such verification, by the Authority
shall not relieve the Bidder of its obligations or liabilities hereunder nor will it
affect any rights of the Authority thereunder.
2.6.2 The Authority reserves the right to reject any Bid and appropriate the Bid Security if:
(a) at any time, a material misrepresentation is made or uncovered, or
(b) the Bidder does not provide, within the time specified by the Authority, the
supplemental information sought by the Authority for evaluation of the Bid.
Such misrepresentation / improper response shall lead to the disqualification

of the Bidder. If the Bidder is a Consortium, then the entire Consortium and
each Member may be disqualified/rejected. If such disqualification/ rejection
occurs after the Bids have been opened and the Preferred Bidder gets
disqualified/ rejected, then the Authority reserves the right to
(i) invite the remaining Bidders to match the Preferred Bidder/ submit their
Bids in accordance with the Clause 3.3.3 or Clause 3.3.4; or
(ii) take any such measure as may be deemed fit in the sole discretion of the
Authority, including annulment of the Bidding Process
2.6.3 In case it is found during the evaluation or at any time before signing of the
Concession Agreement or after its execution and during the period of subsistence
thereof, including the concession thereby granted by the Authority, that one or more
of the pre-qualification conditions have not been met by the Bidder, or the Bidder has
made material misrepresentation or has given any materially incorrect or false
information, the Bidder shall be disqualified forthwith if not yet appointed as the
Concessionaire either by issue of the LOA or entering into of the Concession
Agreement, and if the Preferred Bidder has already been issued the LOA or has
entered into the Concession Agreement, as the case may be, the same shall,
notwithstanding anything to the contrary contained therein or in this RFP, be liable to
be terminated, by a communication in writing by the Authority to the Preferred Bidder
or Concessionaire, as the case may be, without the Authority being liable in any
manner whatsoever to the Preferred Bidder or Concessionaire. In such an event, the
Authority shall be entitled to forfeit and appropriate the Bid Security or Performance
Security, as the case may be, as Damages, without prejudice to any other right or
remedy that may be available to the Authority under the Bidding Documents, and/or
the Concession Agreement or under applicable law.
2.6.4 Notwithstanding anything contained in this RFP, the Authority reserves the right to
accept or reject any Bid and to annul the Bidding Process and reject all Bids, at any
point of time without any liability or any obligation for such acceptance, rejection or
annulment, and without assigning any reasons therefore. In the event that the
Authority rejects or annuls all the Bids, it may, at its own discretion, invite all eligible
Bidders to submit fresh Bids hereunder.
19
2.6.5 The Authority reserves the right to verify all statements, information and documents
submitted by the Bidder in response to the RFP. Any such verification or lack of such
verification by the Authority shall not relieve the Bidder of its obligations or liabilities
hereunder nor will it affect any rights of the Authority there under.
2.6.6. Without prejudice to the generality of the foregoing, the Authority reserves the right
to reject any Bid that it determines to be unviable and/or infeasible and not conducive
to the implementation of the Project.
2.6.7 A Bidder or any Consortium comprising of a Bidder that has earlier: (i) abandoned or
failed to complete any construction/ project/ works or provide the required services in
accordance with the terms of the applicable agreement anywhere in the World for an
infrastructure project, or (ii) been debarred or black listed by any Concessioning
Authority or black listed by any departments/ agency anywhere in the World in
relation to an infrastructure project, shall be disqualified and any Bid submitted by
such Bidder or relevant Consortium may be disqualified/ rejected. For the purpose of
this provision, the term “infrastructure project” shall have the meaning as provided in
the Schedule VI of the Companies Act, 2013.
B. DOCUMENTS
2.7 Contents of the RFP
This RFP comprises the disclaimer set forth hereinabove, the contents as listed below,
and will additionally include any addenda issued in accordance with Clause 2.9.
Invitation for Qualification
Section 1. INTRODUCTION
Section 2. INSTRUCTIONS TO BIDDERS
Section 3. EVALUATION OF BIDS
Section 4. FRAUD & CORRUPT PRACTICES
Section 5. PRE- BID CONFERENCE
Section 6. MISCELLANEOUS
Appendices
I. Letter comprising the Bid

1A Letter comprising the Financial Bid
II. Bank Guarantee for Bid Security

III. Power of Attorney for signing of Bid
IV. Power of Attorney for Lead Member of Consortium
V. Guidelines of the Department of Disinvestment
VI. Joint Bidding Agreement for Consortium
20
VII. Project Implementation Agreement

VIII. Security Clearance Format
The draft Concession Agreement provided by the Authority as part of the Bid
Documents shall be deemed to be part of this RFP.
2.8 Clarifications
2.8.1 Bidders requiring any clarification to the RFP may notify the Authority in writing or
by fax and e-mail in accordance with Clause 1.2.10. They should send in their queries
before the date specified in the schedule of Bidding Process contained in Clause 1.3.
The Authority shall endeavour to respond to the queries within the period specified
therein, but not later than 10 (Ten) days prior to the Bid Due Date. The responses will
be sent by fax and/or e-mail. The Authority will forward all the queries and its
responses thereto, to all purchasers of the RFP without identifying the source of
queries.
2.8.2 The Authority shall endeavor to respond to the questions raised or clarifications
sought by the Bidders. However, the Authority reserves the right not to respond to
any question or provide any clarification, in its sole discretion, and nothing in this
Clause shall be taken or read as compelling or requiring the Authority to respond to
any question or to provide any clarification.
2.8.3 The Authority may also on its own motion, if deemed necessary, issue interpretations
and clarifications to all Bidders. All clarifications and interpretations issued by the
Authority shall be deemed to be part of the RFP. Verbal clarifications and
information given by Authority or its employees or representatives shall not in any
way or manner be binding on the Authority.
2.9 Amendment of RFP
2.9.1 At any time prior to the deadline for submission of the Bid, the Authority may, for any
reason, whether at its own initiative or in response to clarifications requested by a
Bidder, modify the RFP by the issuance of addenda.
2.9.2 Any addendum thus issued will be sent in writing to all the Qualified Applicants.
2.9.3 In order to afford the Bidders a reasonable time for taking an Addendum into account,
or for any other reason, the Authority may, in its sole discretion, extend the Bid Due
Date.$
C. PREPARATION AND SUBMISSION OF BID
2.10 Format and signing of Bid
$
While extending the Bid Due Date on account of an addendum, the Authority shall have due regard for the
time required by bidders to address the amendments specified therein. In the case of significant amendments, at
least 15 (fifteen) days shall be provided between the date of amendment and the Bid Due Date, and in the case
of minor amendments, at least 7 (seven) days shall be provided.
21
2.10.1 The Bidder shall provide all the information sought under this RFP. The Authority
will evaluate only those Bids that are received in the required formats and complete in
all respects. Incomplete and /or conditional Bids shall be liable for rejection.
2.10.2 The Bidder shall prepare 1 (one) original set of the Bid (together with originals/
copies of documents required to be submitted along therewith pursuant to this RFP),
clearly marked as “ORIGINAL”. In addition, the Bidder shall submit 1 (one) copy of
the Bid, along with documents required to be submitted along therewith pursuant to
this RFP, marked as “COPY”. The Bidder shall also provide 2 (two) soft copies on
Compact Disc (CD) in sealed envelope. In the event of any discrepancy between the
original and the copy, the original shall prevail.
2.10.3 The Bid and its copy shall be typed or written in indelible ink and signed by the
authorised signatory of the Bidder who shall also initial each page in blue ink. In case
of printed and published documents, only the cover shall be initialled. All the
alterations, omissions, additions or any other amendments made to the Bid shall be
initialled by the person(s) signing the Bid. The Bid shall contain page numbers and
shall be bound together/placed in hard cover.
2.11 Sealing and Marking of Bids
2.11.1 The Bidder shall submit the Bid in the format specified at Appendix-I, and seal it in
an envelope and mark the envelope as “TECHNICAL BID”.
2.11.2 (i) The documents accompanying the Bid shall be placed in a separate envelope and
marked as “TECHNICAL BID”. The documents shall include:
(a) Bid Security in the format at Appendix-II;

(b) Power of Attorney (duly notarized) for signing of Bid in the format at
Appendix-III;
(c) If applicable, the Power of Attorney (duly notarized) for Lead Member of
Consortium in the format at Appendix-IV; and
(d) A copy of the Concession Agreement with each page initialed by the person
signing the Bid in pursuance of the Power of Attorney, referred to in Clause
(b) hereinabove.6
(e) Joint Bidding Agreement, if applicable, in the format at Appendix- VI;
(f) Project Implementation Agreement, if applicable, in the format at Appendix-
VII;
(g) Security Clearance Format in the format specified at Appendix- VIII;
(h) Letter with the O&M operator, in accordance with Clause 2.1.19;
(i) Binding Memorandum of Agreement with the rolling stock and systems
provider, in accordance with Clause 2.1.19
(ii) The documents accompanying the financial bid as mentioned in the format in
Appendix 1-A, Schedule A and Schedule B of Appendix 1A shall be placed in a
separate envelope and marked as “FINANCIAL BID”. It should also include the
6
Inserted to reflect the Model RFP
22
financial model in MS Excel with logical links visible and functional and should be
placed in a CD in the same envelope.
23
2.11.3 A true copy of the documents accompanying the Technical and Financial Bid, as
specified in Clause 2.11.2 above, shall be bound together/ placed in hard cover and
the pages shall be numbered serially and put in a separate envelope and marked as
“Technical Bid” and “Financial Bid”. Each page thereof shall be initialed in blue ink
by the authorized signatory of the Bidder.
2.11.4 The Bidder shall seal the original and the copy of the “Bid Documents”, together
with their respective enclosures, in separate envelopes duly marking the envelopes as
“ORIGINAL” and “COPY”. The envelopes shall then be sealed in an outer envelope,
which shall also be marked in accordance with Clauses 2.11.1, 2.11.2 and 2.11.3. The
envelope shall clearly bear the following identification:
“Bid Submission: Visakhapatnam Metro Rail Project”
and shall clearly indicate the name and address of the Bidder. In addition, the Bid Due
Date should be indicated on the right hand corner of each of the envelopes.
2.11.5 Each of the envelopes shall be addressed to:
Managing Director
Amaravati Metro Rail Corporation Limited (AMRC)
# 40-3-8, Gummadi Gopal Rao Street, Labbipet, Vijayawada – 520010.
Ph: 0866-2970272, Fax: 0866-2491400
An acknowledgment will be issued by authorised officer.
2.11.6 If the envelopes are not sealed and marked as instructed above, the Authority assumes
no responsibility for the misplacement or premature opening of the contents of the
Bid and consequent losses, if any, suffered by the Bidder.
2.11.7 Applications submitted by fax, telex, telegram or e-mail shall not be entertained and
shall be rejected.
2.12 Bid Due Date
2.12.1 Applications should be submitted before 1500 hours IST on the Bid Due Date, at the
address provided in Clause 2.11.5 in the manner and form as detailed in this RFP. A
receipt thereof should be obtained from the person specified in Clause 2.11.5.
2.12.2 The Authority may, in its sole discretion, extend the Bid Due Date by issuing an
Addendum in accordance with Clause 2.9 uniformly for all Bidders.
2.13 Late Bids
Bids received by the Authority after the specified time on the Bid Due Date shall not
be eligible for consideration and shall be summarily rejected.
24
2.14 Contents of the Bids
2.14.1 The Bid shall be furnished in the format at Appendix-I and shall consist of a Bid Price
to be quoted by the Bidder. The Bidder shall specify (in Indian Rupees) the Bid Price
required by him to undertake the Project in accordance with the Bidding Documents
and the provisions of the Concession Agreement.
2.14.2 Generally, the Project will be awarded to the Bidder quoting the lowest assessed Bid.
2.14.3 The opening of Bids and acceptance thereof shall be substantially in accordance with
this RFP.
2.14.4 The proposed Concession Agreement shall be deemed to be part of the Bid.
2.15 Modifications/ substitution/ withdrawal of Bids
2.15.1 The Bidder may modify, substitute or withdraw its Bid after submission, provided that
written notice of the modification, substitution or withdrawal is received by the
Authority prior to the Bid Due Date and time. No Bid shall be modified, substituted or
withdrawn by the Bidder on or after the Bid Due Date.
2.15.2 The modification, substitution or withdrawal notice shall be prepared, sealed, marked,
and delivered in accordance with Clause 2.11, with the envelopes being additionally
marked “MODIFICATION”, “SUBSTITUTION” or “WITHDRAWAL”, as
appropriate.
2.15.3 Any alteration/ modification in the Bid or additional information supplied subsequent
to the Bid Due Date, unless the same has been expressly sought for by the Authority,
shall be disregarded.
2.16 Rejection of Bids
2.16.1 Notwithstanding anything contained in this RFP, the Authority reserves the right to
reject any Bid and to annul the Bidding Process and reject all Bids at any time without
any liability or any obligation for such acceptance, rejection or annulment, and
without assigning any reasons therefor. In the event that the Authority rejects or
annuls all the Bids, it may, at its discretion, invite all eligible Bidders to submit fresh
Bids hereunder.
2.16.2 The Authority reserves the right not to proceed with the Bidding Process at any time,
without notice or liability, and to reject any Bid without assigning any reasons.
2.17 Validity of Bids
The Bids shall be valid for a period of not less than 120 (One Hundred and Twenty)
days from the Bid Due Date. The validity of Bids may be extended by mutual consent
of the respective Bidders and the Authority.
25
2.18 Confidentiality
Information relating to the examination, clarification, evaluation and recommendation

for the Bidders shall not be disclosed to any person who is not officially concerned
with the process or is not a retained professional advisor advising the Authority in
relation to, or matters arising out of, or concerning the Bidding Process. The
Authority will treat all information, submitted as part of the Bid, in confidence and
will require all those who have access to such material to treat the same in confidence.
The Authority may not divulge any such information unless it is directed to do so by
any statutory entity that has the power under law to require its disclosure or is to
enforce or assert any right or privilege of the statutory entity and/ or the Authority or
as may be required by law or in connection with any legal process.
2.19 Correspondence with the Bidder
Save and except as provided in this RFP, the Authority shall not entertain any
correspondence with any Bidder in relation to acceptance or rejection of any Bid.
D. BID SECURITY
2.20 Bid Security
2.20.1 The Bidder shall furnish as part of its Bid, a Bid Security referred to in Clauses 2.1.7
and 2.1.8 hereinabove in the form of a bank guarantee issued by a nationalised bank,
or a Scheduled Bank in India, in favour of the Authority in the format at Appendix–II
(the “Bank Guarantee”) and having a validity period of not less than 180 (one
hundred eighty) days from the Bid Due Date, inclusive of a claim period of 60
(sixty) days, and may be extended as may be mutually agreed between the
Authority and the Bidder from time to time. In case the Bank Guarantee is issued
by a foreign bank outside India, confirmation of the same by any nationalised bank
in India is required. For the avoidance of doubt, Scheduled Bank shall mean a bank as
defined under Section 2(e) of the Reserve Bank of India Act, 1934.
2.20.2 Bid Security can also be in the form of a demand draft issued by a Scheduled Bank in
India, drawn in favour of the Authority and payable at Vijayawada (the “Demand
Draft”). The Authority shall not be liable to pay any interest on the Bid Security
deposit so made and the same shall be interest free.
2.20.3 Any Bid not accompanied by the Bid Security shall be summarily rejected by the
Authority as non-responsive.
2.20.4 Save and except as provided in Clauses 1.2.4 and 1.2.5. above, the Bid Security of
unsuccessful Bidders will be returned by the Authority, without any interest, as
promptly as possible on acceptance of the Bid of the Preferred Bidder or when the
Bidding process is cancelled by the Authority, and in any case within 60 (sixty) days
from the issuance of the Letter of Award or cancellation of the Bidding process, as the
case may be. Where Bid Security has been paid by deposit, the refund thereof shall be
in the form of an account payee demand draft in favour of the unsuccessful Bidder(s).
Bidders may by specific instructions in writing to the Authority give the name and
26
address of the person in whose favour the said demand draft shall be drawn by the
Authority for refund, failing which it shall be drawn in the name of the Bidder and
shall be mailed to the address given on the Bid.
2.20.5 The Preferred Bidder‟s Bid Security will be returned, without any interest, upon
the Concessionaire signing the Concession Agreement and furnishing the
Performance Security for a period of 35 years including construction period of 5
years. Renewable at an interval of 3 years in accordance with the provisions thereof.
The Authority may, at the Preferred Bidder‟s option, adjust the amount of Bid
Security in the amount of Performance Security to be provided by him in accordance
with the provisions of the Concession Agreement.
2.20.6 The Authority shall be entitled to forfeit and appropriate the Bid Security as Damages
inter alia in any of the events specified in Clause 2.20.7 herein below. The Bidder, by
submitting its Bid pursuant to this RFP, shall be deemed to have acknowledged and
confirmed that the Authority will suffer loss and damage on account of withdrawal of
its Bid or for any other default by the Bidder during the period of Bid validity as
specified in this RFP. No relaxation of any kind on Bid Security shall be given to any
Bidder.
2.20.7 The Bid Security shall be forfeited and appropriated by the Authority as mutually
agreed genuine pre-estimated compensation and damages payable to the Authority
for, inter alia, time, cost and effort of the Authority without prejudice to any other
right or remedy that may be available to the Authority hereunder or otherwise, under
the following conditions:
(a) If a Bidder engages in a corrupt practice, fraudulent practice, coercive practice,

undesirable practice or restrictive practice as specified in Section 4 of this RFP;
(b) If a Bidder withdraws its Bid during the period of Bid validity as specified in this
RFP and as extended by mutual consent of the respective Bidder(s) and the
Authority;
(c) In the case of Preferred Bidder, if it fails within the specified time limit –
(i) to sign and return the duplicate copy of LOA; or
(ii) to sign the Concession Agreement; or
(iii) to furnish the Performance Security within the period prescribed therefor
in the Concession Agreement;
(d) In case the Preferred Bidder, having signed the Concession Agreement, commits
any breach thereof prior to furnishing the Performance Security.
E. PROJECT DEVELOPMENT FEES
2.21 Project Development Fees
Urban Mass Transit Company Limited (UMTC), which is a joint venture entity
of the Government of Andhra Pradesh and the Government of India, was
27
appointed as the Transaction Advisors to assist AMRC to undertake technical,

financial and legal matters in carrying out Visakhapatnam metro project under
PPP basis on a success fee basis. The project development fee of Rs 7.00 crores
(Rs Seven Crores only) to be payable to UMTC for the services will have to be
reimbursed by the Developer to AMRC on acceptance of LoA and payable
before signing of the Concession Agreement.
28
3. EVALUATION OF BIDS
3.1 Opening and Evaluation of Bids
3.1.1 The Authority shall open the Bids at 1500 hours on the Bid Due Date, at the place
specified in Clause 2.11.5 and in the presence of the Bidders who choose to attend.
3.1.2 The Authority will subsequently examine and evaluate the Bids in accordance with
the provisions set out in this Section 3.
3.1.3 To facilitate evaluation of Bids, the Authority may, at its sole discretion, seek
clarifications in writing from any Bidder regarding its Bid.
3.2 Tests of Responsiveness
3.2.1 Prior to evaluation of Bids, the Authority shall determine whether each Bid is
responsive to the requirements of this RFP. A Bid shall be considered responsive only
if:
(a) it is received as per the format at Appendix-I;
(b) it is received by the Bid Due Date including any extension thereof
pursuant to Clause 2.12.2;
(c) it is signed, sealed, bound together in hard bound cover, pages numbered and
marked as stipulated in Clauses 2.10 and 2.11;
(d) it is accompanied by the Bid Security as specified in Clause 2.1.7;
(e) it is accompanied by the Power(s) of Attorney as specified in Clauses 2.1.9
and 2.1.10, as the case may be;
(f) it is accompanied by the Joint Bidding Agreement as specified in Clause
2.1.10, if applicable;
(g) it is accompanied by the Project Implementation Agreement as specified in
Clause 2.11.2(f) (APPENDIX VII), if applicable;
(h) it is accompanied by the Security Clearance Format as specified in Clause
2.11.2 (g) Appendix (VIII);
(i) it is accompanied by the Letter with the O&M operator in accordance with
Clause 2.1.19;
(j) it is accompanied by the binding Memorandum of Agreement with the rolling
stock and signalling systems provider in accordance with Clause 2.1.19;
(k) it contains all the information (complete in all respects) as requested in this
RFP and/or Bidding Documents (in formats same as those specified);
(l) All the volumes of the RFP including the RFP, Concession Agreement,
Schedules and the Technical Specifications and Standards and the
amendments thereof to be signed on each page by Authorised Representative
as part of acceptance of the terms and conditions of the RFP
(m) it does not contain any condition or qualification; and
(n) it is not non-responsive in terms hereof.
3.2.2 The Authority reserves the right to reject any Bid, which is non-responsive, and no
request for alteration, modification, substitution or withdrawal shall be entertained by
the Authority in respect of the Bid. Provided, however, that the Authority may, in its
discretion, allow the Bidder to rectify any infirmities or omissions if the same do not
constitute a material modification of the Bid.
29
3.3 Selection of Bidder
3.3.1 Subject to the provisions of Clause 2.16.1, the Bidder whose Bid is adjudged
as responsive in terms of Clause 3.2.1 and who quotes the lowest assessed Bid
Price shall be the Preferred Bidder. In the event that the Authority rejects or annuls
all the Bids, it may, in its discretion, invite all eligible Bidders to submit fresh
Bids hereunder.
3.3.2 In the event that two or more Bidders quote the same Bid Price (the “Tie
Bidders”), the Authority shall identify the Preferred Bidder by draw of lots, which
shall be conducted, with prior notice, in the presence of the Tie Bidders who choose
to attend.
3.3.3 In the event that the Lowest Bidder withdraws or is not selected for any reason
in the first instance (the “first round of bidding”), the Authority may invite
L2 to revalidate or extend its Bid Security, as necessary, and match the Bid of
the aforesaid Lowest Bidder (the “second round of bidding”).
In the event L2 does not match the Bid of the aforesaid Lowest Bidder in the second
round of bidding, the Authority may invite L3 to revalidate or extend its Bid Security,
as necessary, and match the Bid of the aforesaid Lowest Bidder (the “third round of
bidding”).
In the event L3 does not match the Bid of the aforesaid Lowest Bidder in the third
as necessary, and match the Bid of the aforesaid Lowest Bidder (the “fourth round
of bidding”).
In the event L4 does not match the Bid of the aforesaid Lowest Bidder in the fourth
as necessary, and match the Bid of the aforesaid Lowest Bidder (the “fifth round of
bidding”).
3.3.4 In the event that none of the other Bidders (i.e. L2, L3, L4 and L5) match the Bid of
the Preferred Bidder in the second, third, fourth and fifth round of bidding as
indicated above, the Authority may, in its discretion, invite fresh Bids from all the
remaining Bidders (i.e. L2, L3, L4 and L5) except the Lowest Bidder of the first
round of bidding, or annul the Bidding Process, as the case may be.
In case the Bidders are invited in the aforesaid round of bidding to revalidate or
extend their Bid Security, as necessary, and offer fresh Bids, they shall be eligible
for submission of fresh Bids provided, however, that in such subsequent round
of bidding only such Bids shall be eligible for consideration which are lower than
the Bid of the L2 in the first round of bidding.
Notwithstanding the foregoing, the Authority may at its discretion annul the Bidding
Process at any time.
3.3.5 After selection, a Letter of Award (the “LOA”) shall be issued, in duplicate,
by the Authority to the Selected Bidder, who shall, within 7 (seven) days of
the receipt of the LOA, sign and return the duplicate copy of the LOA
in acknowledgement thereof. In the event the duplicate copy of the LOA duly
30
signed by the Selected Bidder is not received by the stipulated date, the
Authority may, unless it consents to extension of time for submission thereof,
appropriate the Bid Security of such Bidder as Damages on account of failure
of the Selected Bidder to acknowledge the LOA, and the next eligible Bidder
may be considered.
3.3.6 After acknowledgement of the LOA as aforesaid by the Selected Bidder, it

shall cause the Concessionaire to execute the Concession Agreement within the
period prescribed in Clause 1.3. The Preferred Bidder shall not be entitled to seek any
deviation, modification or amendment in the Concession Agreement.
3.4 Contacts during Bid Evaluation
Bids shall be deemed to be under consideration immediately after they are

opened and until such time the Authority makes official intimation of award/
rejection to the Bidders. While the Bids are under consideration, Bidders and/ or
their representatives or other interested parties are advised to refrain, save and
except as required under the Bidding Documents, from contacting by any
means, the Authority and/ or their employees/representatives on matters related
to the Bids under consideration.
3.5 Bid Parameter
Bids will be invited for the Project based on the lowest assessed Bid Price. The
concession period shall be 35 (Thirty Five) years including construction period. The
concession period shall be extended by another period of 30 (Thirty) years subject to
terms and conditions as indicated in the draft Concession Agreement forming part of
the Bidding Documents. The lowest assessed Bid Price shall constitute the sole
criteria for evaluation of Bids. The Project shall be awarded to the Bidder quoting the
lowest assessed Bid Price, as elaborated in this RFP.
The Bidder shall be required to quote specific amounts in Rupees (and not percentage)
for each of the following three elements (which collectively will comprise the Bid
Price of the Bidder) (“Bid Price”). The amounts would be given in words and figures.
In case of any discrepancy, the amount in words would be treated as final.
(i) The amount, of Construction Linked Support being required by the Bidder from
the Authority during the construction period (“Construction Linked
Support”), provided however the Construction Linked Support cannot exceed a
total amount of Rs. 4200 crores, which is the maximum Construction Linked
Support available with the Authority (“Construction Support Cap”) The
impact of GST to this shall be considered by the Bidders. Presently works
contracts for construction, erection, commissioning or installation of works
pertaining to metro rail systems attract the applicable rate, presently at 12%7.
The cost to be quoted shall be comprehensive including GST, charges for
Detailed Design Construction, escalation etc. Any change in GST shall be
adjusted as per Article 41 in draft Concession Agreement.
7
See: Heading 9954 item (v) Notification No. 8/2017-Integrated Tax (Rate) dated 28.06.2017 as amended from
time to time
31
(ii) The amount of support being required by the Bidder from the Authority for the
operation and maintenance of the metro system during the operations and
maintenance period (“Operations Period Support”). The Operations Period
Support shall be payable in half yearly instalments, once every period of six
months only between the first and 10th year of operations. The total amount of
such Support over this ten (10) year period shall not exceed an aggregate
amount of Rs. 820 crores. The figure quoted assumes that the entire network of
42.55 kms is operational and will be adjusted pro-rata if some of the network is
not commissioned. Presently there is no GST on service of transportation of
passengers by metro rail; and
(iii) The amount that the Bidder is offering the Authority as a fee or annual revenue
share in consideration of the Bidder being awarded the Project (“Concession
Amount”). The Bidder shall pay the Concession Amount to the Authority
annually from 11th year after COD. The Bidder is also at liberty to quote the
amount of annual payments from starting year of payment till the end of
concession period. The amount due for a particular year is payable to the
authority within one month after completion of that year. (This will have to be a
fixed amount and not a percentage and the Bidder, if providing the same, will
have to provide a table of annual payment of the Concession Amount being
paid, in the format specified in APPENDIX 1A to this RFP. Bidders may
specify the years in which the Concession Amount is payable and the
Concession Amounts payable in each of those years).
The payment schedule and the time-period proposed for the Operations Period
Support and the Concession Amount are to be provided as per the format
specified in Schedule A to Appendix 1A to this RFP.
The criteria for financial evaluation and selection of Bids shall be based on the
lowest assessed Bid Price. The evaluation of the Bid Price shall be based on the
Net Present Value (“NPV”) determined as per formula:
(a +b) –c
Where:
(a) “a” is the Present Value (“PV”) of the Construction Linked Support, subject to the
Construction Support Cap;
(b) “b” is the PV of Operations Period Support; and
(c) “c” is the PV of Concession Amount;
Subject to the terms of the RFP, the Project will be awarded to the Bidder quoting the
lowest assessed Bid Price. The discount rate for calculation of NPV shall be 8%.
The Construction Linked Support (civil construction cost) cannot exceed the
Construction Support Cap and shall be paid in pre-defined installments and linked to
(a) physical progress milestones as specified in Schedule A to this RFP and (b) there
being no events of default on the part of the Concessionaire and (c) Such other terms
as may be stipulated in the Concession Agreement. As the Authority is providing
Construction Linked Support pursuant to the bid process, the entire civil
32
infrastructure of the Metro Rail shall be assets of the Authority and be reflected in the
statement of accounts of the Authority as its assets.
The Operations Period Support shall be paid in half yearly installments during the
first ten (10) years of operation and limited to the 10 years period as specified. The
Operations Period Support shall be linked to (i) achievement of minimum system
availability and of service standards to be specified in the Concession Agreement (ii)
there being no events of default on the part of the Concessionaire and iii) Such other
terms as may be stipulated in the Concession Agreement.
Bidders shall quote the Concession Amount to be paid to the Authority during the
operations period post the period for which Operations Period Support is required as
mentioned above.
In this RFP, the term “Preferred Bidder” or “Lowest Bidder” shall mean the Bidder
who is quoting the lowest assessed Bid Price.
Subject to the terms of the RFP, the Bidder quoting the lowest assessed Bid Price shall
be the selected Bidder (“Preferred Bidder”). The remaining Bidders shall be kept in
reserve and may, in accordance with the process specified in this RFP, be invited to
match the Bid submitted by the Preferred Bidder in case such Preferred Bidder
withdraws or is not selected for any reason. In the event that none of the other Bidders
match the Bid of the Preferred Bidder, the Authority may, in its discretion, invite fresh
Bids from the remaining Bidders or annul the Bidding Process, as the case may be.
33
4. FRAUD AND CORRUPT PRACTICES
4.1 The Bidders and their respective officers, employees, agents and advisers shall
observe the highest standard of ethics during the Bidding Process and subsequent to
the issue of the LOA and during the subsistence of the Concession Agreement.
Notwithstanding anything to the contrary contained herein, or in the LOA or the
Concession Agreement, the Authority may reject a Bid, withdraw the LOA, or
terminate the Concession Agreement, as the case may be, without being liable in any
manner whatsoever to the Bidder or Concessionaire, as the case may be, if it
determines that the Bidder or Concessionaire, as the case may be, has, directly or
indirectly or through an agent, engaged in corrupt practice, fraudulent practice,
coercive practice, undesirable practice or restrictive practice in the Bidding Process.
In such an event, the Authority shall be entitled to forfeit and appropriate the Bid
Security or Performance Security, as the case may be, as Damages, without
prejudice to any other right or remedy that may be available to the Authority
under the Bidding Documents and/ or the Concession Agreement, or
otherwise.
4.2 Without prejudice to the rights of the Authority under Clause 4.1 hereinabove
and the rights and remedies which the Authority may have under the LOA or
the Concession Agreement, or otherwise if a Bidder or Concessionaire, as the
case may be, is found by the Authority to have directly or indirectly or through an
agent, engaged or indulged in any corrupt practice, fraudulent practice, coercive
practice, undesirable practice or restrictive practice during the Bidding Process,
or after the issue of the LOA or the execution of the Concession Agreement,
such Bidder or Concessionaire shall not be eligible to participate in any tender
or RFP issued by the Authority during a period of 2 (Two) years from the date
such Bidder or Concessionaire, as the case may be, is found by the Authority
to have directly or indirectly or through an agent, engaged or indulged in any
corrupt practice, fraudulent practice, coercive practice, undesirable practice or
restrictive practices, as the case may be.
4.3 For the purposes of this Clause 4, the following terms shall have the meaning
hereinafter respectively assigned to them:
(a) “corrupt practice” means (i) the offering, giving, receiving, or soliciting,
directly or indirectly, of anything of value to influence the actions of any
person connected with the Bidding Process (for avoidance of doubt, offering
of employment to, or employing, or engaging in any manner whatsoever,
directly or indirectly, any official of the Authority who is or has been
associated in any manner, directly or indirectly, with the Bidding Process or
the LOA or has dealt with matters concerning the Concession Agreement or
arising there from, before or after the execution thereof, at any time prior to
the expiry of one year from the date such official resigns or retires from or
otherwise ceases to be in the service of the Authority, shall be deemed to
constitute influencing the actions of a person connected with the Bidding
Process); or (ii) save and except as permitted under, engaging in any manner
whatsoever, whether during the Bidding Process or after the issue of the LOA
or after the execution of the Concession Agreement, as the case may be, any
person in respect of any matter relating to the Project or the LOA or the
Concession Agreement, who at any time has been or is a legal, financial or
34
technical adviser of the Authority in relation to any matter concerning the

Project;
(b) “fraudulent practice” means a misrepresentation or omission of facts or

suppression of facts or disclosure of incomplete facts, in order to influence the
Bidding Process;
(c) “coercive practice” means impairing or harming or threatening to impair or

harm, directly or indirectly, any person or property to influence any person‟s
participation or action in the Bidding Process;
(d) “undesirable practice” means (i) establishing contact with any person
connected with or employed or engaged by the Authority with the objective of
canvassing, lobbying or in any manner influencing or attempting to influence
the Bidding Process; or (ii) having a Conflict of Interest; and
(e) “restrictive practice” means forming a cartel or arriving at any understanding

or arrangement among Bidders with the objective of restricting or
manipulating a full and fair competition in the Bidding Process.
35
5. PRE-BID CONFERENCE
5.1 Pre-Bid Conferences of the Bidders shall be convened at the designated date,
time and place. Only those persons who have purchased the RFP document shall
be allowed to participate in the Pre-Bid Conferences. A maximum of [five]
representatives of each Bidder shall be allowed to participate on production of
authority letter from the Bidder.
5.2 During the course of Pre-Bid Conference/ meeting, the Bidders attending the meeting
will be free to seek clarifications and make suggestions for consideration of the
Authority. The Authority shall endeavor to provide clarifications and such further
information as it may, in its sole discretion, consider appropriate for facilitating a fair,
transparent and competitive Bidding Process.
5.3 All clarifications sought by the Bidders with respect to the RFP and/ or related to the
Project shall necessarily be submitted as per the format provided below. The
clarification sought in the specified format should be emailed to info@amrc.co.in /
visakhapatnam.metro@gmail.com as per the Schedule mentioned in Clause 1.3.
5.4 The representatives of the bidders shall carry a Letter of Authorization from the
Authorized signatory of the firm to attend all the pre bid meetings.
Format for submitting clarification(s)

Table 5
Reference Clarification
S.No. Reference Clause Number of RFP
Clause Sought
36
6. MISCELLANEOUS
6.1 The Bidding Process shall be governed by, and construed in accordance with, the laws
of India and the Courts at Vijayawada shall have exclusive jurisdiction over all
disputes arising under, pursuant to and/ or in connection with the Bidding Process.
6.2 The Authority, in its sole discretion and without incurring any obligation or liability,
reserves the right, at any time, to;
(a) suspend and/ or cancel the Bidding Process and/ or amend and/ or supplement
the Bidding Process or modify the dates or other terms and conditions relating
thereto;
(b) consult with any Bidder in order to receive clarification or further information;
(c) retain any information and/ or evidence submitted to the Authority by, on behalf
of, and/ or in relation to any Bidder; and/ or
(d) independently verify, disqualify, reject and/ or accept any and all submissions or
other information and/ or evidence submitted by or on behalf of any Bidder.
6.3 It shall be deemed that by submitting the Bid, the Bidder agrees and releases the
Authority, its employees, agents and advisers, irrevocably, unconditionally, fully and
finally from any and all liability for claims, losses, damages, costs, expenses or
liabilities in any way related to or arising from the exercise of any rights and/ or
performance of any obligations here under and the Bidding Documents, pursuant here
to, and/or in connection with the Bidding Process, to the fullest extent permitted by
applicable law, and waives any and all rights and/or claims it may have in this respect,
whether actual or contingent, whether present or in future.
6.4 The Bidding Documents and RFQ are to be taken as mutually explanatory and, unless
otherwise expressly provided elsewhere in this RFP, in the event of any conflict
between them the priority shall be in the following order:
(i) The Bidding Documents including the RFP;
(ii) The RFQ.
i.e. the Bidding Documents at (i) above shall prevail over the RFQ at (ii) above.
37
SCHEDULE A
Physical Progress Milestones

The indicative physical progress milestone for the civil infrastructure component of the
project is given in table below. This is an indicative physical progress milestones and would
be finalized at the design stage after signing of the Concession Agreement based on the
detailed implementation schedule and the project cost and design details submitted by the
Concessionaire, while ensuring that entire project is completed within 5 years of signing of
the Concession Agreement as given below:
S.no Project Milestones Estimated time (Years)

1. Civil works completion 3.5 to 4
2. Systems (Overlapping with Civil works) 3 to 4.5
3. Ready for CMRS Inspection 4.5
4. Commercial Operations Date (COD) 5
38
APPENDIX I
Letter Comprising the Bid
(Refer Clause 2.1.5 and 2.14)
Dated:
To,
Managing Director
Amaravati Metro Rail Corporation Limited,
Kaushalya Apartment,
1st Floor, H. No. 40-3- 8,
Gummadi Gopal Rao Street,
Labbipet, Vijayawada- 520010
Sub: Bid for Design, Finance, Build, Operate, Maintain and Transfer of Metro Rail
System at Visakhapatnam
Dear Sir,
1. With reference to your RFP document dated ………..$, I/we, having examined the
RFP document and understood its contents, hereby submit my/our Bid for the
aforesaid project. The Bid is unconditional and unqualified.
2. I/ We acknowledge that the Authority will be relying on the information provided in

the Bid and the documents accompanying such Bid for selection of the
Concessionaire for the aforesaid Project, and we certify that all information provided
in the Bid and in Appendices I to VIII is true and correct; nothing has been omitted
which renders such information misleading; and all documents accompanying such
Bid are true copies of their respective originals.
3. This statement is made for the express purpose of our selection as a Concessionaire
for the development, construction, operation and maintenance of the aforesaid Project.
4. I/ We shall make available to the Authority any additional information it may find
necessary or require to supplement or authenticate the Bid.
5. I/ We acknowledge the right of the Authority to reject our Bid without assigning any
reason or otherwise and hereby waive, to the fullest extent permitted by applicable
law, our right to challenge the same on any account whatsoever.
6. I/ We certify that in the last three years, we/ any of the Consortium Members or our/
their Associates have neither failed to perform on any contract, as evidenced by
imposition of a penalty by an arbitral or judicial authority or a judicial pronouncement
or arbitration award, nor been expelled from any project or contract by any public
authority nor have had any contract terminated by any public authority for breach on
my/ our part.
$
All blank spaces shall be suitably filled up by the Bidder to reflect the particulars relating to such Bidder.
39
7. I/ We declare that:
(a) I/ We have examined and have no reservations to the Bidding Documents,
including any Addendum issued by the Authority and
(b) I/ We do not have any conflict of interest in accordance with Clauses 2.1.14
and 2.1.15 of the RFP document; and
(c) I/We have not directly or indirectly or through an agent engaged or indulged
in any corrupt practice, fraudulent practice, coercive practice, undesirable
practice or restrictive practice, as defined in Clause 4.3 of the RFP document,
in respect of any tender or request for proposal issued by or any agreement
entered into with the Authority or any other public sector enterprise or any
government, Central or State; and
(d) I/ We hereby certify that we have taken steps to ensure that in conformity with
the provisions of Section 4 of the RFP document, no person acting for us or on
our behalf has engaged or will engage in any corrupt practice, fraudulent
practice, coercive practice, undesirable practice or restrictive practice and
(e) the undertaking given by us along with the Application in response to the RFQ
for the Project were true and correct as on the date of making the Application
and are also true and correct as on the Bid Due Date and I/We shall continue
to abide by them and
(f) there is No material change in our financial status since the submission of
EoI/RFQ by us based on which I/we have been prequalified for the proposed
work and if the change is found to be material by the Authority, our Bid is
liable to be rejected at any stage and
(g) there is No change in my/our application as a single entity/membership/
constitution of consortium/Joint Venture since the submission of the RFQ/EoI
based on which I/we have been prequalified.
or
there is an addition/ deletion in my/our application as an applicant and there is
a change in the membership of consortium/ Joint venture since the submission
of the EoI, based on which I/we have been pre-qualified and the said change
has been duly approved by the Authority vide their letter no----- dated ------
(Attested true copy enclosed)
(h) I/we have inspected the site and have fully understood the site conditions
before finalizing the Bid.
8. I/ We understand that you may cancel the Bidding Process at any time and that you
are neither bound to accept any Bid that you may receive nor to invite the Bid for the
Project, without incurring any liability to the Bidders, in accordance with Clause 2.16
of the RFP document.
9. I/ We believe that we/ our Consortium/ proposed Consortium satisfy(ies) the Net
Worth criteria and meet(s) all the requirements as specified in the RFQ document and
are/ is qualified to submit a Bid.
10. I/ We declare that we/ any Member of the Consortium, or our/ its Associates are not a
Member of a/ any other Consortium submitting a Bid for the Project.
11. I/ We certify that in regard to matters other than security and integrity of the country,
we/ any Member of the Consortium or any of our/ their Associates have not been
convicted by a Court of Law or indicted or had adverse orders passed by a regulatory
40
authority which could cast a doubt on our ability to undertake the Project or which
relates to a grave offence that outrages the moral sense of the community.
12. I/ We further certify that in regard to matters relating to security and integrity of the
country, we/ any Member of the Consortium or any of our/ their Associates have not
been charge-sheeted by any agency of the Government or convicted by a Court of
Law.
13. I/ We further certify that no investigation by a regulatory authority is pending either

against us/ any Member of the Consortium or against our/ their Associates or against
our CEO or any of our directors/ managers/ employees.
14. I/ We further certify that we are qualified to submit a Bid in accordance with the
guidelines for qualification of bidders seeking to acquire stakes in Public Sector
Enterprises through the process of disinvestment issued by the GOI vide Department
of Disinvestment OM No. 3/9/2016-DOD-II B dated 28th September, 2017 and these
guidelines apply mutatis mutandis to the Bidding Process. A copy of the aforesaid
guidelines form part of the RFP at APPENDIX-VI thereof.
15. I/ We undertake that in case due to any change in facts or circumstances during the
Bidding Process, any provisions of disqualification in terms of this RFP are or
become applicable to us, we shall inform the Authority of the same immediately.
16. I/We acknowledge and undertake that our Consortium was pre-qualified and short-
listed on the basis of Technical Capacity and Financial Capacity of its Members By
submitting the Bid, the Bidder acknowledges that it was pre-qualified and short-listed
on the basis of Technical Capacity and Financial Capacity of its Consortium
Members: i) of whom the Lead Member shall hold an equity share of at least 26%
(twenty six per cent) of the subscribed and paid up equity of the Concessionaire, for a
minimum period of 5 (five) years from the COD (“Lock In Obligation”);
ii) the other members (either Financial or Technical) shall either invest in the paid up
and subscribed equity share capital of the Concessionaire to the minimum extent of
26% (subject to the same Lock In Obligation applicable to the Lead Member‟s equity
holding as under Clause 2.3.1(i));
and iii) the other members shall either: (a) invest in the paid up and subscribed equity
share capital of the Concessionaire to the minimum extent of 10% (subject to the
same Lock In Obligation applicable to the Lead Member‟s equity holding as under
Clause 2.3.1(i) of the RFP); or (b) execute a binding long term agreement to provide
the requisite services/technical support to the Concessionaire together with an
indemnification deed, in a form and manner as prescribed or approved by the
Authority, as the case may be, to ensure the due implementation of the Project.
Provided that the required long term agreement and indemnification deed shall be
executed after the issuance of the Letter of Award and before the execution of the
Concession Agreement.8 We further agree and acknowledge that the aforesaid
obligation shall be in addition to the obligations contained in the Concession
Agreement in respect of Change in Ownership.
8
S. No. 12, Amendment No. 2
41
17. I/we undertake that we would enter into an agreement with an entity for a minimum
period of 10 (ten) years effective from COD, relating to the performance of O&M
Obligations in accordance with the provisions of the Concession Agreement and such
long term agreement shall be executed before the execution of the Concession
Agreement and shall be part of the Concession Agreement and the supporting
documents as per Clause 2.1.19 are enclosed along with this Bid.
18. I/We submit that we were shortlisted as a single Bidder but are now submitting the
Bid as a Consortium. In accordance with the requirements of the RFP, we as the
shortlisted single bidder shall be and remain the Lead Member of the Consortium for
the duration of the Lock In Obligation. The following entity/ies are being added as
Members: (i) ____, (ii)______ (elaborate as applicable) and the scope of work that
they shall discharge is as follows: ________________ (elaborate as applicable). The
Joint Bidding Agreement creating the Consortium is being submitted with this Bid as
per the format required under the RFP.
19. I/We acknowledge and agree that in the event of a change in control of an Associate
whose Technical Capacity and/or Financial Capacity was taken into consideration for
the purposes of short-listing and pre-qualification under and in accordance with the
RFQ, I/We shall inform the Authority forthwith along with all relevant particulars and
the Authority may, in its sole discretion, disqualify our Consortium or withdraw the
Letter of Award, as the case may be. I/We further acknowledge and agree that in the
event such change in control occurs after signing of the Concession Agreement but
prior to Financial Close of the Project, it would, notwithstanding anything to the
contrary contained in the Agreement, be deemed a breach of thereof and the
Concession Agreement shall be liable to be terminated without the Authority being
liable to us in any manner whatsoever.
20. I/ We understand that the selected Bidder shall incorporate a Project SPV under the
Companies Act, 2013 prior to the execution of the Concession Agreement.
21. I/We hereby irrevocably waive any right or remedy which we may have at any stage
at law or howsoever otherwise arising to challenge or question any decision taken by
the Authority in connection with the selection of the Bidder, or in connection with the
selection/ Bidding Process itself, in respect of the above mentioned Project and the
terms and implementation thereof.
22. In the event of my/our being declared as the Preferred Bidder, I/we agree to enter into
a Concession Agreement in accordance with the draft that has been provided to me/us
prior to the Bid Due Date. We agree not to seek any changes in the aforesaid draft
and agree to abide by the same.
23. I /We have studied all the Bidding Documents carefully and also carried out our own
surveys, investigations and other detailed examination of the Project. We understand
that except to the extent as expressly set forth in the Concession Agreement, we shall
have no claim, right or title arising out of any documents or information provided to
us by the Authority or in respect of any matter arising out of or relating to the Bidding
Process including the award of Concession.
24. I/We offer a Bid Security of Rs.21,00,00,000 (Rupees Twenty One Crores only) to
the Authority in accordance with the RFP Document.
42
25. The Bid Security in the form of a Demand Draft/ Bank Guarantee (strike out
whichever is not applicable) is attached.
26. The documents accompanying the Bid, as specified in Clause 2.11.2 of the RFP, have
been submitted in a separate envelope and marked as “Enclosures of the Bid”.
27. I/We agree and understand that the Bid is subject to the provisions of the Bidding
Documents. In no case, I /We shall have any claim or right of whatsoever nature if
the Project/Concession is not awarded to me/us our Bid is not opened or rejected.
28. The Bid Price has been quoted by me/us after taking into consideration all the terms
and conditions stated in the RFP, draft Concession Agreement, our own estimates of
cost and after a careful assessment of the site and all the conditions that may affect
the project cost and implementation of the Project.
29. I/We agree and undertake to abide by all the terms and conditions of the RFP
document.
30. {We, the Consortium Members agree and undertake to be jointly and severally liable
for all the obligations of the Concessionaire under the Concession Agreement till
occurrence of Financial Close in accordance with the Concession Agreement.}
31. I/We shall keep this offer valid for 120 (one hundred and twenty) days from the Bid
Due Date specified in the RFP.
32. I/We hereby submit our enclosed Bid in the format specified in APPENDIX 1A to the
RFP, for undertaking the aforesaid Project in accordance with the Bidding
Documents and the Concession Agreement.
In witness thereof, I/we submit this Bid under and in accordance with the terms of the RFP
document.
Yours faithfully,
Date: (Signature, name and designation of the Authorized Signatory)
Place: Name and seal of the Bidder/ Lead

Member
Note: Paragraphs in square parenthesis may be omitted, if not applicable, or modified as

necessary.
43
APPENDIX 1A
Letter Comprising the Financial Bid
(Refer Clause 1.2.7 & 2.1.5)

(On Bidder’s letter head)
(Date and reference)
To,
Managing Director
Amaravati Metro Rail Corporation Limited
#40-3-8, 1st Floor, „Kaushalya‟, Gummadi Gopala Rao Street
Dear Sir,
Subject: Financial Bid for the Design, Finance, Build, Operate, Maintain, and
Transfer of a Metrorail System at Visakhapatnam, Andhra Pradesh on
Public Private Partnership (PPP) Basis
Dear Sir,
1. With reference to your RFP document dated _____, we having examined the
Bidding Documents and understood their contents, hereby submit our Bid for the
aforesaid Project. The Bid is unconditional and unqualified.
2. We acknowledge that the Authority will be relying on the information provided in

the Bid and the documents accompanying the Bid for selection of the
Concessionaire for the aforesaid Project, and we certify that all information
provided in the Bid is true and correct; nothing has been omitted which renders
such information misleading, and all documents accompanying the Bid are true
copies of their respective originals.
3. The Bid has been quoted by us after taking into consideration all the terms and
conditions stated in the RFP, Draft Concession Agreement and its Schedules, our
own estimates of costs, applicable taxes and after a careful assessment of the site
and all the conditions that may affect the Project cost and implementation of the
Project.
4. We acknowledge the right of the Authority to reject our Bid without assigning any
reason or otherwise and hereby waive, to the fullest extent permitted by applicable
law, our right to challenge the same on any account whatsoever.
5. In the event that we are declared as the Preferred Bidder, we agree to enter into the
Concession Agreement in accordance with the draft that is provided to us by the
Authority after the acceptance of the Letter of Award, which shall be based on the
44
draft provided in the RFP. We agree not to seek any changes in the aforesaid draft
and agree to abide by the same.
6. We shall keep this offer valid for 120 (one hundred and twenty) days from the Bid
Due Date as specified in the RFP.
7. We hereby submit our Bid Price as follows as given in Schedule A. A soft copy of
the financial bid filled up in excel file is also enclosed in a CD.
8. We hereby also enclose a CD drive with copy of the financial model on the basis of
which the Bid Price has been formulated.
9. We hereby assure the Authority that we have duly considered all the applicable
taxes and the Authority shall not be liable in any manner for any increase in tax
rates. Any change in GST & taxes shall be adjusted as per Article 41 in draft
Yours Sincerely,
(Signature, name and designation of the authorised signatory)
45
Schedule A to Appendix 1A: Financial Bid Format
(a) The Bidders are requested to fill in the financial proposal in the format enclosed. A soft
copy of the format in the excel sheet (Bid Price excel sheet) has been provided for working
out NPV by the bidder. The hard copy of the financial bid format given in this Schedule
should be filled based on NPV value worked out from the excel sheet. The bidders should
ensure that there is no difference in the values calculated in the excel sheet and the
financial bid format. The Bidder is required to submit the Bid Price Excel sheet in a CD
along with the Financial Bid.
(b) The Bidder is also required to enclose a CD drive with copy of the financial model based
on which the Bid Price has been formulated. Bids will be assessed as per 2.6.1, 3.2, 3.3 and
3.5.
Instructions for filling up:
All cells can have only positive or zero value. No negative values can be entered. Please
specifically enter zero if no support is sought in a particular year or no amount is paid to
the authority.
Column A
1. Enter the figures in this Column against the year rows 1 to 4.5 / Rows referring to
Construction under "Stage"
2. You can enter the figures in any combination in that period
3. Total of the figures for Years 1 to 4.5 to add up to the bid amount of Construction Linked
Support but not to exceed the cap specified in the RFP
4. Actual payments to the concessionaire will be based on physical progress and other
conditions as mentioned in the RFP/Concession Agreement.
Column B
5. Operations Period Support to be entered in this Column only in the rows mentioned as
Operations and only till the period specified.
6. OPS is limited to the first 10 years after COD and the total amount sought in this period
shall not exceed the overall cap stipulated.
7. The amount mentioned against each year will be paid in two equal half-yearly installments,
subject to the conditions in the RFP/Concession Agreement.
Column C
8. The period of Concession Fee Payments to the Authority cannot overlap with Construction
Period or with Operations Support Period.
9. The Bidder shall indicate the start of concession fee from 11th year of COD and indicate
the payments till the end of the Concession period.
Column D
10. Net Flows to the Authority calculated at a discount rate of 8% in the excel sheet. It is
automatically calculated in the excel sheet. Same values to be mentioned in the Column D
of the financial bid format.
46
Discount Factor (Clause 1.2.6 (iii))
11. A rate of 8% will be used as the discount factor and the XNPV formula built into Excel
will be used to calculate the NPV values
Years Stages Construction Operations

Concession Net flows from
Linked Period Support
Amount payment Authority at discount
Support for Civil period of 10
to the Authority rate of 8%
Infrastructure years
(A) (B) (C) (D) = NPV of (A + B – C)
1 Construction Nil Nil

6 Operations Nil Nil
47
Years Stages Construction Operations

Concession Net flows from
Linked Period Support
Amount payment Authority at discount
Support for Civil period of 10
to the Authority rate of 8%
Infrastructure years
(A) (B) (C) (D) = NPV of (A + B – C)

TOTAL
Payment category PV a b c
NPV of this category
Bid Price (a+b-c)
Total Bid Price (D) = NPV of Net Flows from Authority= -----------------------------
48
Schedule B to Appendix 1A: Financial Bid Format
The Bidders are requested to fill in the part details of the expenditure break up for the
Construction Linked Support (bid parameter „a‟) in the format enclosed. A soft copy of
the format in the excel sheet has been provided based on which the financial evaluation
of the application would be completed. The breakup of the construction-linked support
is only indicative in nature and the Bidders may change it during detailed design stage,
however the overall bid parameter „a‟ i.e. the Construction Linked Support will remain
the same.
1. Payment details of all the Stations
Payment Milestones
Name
of the Concourse
Station Foundation including Platfor All
Roofing Total
and Piers systems m finishes
rooms
A1+B1+C1+D1+E1 =
1 A1 B1 C1 D1 E1
SUM1
A2+B2+C2+D2+E2 =
2 A2 B2 C2 D2 E2
SUM2
A3+B3+C3+D3+E3 =
3 A3 B3 C3 D3 E3
SUM3
A4+B4+C4+D4+E4 =
4 A4 B4 C4 D4 E4
SUM4
A5+B5+C5+D5+E5 =
5 A5 B5 C5 D5 E5
SUM5
A6+B6+C6+D6+E6 =
6 A6 B6 C6 D6 E6
SUM6
A7+B7+C7+D7+E7 =
7 A7 B7 C7 D7 E7
SUM7
A8+B8+C8+D8+E8 =
8 A8 B8 C8 D8 E8
SUM8
A9+B9+C9+D9+E9 =
9 A9 B9 C9 D9 E9
SUM9
A10+B10+C10+D10+E
10 A10 B10 C10 D10 E10
10 = SUM10
A11+B11+C11+D11+E
11 A11 B11 C11 D11 E11
11 = SUM11
A12+B12+C12+D12+E
12 A12 B12 C12 D12 E12
12 = SUM12
A13+B13+C13+D13+E
13 A13 B13 C13 D13 E13
13 = SUM13
A14+B14+C14+D14+E
14 A14 B14 C14 D14 E14
14 = SUM14
A15+B15+C15+D15+E
15 A15 B15 C15 D15 E15
15 = SUM15
A16+B16+C16+D16+E
16 A16 B16 C16 D16 E16
16 = SUM16
A17+B17+C17+D17+E
17 A17 B17 C17 D17 E17
17 = SUM17
A18+B18+C18+D18+E
18 A18 B18 C18 D18 E18
18 = SUM18
A19+B19+C19+D19+E
19 A19 B19 C19 D19 E19
19 = SUM19
49
Payment Milestones
Name
of the Concourse
Station Foundation including Platfor All
Roofing Total
and Piers systems m finishes
rooms
A20+B20+C20+D20+E
20 A20 B20 C20 D20 E20
20 = SUM20
A21+B21+C21+D21+E
21 A21 B21 C21 D21 E21
21 = SUM21
A22+B22+C22+D22+E
22 A22 B22 C22 D22 E22
22 = SUM22
A23+B23+C23+D23+E
23 A23 B23 C23 D23 E23
23 = SUM23
A24+B24+C24+D24+E
24 A24 B24 C24 D24 E24
24 = SUM24
A25+B25+C25+D25+E
25 A25 B25 C25 D25 E25
25 = SUM25
A26+B26+C26+D26+E
26 A26 B26 C26 D26 E26
26 = SUM26
A27+B27+C27+D27+E
27 A27 B27 C27 D27 E27
27 = SUM27
A28+B28+C28+D28+E
28 A28 B28 C28 D28 E28
28 = SUM28
A29+B29+C29+D29+E
29 A29 B29 C29 D29 E29
29 = SUM29
A30+B30+C30+D30+E
30 A30 B30 C30 D30 E30
30 = SUM30
A31+B31+C31+D31+E
31 A31 B31 C31 D31 E31
31 = SUM31
A32+B32+C32+D32+E
32 A32 B32 C32 D32 E32
32 = SUM32
A33+B33+C33+D33+E
33 A33 B33 C33 D33 E33
33 = SUM33
A34+B34+C34+D34+E
34 A34 B34 C34 D34 E34
34 = SUM34
A35+B35+C35+D35+E
35 A35 B35 C35 D35 E35
35 = SUM35
A36+B36+C36+D36+E
36 A36 B36 C36 D36 E36
36 = SUM36
A37+B37+C37+D37+E
37 A37 B37 C37 D37 E37
37 = SUM37
A38+B38+C38+D38+E
38 A38 B38 C38 D38 E38
38 = SUM38
Total payment for all the stations
Note:
 A1, B1, C1, D1, E1 etc., values should be in Rupees inclusive of all taxes and escalation.
The taxes are to be calculated at the rate of 12% GST. Any change in GST % would be
adjusted on the value quoted.
 The cost of Property Development at metro stations and depot is to be borne by the
Concessionaire on his own.
50
2. Payment details of the viaduct
Payment Details
Viaduct Type Sub structure Super structure All finishes Total
(Foundation and
Piers)
Precast Girders A1 B1 C1 A1+B1+C1

In situ cast Girders A2 B2 C2 A2+B2+C2
I Girders A3 B3 C3 A3+B3+C3
Steel Girders A4 B4 C4 A4+B4+C4
Total Payment for viaduct
Note: Payment for Viaduct per Km would also cover part km where necessary
Note 2: Alternatively, average viaduct cost can be given at bid stage, details to be provided at design stage
within 6 months from signing of Concession Agreement
3. Payment details of the Main Depot (Hanumanthawaka)
Total in Rs.
Shed/ Building Civil Structure MEP Services Finishes
Cr.
Administrative Building
A1 B1 C1 A1+B1+C1
including OCC
Time Office, Entrance
Gate, Crew Building, A2 B2 C2 A2+B2+C2
Canteen etc.
Inspection Bays Shed A3 B3 C3 A3+B3+C3
Workshop Building A4 B4 C4 A4+B4+C4
Engineering Building A5 B5 C5 A5+B5+C5
Stabling Sheds A6 B6 C6 A6+B6+C6
Test Track A7 B7 C7 A7+B7+C7
Stores, Watch Towers,
Sub-station, O/H & UG
Water Tanks, Fire
A8 B8 C8 A8+B8+C8
Fighting system, Effluent
Treatment Plant, any
other Building(s) etc.
UFWL, Aux. Vehicle
Bldg, Heavy Wash Bldg,
A9 B9 C9 A9+B9+C9
AWP, Special
foundations etc.
Road & Earth works
including drains, A10 B10 C10 A10+B10+C10
trenches & misc. Works
Total Payment on Main Depot including Escalation, Contingency & GST
51
4. Payment details of the Auxiliary Depot (near Airport)
Shed/ Building Civil Structure MEP Services Finishes Total

Administrative
A1 B1 C1 A1+B1+C1
Building
Time Office, Entrance
Gate, Crew Building,
A2 B2 C2 A2+B2+C2
Canteen, Engineering
Bldg etc.
Inspection Bays Shed A3 B3 C3 A3+B3+C3
Stabling Sheds A4 B4 C4 A4+B4+C4
Stores, Watch Towers,

Sub-station, O/H &
UG Water Tanks, Fire A5 B5 C5 A5+B5+C5
Fighting system, ETP
etc.
Aux. Vehicle Bldg,
Heavy Wash Bldg, A6 B6 C6 A6+B6+C6
AWP etc.
Road & Earth works
including drains,
A7 B7 C7 A7+B7+C7
trenches & misc.
Works etc.
Total Payment on Aux. Depot including Escalation, Contingency & GST
4. Payment details of the Multimodal Integration
Any other
Any road improvement/
Civil Provision for
laying around Station to Total
At each Station Structure feeder services/
improve accessibility
NMT
A1 B1 C1 A1+B1+C1
Total Payment on Multimodal Integration
Note:
To be included in civil package:

 415 V electricity distribution on all the stations and Depots is taken as part of finishes
 Multimodal integration, cost to be indicated by the Concessionaire as a part of civil works cost. This
cost would be included in component „a‟ and would be reimbursed by AMRC.
5. Total Payments for Construction Linked Support
S.no Components Amounts (Rs crores)

1. Stations
2. Viaducts
52
S.no Components Amounts (Rs crores)

3. Main Depot
4. Auxiliary Depot
5. Multimodal Integration
6.
Metro Bhawan + Staff
Quarters
7. Miscellaneous expenses
including escalation and
other charges
Total amount
Note: GC and IE Charges to be distributed in Civil Cost (It.1 to 4) proportionately.
6. Estimated Quarter wise expenditure for Civil Infrastructure (Construction Linked

Support)
Metro Miscella
Multi
Main Auxiliary Bhawan neous
Station Viaduct Modal
Year Quarters Depot Depot + Staff expenses
integration
Quarters
Total Total Total Total Total Total Total
Quarter 1
Quarter 2
Year 1
Quarter 3
Quarter 4
Quarter 5
Quarter 6
Year 2
Quarter 7
Quarter 8
Quarter 9
Quarter 10
Year 3
Quarter 11
Quarter 12
Quarter 13
Quarter 14
Year 4
Quarter 15
Quarter 16
100% 100% 100% 100% 100% 100% 100%
Notes:
1. Year 1 Starts from the signing of the Concession Agreement
2. There will be no mobilization advance for the project.
3. The whole or any part of the Construction Linked Support shall be disbursed by GoAP to the
Concessionaire if and only if the Concessionaire is not in material breach of the Concession
Agreement at the time of such disbursement and meets the other conditions stipulated in the
53
4. Only 95% of the Construction Linked Support for civil infrastructure shall be released during
Construction Period. The balance 5% of the Construction Linked Support will be disbursed within
15 (fifteen) Days after Commercial Operation Date (COD) against Bank Guaranty of equal amount.
5. The Construction Linked Support payments shall be made only on the basis of certification by the
independent engineer, of the progress in completion of civil infrastructure undertaken by the
Concessionaire. Payments in respect of the via ducts shall be split into completion of substructure,
superstructure and finishing. The payments in respect of each metro rail station (excluding
commercial development in exercise of Property Development rights) will be divided into
completion of substructure, concourse, platform, roof and finishes. The payment in respect of the
depot will be split into milestones linked with completion of various buildings, sheds and finishes.
The payment towards completion of Metro Bhawan and other service buildings associated with the
metro rail project shall be made on completion of milestones in respect thereof.
6. The construction period shall be five (5) years within which the implementation schedule requires
the civil infrastructure to be completed within 3.5 to 4 years, together with the systems overlapping
with civil works and it is required that the system be ready for inspection by the Commission of
Metro Rail Safety by the end of 4.5 years including trial runs so as to enable completion of
construction and declaration of commercial operations at the end of five (5) years from the effective
date of the Concession Agreement.
7. The payments will not be linked with the Concessionaire‟s Expenditure but only on physical
progress.
8. GoAP shall disburse each tranche of the Capital contribution as aforesaid by credit to the Escrow
Account within 30 Days provided the Concessionaire has submitted to GoAP along with each
disbursement request a certificate from its General Consultant, together with a certificate from the
independent engineer appointed under the Concession Agreement, certifying achievement of above
milestones and has given at least 7 (seven) Days to GoAP for processing such request.
9. The cost of Property Development at stations and depot is to be borne by the Concessionaire on his
own.
10. Multimodal development at stations, cost to be indicated by the Concessionaire as a part of civil
works cost. This cost would be included in component „a‟ and would be reimbursed by AMRCL.
11. The Construction Linked Support shall be paid only on quarterly basis during the course of the
Construction Period.
12. The 75% of payment against quarterly disbursement request would be released within 7 working
days and balance 20% after scrutiny within 30 days. In case any clarification is pending on any
disbursement request, this shall not hold payment against subsequent disbursement requests.
54
APPENDIX II
Bank Guarantee for Bid Security
(Refer Clause 2.1.7 and 2.20.1)
B.G. No. Dated:
1. In consideration of you, Amaravati Metro Rail Corporation Limited , having

its office at #40-3-8, 1st Floor, „Kaushalya‟, Gummadi Gopala Rao Street,
Labbipet, Vijayawada- 520 010, Andhra Pradesh, (hereinafter referred to as the
“Authority”, which expression shall unless it be repugnant to the subject or
context thereof include its, successors and assigns) having agreed to
receive the Bid of …………………… (a company registered under the
Companies Act, 1956/ 2013) and having its registered office at
……………………… (and acting on behalf of its Consortium) (hereinafter
referred to as the “Bidder” which expression shall unless it be repugnant to
the subject or context thereof include its/their executors, administrators,
successors and assigns), for the Design, Finance, Build, Operate, Maintain and
Transfer of a Metrorail System at Visakhapatnam, Andhra Pradesh (hereinafter
referred to as “the Project”) pursuant to the RFP Document dated
…………… issued in respect of the Project and other related documents
including without limitation the draft concession agreement (hereinafter
collectively referred to as “Bidding Documents”), we (Name of the Bank)
having our registered office at ……………………… and one of its branches at
…………………….. (hereinafter referred to as the “Bank”), at the request
of the Bidder, do hereby in terms of Clause 2.1.7 read with Clause 2.1.8 of the
RFP Document, irrevocably, unconditionally and without reservation guarantee
the due and faithful fulfilment and compliance of the terms and conditions
of the Bidding Documents (including the RFP Document) by the said Bidder
and unconditionally and irrevocably undertake to pay forthwith to the Authority
an amount of Rs.21,00,00,000 (Rupees Twenty One Crores only) (hereinafter
referred to as the “Guarantee”) as our primary obligation without any demur,
reservation, recourse, contest or protest and without reference to the Bidder if the
Bidder shall fail to fulfil or comply with all or any of the terms and
conditions contained in the said Bidding Documents.
2. Any such written demand made by the Authority stating that the Bidder is
in default of the due and faithful fulfilment and compliance with the terms and
conditions contained in the Bidding Documents, shall be final, conclusive and
binding on the Bank.
3. We, the Bank, do hereby unconditionally undertake to pay the amounts due and
payable under this Guarantee without any demur, reservation, recourse,
contest or protest and without any reference to the Bidder or any other
person and irrespective of whether the claim of the Authority is disputed by the
Bidder or not, merely on the first demand from the Authority stating that the
amount claimed is due to the Authority by reason of failure of the Bidder to
fulfil and comply with the terms and conditions contained in the Bidding
Documents including failure of the said Bidder to keep its Bid open during the Bid
55
validity period as set forth in the said Bidding Documents for any reason
whatsoever. Any such demand made on the Bank shall be conclusive as regards
amount due and payable by the Bank under this Guarantee. However, our liability
under this Guarantee shall be restricted to an amount not exceeding Rs.
21,00,00,000 (Rupees Twenty One Crores only).
4. This Guarantee shall be irrevocable and remain in full force for a period of
180 (one hundred and eighty) days from the Bid Due Date inclusive of a claim
period of 60 (sixty) days or for such extended period as may be mutually
agreed between the Authority and the Bidder, and agreed to by the Bank,
and shall continue to be enforceable till all amounts under this Guarantee
have been paid.
5. We, the Bank, further agree that the Authority shall be the sole judge to
decide as to whether the Bidder is in default of due and faithful fulfilment and
compliance with the terms and conditions contained in the Bidding Documents
including, inter alia, the failure of the Bidder to keep its Bid open during the
Bid validity period set forth in the said Bidding Documents, and the decision
of the Authority that the Bidder is in default as aforesaid shall be final and
binding on us, notwithstanding any differences between the Authority and the
Bidder or any dispute pending before any Court, Tribunal, Arbitrator or any other
Authority.
6. The Guarantee shall not be affected by any change in the constitution or

winding up of the Bidder or the Bank or any absorption, merger or
amalgamation of the Bidder or the Bank with any other person.
7. In order to give full effect to this Guarantee, the Authority shall be entitled to treat
the Bank as the principal debtor. The Authority shall have the fullest liberty
without affecting in any way the liability of the Bank under this Guarantee
from time to time to vary any of the terms and conditions contained in the
said Bidding Documents or to extend time for submission of the Bids or the
Bid validity period or the period for conveying acceptance of Letter of Award
by the Bidder or the period for fulfilment and compliance with all or any of the
terms and conditions contained in the said Bidding Documents by the said
Bidder or to postpone for any time and from time to time any of the powers
exercisable by it against the said Bidder and either to enforce or forbear from
enforcing any of the terms and conditions contained in the said Bidding Documents
or the securities available to the Authority, and the Bank shall not be released from
its liability under these presents by any exercise by the Authority of the
liberty with reference to the matters aforesaid or by reason of time being given
to the said Bidder or any other forbearance, act or omission on the part of the
Authority or any indulgence by the Authority to the said Bidder or by any
change in the constitution of the Authority or its absorption, merger or
amalgamation with any other person or any other matter or thing whatsoever
which under the law relating to sureties would but for this provision have the effect
of releasing the Bank from its such liability.
56
8. Any notice by way of request, demand or otherwise hereunder shall be sufficiently

given or made if addressed to the Bank and sent by courier or by registered mail to
the Bank at the address set forth herein.
9. We undertake to make the payment on receipt of your notice of claim on

us addressed to [name of Bank along with branch address] and delivered at our
above branch which shall be deemed to have been duly authorized to receive
the said notice of claim.
10. It shall not be necessary for the Authority to proceed against the said
Bidder before proceeding against the Bank and the guarantee herein
contained shall be enforceable against the Bank, notwithstanding any other
security which the Authority may have obtained from the said Bidder or any
other person and which shall, at the time when proceedings are taken against
the Bank hereunder, be outstanding or unrealised.
11. We, the Bank, further undertake not to revoke this Guarantee during its currency
except with the previous express consent of the Authority in writing.
12. The Bank declares that it has power to issue this Guarantee and discharge the
obligations contemplated herein. The undersigned is duly authorised and has
full power to execute this Guarantee for and on behalf of the Bank.
13. For the avoidance of doubt, the Bank‟s liability under this Guarantee shall be
restricted to Rs. 21,00,00,000 (Rupees Twenty One Crores only). The Bank
shall be liable to pay the said amount or any part thereof only if the
Authority serves a written claim on the Bank in accordance with paragraph 9
hereof, on or before *** (indicate date falling 180 days after the Bid Due Date).
Signed and Delivered by ………………………. Bank
By the hand of Mr./Ms. …………………….., its ………………….. and authorised

official.
(Signature of the Authorised Signatory) (Official Seal)
57
APPENDIX III
Power of Attorney for signing of Bid

(Refer Clause 2.1.9)
Know all men by these presents, we……………………………………………..(name of

the firm and address of the registered office) do hereby irrevocably constitute, nominate,
appoint and authorise Mr/ Ms (name), …………………… son/daughter/wife of
……………………………… and presently residing at …………………., who is
presently employed with us/ the Lead Member of our Consortium and holding the position
of ……………………………., as our true and lawful attorney (hereinafter referred to as
the “Attorney”) to do in our name and on our behalf, all such acts, deeds and things as are
necessary or required in connection with or incidental to submission of our Bid for the
Design, Finance, Build, Operate, Maintain and Transfer of Metro Rail System at
Visakhapatnam Project proposed or being developed by the Amaravati Metro Rail
Corporation Limited(the “Authority”) including but not limited to signing and submission
of all applications, bids and other documents and writings, participate in Pre-Bid and other
conferences and providing information/ responses to the Authority, representing us in all
matters before the Authority, signing and execution of all contracts including the
Concession Agreement and undertakings consequent to acceptance of our bid, and
generally dealing with the Authority in all matters in connection with or relating to or
arising out of our bid for the said Project and/ or upon award thereof to us and/or till the
entering into the Concession Agreement with the Authority.
AND we hereby agree to ratify and confirm and do hereby ratify and confirm all acts,
deeds and things done or caused to be done by our said Attorney pursuant to and in
exercise of the powers conferred by this Power of Attorney and that all acts, deeds and
things done by our said Attorney in exercise of the powers hereby conferred shall always
be deemed to have been done by us.
IN WITNESS WHEREOF WE,…………………………., THE ABOVE NAMED

PRINCIPAL HAVE EXECUTED THIS POWER OF ATTORNEY ON THIS ………
DAY OF ………….2…..
For …………………………..
(Signature, name, designation and address)
Witnesses:
1.
(Notarised)
2.
58
Accepted
……………………………
(Signature)
(Name, Title and Address of the Attorney)
Notes:
 The power of attorney should be duly notarized.
 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
executant(s) and when it is so required, the same should be under common seal affixed
in accordance with the required procedure.
 The Bidder should submit for verification the extract of the charter documents and
documents such as a board or shareholders’ resolution/ power of attorney in favour of
the person executing this Power of Attorney for the delegation of power hereunder on
behalf of the Bidder.
 For a Power of Attorney executed and issued overseas, the document will also have to
be legalised by the Indian Embassy and notarised in the jurisdiction where the Power
of Attorney is being issued. However, the Power of Attorney provided by Bidders from
countries that have signed the Hague Legislation Convention 1961 are not required to
be legalised by the Indian Embassy if it carries a conforming Appostille certificate.
59
APPENDIX IV
Power of Attorney for Lead Member of Consortium
Whereas the Amaravati Metro Rail Corporation Limited (“the Authority”) has invited
Bids from Qualified Applicants for the Design, Finance, Build, Operate and Maintain,
Transfer of Metro Rail System at Visakhapatnam Project (the “Project”).
Whereas,……………………..,
……………………..,……………………..and…………………….. (collectively the
“Consortium”) being Members of the Consortium are interested in bidding for the Project
in accordance with the terms and conditions of the Request for Proposals document (RFP),
and other connected documents in respect of the Project, and
Whereas, it is necessary for the Members of the Consortium to designate one of them as
the Lead Member with all necessary power and authority to do for and on behalf of the
Consortium, all acts, deeds and things as may be necessary in connection with the
Consortium‟s bid for the Project and its execution.
NOW THEREFORE KNOW ALL MEN BY THESE PRESENTS
We,……………………..having our registered office

at……………………..,;……………………..having our registered office
at……………………..; ,. ……………………..having our registered office at
……………………..,and ……………………..having our registered office
at……………………..,(hereinafter collectively referred to as the “Principals”) do hereby
irrevocably designate, nominate, constitute, appoint and authorise
[……………………..having its registered office at……………………..,being one of the
Members of the Consortium, as the Lead Member and true and lawful attorney of the
Consortium (hereinafter referred to as the “Attorney”). We hereby irrevocably authorise
the Attorney (with power to sub-delegate) to conduct all business for and on behalf of the
Consortium and any one of us during the bidding process and, in the event the Consortium
is awarded the concession/contract, during the execution of the Project and in this regard,
to do on our behalf and on behalf of the Consortium, all or any of such acts, deeds or
things as are necessary or required or incidental to the submission of the Bid of the
Consortium for the Project, including but not limited to signing and submission of all
applications, bids and other documents and writings, participate in bids and other
conferences, respond to queries, submit information/ documents, sign and execute
contracts and undertakings consequent to acceptance of the bid of the Consortium and
generally to represent the Consortium in all its dealings with the Authority, and/or any
other Government Agency or any person, in all matters in connection with or relating to or
arising out of the Consortium‟s bid for the Project and/ or upon award thereof till the
Concession Agreement is entered into with the Authority.
AND hereby agree to ratify and confirm and do hereby ratify and confirm all acts, deeds
and things done or caused to be done by our said Attorney pursuant to and in exercise of
the powers conferred by this Power of Attorney and that all acts, deeds and things done by
our said Attorney in exercise of the powers hereby conferred shall always be deemed to
have been done by us/ the Consortium.
60
IN WITNESS WHEREOF WE THE PRINCIPALS ABOVE NAMED HAVE

EXECUTED THIS POWER OF ATTORNEY ON THIS …………………. DAY OF
……….2..…
For ……………………..
(Signature)
……………………..
(Name & Title)
For ……………………..
(Signature)
……………………..
(Name & Title)
Witnesses:
1.
2.
………………………………………
(Executants)
(To be executed by all the Members of the Consortium)
Notes:
 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
executant(s) and when it is so required, the same should be under common seal affixed
in accordance with the required procedure.
 Also, wherever required, the Bidder should submit for verification the extract of the
charter documents and documents such as a board or shareholders’ resolution/ power
of attorney in favour of the person executing this Power of Attorney for the delegation
of power hereunder on behalf of the Bidder.
 For a Power of Attorney executed and issued overseas, the document will also have to
be legalised by the Indian Embassy and notarised in the jurisdiction where the Power
of Attorney is being issued. However, the Power of Attorney provided by Bidders from
countries that have signed the Hague Legislation Convention 1961 are not required to
be legalised by the Indian Embassy if it carries a conforming Apostille certificate.
61
APPENDIX V9
Guidelines of the Department of Disinvestment

9
These guidelines may be modified or substituted by the Government from time to time.
62
63
64
APPENDIX VI
Joint Bidding Agreement

(To be executed on Stamp paper of appropriate value)
THIS JOINT BIDDING AGREEMENT is entered into on this the ………… day of
………… 2018
AMONGST
1. {………… Limited, a company incorporated under the Companies Act,

1956/2013} and having its registered office at ………… (herein after referred to as
the “First Part” which expression shall, unless repugnant to the context include its
successors and permitted assigns)
AND

1956/2013} and having its registered office at ………… (herein after referred to as
the “Second Part” which expression shall, unless repugnant to the context include
its successors and permitted assigns)
AND
3. {………… Limited, a company incorporated under the Companies Act, 1956/2013

and having its registered office at ………… (hereinafter referred to as the “Third
Part” which expression shall, unless repugnant to the context include its successors
and permitted assigns)}
AND
4. {………… Limited, a company incorporated under the Companies Act, 1956/2013

and having its registered office at ………… (hereinafter referred to as the “Fourth
Part” which expression shall, unless repugnant to the context include its successors
and permitted assigns)}$
The above mentioned parties of the FIRST, SECOND, {THIRD and FOURTH}
PART are collectively referred to as the “Parties” and each is individually referred
to as a “Party”
WHEREAS,
(A) Amaravati Metro Rail Corporation Limited, and having its principal offices at
Kaushalya Apartment, 1st Floor, H.No. 40-3-8, Gummadi Gopal Rao Street,
Labbipet, Vijayawada - 520010 (hereinafter referred to as the “Authority” which
expression
$
The number of Parties will be shown here, as applicable, subject however to a maximum of 8 (eight).
65
shall, unless repugnant to the context or meaning thereof, include its

administrators, successors and assigns) has invited Bids (the “Bids”) by its Request
for Proposals No. ………… dated …………(the “RFP”) from bidders that were
shortlisted for participating in the second round of bidding pursuant to the EOI-
cum-RFQ issued by the Authority on _____ for the Design, Finance, Build,
Operate and Maintain, Transfer of Metro Rail System at Visakhapatnam
Project (the “Project”) through public private partnership.
(B) [______, had been shortlisted as a single bidder pursuant to the EOU-cum-RFQ
issued by the Authority and has now decided to create a consortium for submitting
the bid pursuant to the RFP with the Parties hereto {NOTE: Add if applicable}]
(C) It is a necessary condition under the RFP document that the members of the
Consortium shall enter into a Joint Bidding Agreement and furnish a copy thereof
with the Bid.
NOW IT IS HEREBY AGREED as follows:
1. Definitions and Interpretations
In this Agreement, the capitalized terms shall, unless the context otherwise
requires, have the meaning ascribed thereto under the RFP.
2. Consortium
2.1 The Parties do hereby irrevocably constitute a consortium (the “Consortium”) for
the purposes of jointly participating in the Bidding Process for the Project.
2.2 The Parties hereby undertake to participate in the Bidding Process only through
this Consortium and not individually and/ or through any other consortium
constituted for this Project, either directly or indirectly or through any of their
Associates.
3. Covenants
The Parties hereby undertake that in the event the Consortium is declared as the
Preferred Bidder and awarded the Project, it shall incorporate a special purpose
vehicle (the “SPV” or “Project SPV”) under the Indian Companies Act 2013 for
entering into a Concession Agreement with the Authority and for performing all its
obligations as the Concessionaire in terms of the Concession Agreement for the
Project.
4. Role of the Parties
The Parties hereby undertake to perform the roles and responsibilities as described
below:
(a) Party of the First Part shall be the Lead member of the Consortium and
shall have the power of attorney from all Parties for conducting all business
for and on behalf of the Consortium during the Bidding
66
Process and until the Appointed Date under the Concession Agreement
when all the obligations of the SPV shall become effective;
(b) Party of the Second Part shall be {the Technical Member of the Consortium
;}
{(c) Party of the Third Part shall be the Financial Member of the Consortium;
and}
{(d) Party of the Fourth Part shall be the Operation and Maintenance Member/
Other Member of the Consortium.}
5. Joint and Several Liability
The Parties do hereby undertake to be jointly and severally responsible for all
obligations and liabilities relating to the Project and in accordance with the terms of
the RFQ, RFP in accordance with the terms and conditions of the Concession
Agreement.
6. Shareholding in the SPV
6.1 The Parties agree that the proportion of shareholding among the Parties in the SPV
shall be as follows:
First Party:
Second Party:
{Third Party:}
{Fourth Party:}
6.2 The Parties undertake that the Lead Member shall hold an equity share of at least
26% (twenty six per cent) of the subscribed and paid up equity of the Project SPV,
for a minimum period of 5 (five) years from the COD (“Lock In Obligation”)and
further that the Parties of the {Second and Third} Part whose {experience/ net-
worth} have been reckoned for the purposes of qualification and short-listing of
Applicants for the Project in terms of the RFQ, shall either: (i) invest in the paid up
and subscribed equity share capital of the Project SPV to the minimum extent of
10% (subject to the same Lock In Obligation applicable to the Lead Member‟s
equity holding) or (ii) execute a binding long term agreement to provide the
requisite services/technical support to the Project SPV together with an
indemnification deed, in a form and manner as prescribed or approved by the
Authority, as the case may be, to ensure the due implementation of the Project.
Provided that the required long term agreement and indemnification deed shall be
executed after the issuance of the Letter of Award and before the execution of the
6.3 The Parties undertake that each of the Parties specified in Clause 6.2 above shall,
at all times between the commercial operation date of the Project and the fifth
67
anniversary thereof, hold collectively atleast 51% (fifty one per cent) of subscribed
and paid up equity share capital of SPV.
The Consortium members can exit with suitable replacement from the Project SPV
after the minimum Lock In Obligation with prior approval of GoAP.
6.4 The Parties undertake that they shall comply with all equity lock-in requirements
set forth in the Concession Agreement.
7. Representation of the Parties
Each Party represents to the other Parties as of the date of this Agreement that:
(a) Such Party is duly organized, validly existing and in good standing under
the laws of its incorporation and has all requisite power and authority to
enter into this Agreement;
(b) The execution, delivery and performance by such Party of this Agreement
has been authorized by all necessary and appropriate corporate or
governmental action and a copy of the extract of the charter documents and
board resolution/ power of attorney in favour of the person executing this
Agreement for the delegation of power and authority to execute this
Agreement on behalf of the Consortium Member is annexed to this
Agreement, and will not, to the best of its knowledge:
(i) require any consent or approval not already obtained;
(ii) violate any applicable law presently in effect and having
applicability to it;
(iii) violate the memorandum and articles of association, by-laws or
other applicable organisational documents thereof;
(iv) violate any clearance, permit, concession, grant, license or other
governmental authorisation, approval, judgement, order or decree or
any mortgage agreement, indenture or any other instrument to which
such Party is a party or by which such Party or any of its properties
or assets are bound or that is otherwise applicable to such Party; or
(v) create or impose any liens, mortgages, pledges, claims, security
interests, charges or Encumbrances or obligations to create a lien,
charge, pledge, security interest, encumbrances or mortgage in or on
the property of such Party, except for encumbrances that would not,
individually or in the aggregate, have a material adverse effect on
the financial condition or prospects or business of such Party so as
to prevent such Party from fulfilling its obligations under this
Agreement;
(c) this Agreement is the legal and binding obligation of such Party,
enforceable in accordance with its terms against it; and
(d) there is no litigation pending or, to the best of such Party's knowledge,
threatened to which it or any of its Affiliates is a party that presently affects
or which would have a material adverse effect on the financial condition or
68
prospects or business of such Party in the fulfillment of its obligations

under this Agreement.
8. Termination
This Agreement shall be effective from the date hereof and shall continue in full
force and effect until the Financial Close of the Project is achieved under and in
accordance with the Concession Agreement, in case the Project is awarded to the
Consortium. However, in case the Consortium is either not pre-qualified for the
Project or does not get selected for award of the Project, the Agreement will stand
terminated in case the Bidder is not pre-qualified or upon return of the Bid Security
by the Authority to the Bidder, as the case may be.
9. Miscellaneous
9.1 This Joint Bidding Agreement shall be governed by laws of {India}.
9.2 The Parties acknowledge and accept that this Agreement shall not be amended by
the Parties without the prior written consent of the Authority.
IN WITNESS WHEREOF THE PARTIES ABOVE NAMED HAVE EXECUTED AND

DELIVERED THIS AGREEMENT AS OF THE DATE FIRST ABOVE WRITTEN.
SIGNED, SEALED AND DELIVERED SIGNED, SEALED AND DELIVERED

For and on behalf of
LEAD MEMBER by: SECOND PART
(Signature) (Signature)
(Name) (Name)
(Designation) (Designation)
(Address) (Address)
For and on behalf of For and on behalf of

THIRD PART FOURTH PART
(Name) (Name)
(Address) (Address)

For and on behalf of For and on behalf of
FIFTH PART SIX PART
69
(Name) (Name)
(Address) (Address)
SIGNED, SEALED AND
DELIVERED
FIFTH PART
(Signature) 2.
(Name)
(Designation)
(Address)
Notes:
1. The mode of the execution of the Joint Bidding Agreement should be in

accordance with the procedure, if any, laid down by the applicable law and
the charter documents of the executant(s) and when it is so required, the same
should be under common seal affixed in accordance with the required
procedure.
2. Each Joint Bidding Agreement should attach a copy of the extract of the
charter documents and documents such as resolution / power of attorney in
favour of the person executing this Agreement for the delegation of power
and authority to execute this Agreement on behalf of the Consortium
Member.
3. For a Joint Bidding Agreement executed and issued overseas, the document
shall be legalised by the Indian Embassy and notarized in the jurisdiction
where the Power of Attorney has been executed.
70
APPENDIX VII
Project Implementation Agreement

(Refer Clause 2.7 and 2.11.2(f))
(To be executed on Stamp paper of appropriate value)
THIS PROJECT IMPLEMENTATION AGREEMENT is entered into on this the

………… day of ………… 2018
AMONGST

1956/2013} and having its registered office at ………… (hereinafter referred to as
the “Lead Member” which expression shall, unless repugnant to the context
include its successors and permitted assigns)
AND

1956/2013} and having its registered office at ………… (hereinafter referred to as
the “Technical Member” which expression shall, unless repugnant to the context
include its successors and permitted assigns)
AND
3. Amaravati Metro Rail Corporation Limited, a company incorporated under the

Companies Act, 2013and having its registered office at ………… (hereinafter
referred to as the “Authority” which expression shall, unless repugnant to the
context include its successors and permitted assigns)}$
The above mentioned parties of the FIRST, SECOND, {THIRD and FOURTH}
PART are collectively referred to as the “Parties” and each is individually referred
to as a “Party”
WHEREAS,
(A) Amaravati Metro Rail Corporation Limited, and having its principal offices at
Kaushalya Apartment, 1st Floor, H.No. 40-3-8, Gummadi Gopal Rao Street,
Labbipet, Vijayawada - 520010 (hereinafter referred to as the “Authority” which
expression shall, unless repugnant to the context or meaning thereof, include its
administrators, successors and assigns) has invited Bids (the “Bids”) by its Request
for Proposals No. ………… dated …………(the “RFP”) for pre-qualification and
short-listing of bidders for the Design, Finance, Build, Operate, Maintain, and
Transfer of Metro Rail System at Visakhapatnam Project (the “Project”)
through public private partnership.
(B) The Parties are interested in jointly bidding for the Project as members of a
Consortium and in accordance with the terms and conditions of the RFP document
and other bid documents in respect of the Project, and
$
The number of Parties will be shown here, as applicable, subject however to a maximum of 8 (eight).
71
(C) It is a necessary condition under the RFP document that the members of the
Consortium shall enter into a Project Implementation Agreement to ensure that the
Technical Member shall provide the requisite services/ technical support to the
Concessionaire to ensure due implementation of the Project.
NOW IT IS HEREBY AGREED as follows:
1. Definitions and Interpretations
In this Agreement, the capitalized terms shall, unless the context otherwise
requires, have the meaning ascribed thereto under the RFP.
2. Consortium
2.1 The Parties do hereby irrevocably constitute a consortium (the “Consortium”) for
the purposes of jointly participating in the Bidding Process for the Project.
2.2 The Parties hereby undertake to participate in the Bidding Process only through
this Consortium and not individually and/ or through any other consortium
constituted for this Project, either directly or indirectly or through any of their
Associates.
3. Covenants
The Technical Member hereby assures the Lead Member and the Authority that it
shall provide the services and support as described in Schedule A hereto for the
implementation of the Project.
4. Joint and Several Liability
The Lead Member and Technical Member do hereby undertake to the Authority
that they are, and shall be, jointly and severally responsible for all obligations and
liabilities relating to the Project and in accordance with the terms of the RFQ, RFP
in accordance with the terms and conditions of the Concession Agreement.
5. Indemnity
5.1 The Technical Member undertakes that it shall comply with all equity Lock In
Obligation set forth in the Concession Agreement.
5.2 The Technical Member hereby provides a duly executed, valid and enforceable
Indemnification Deed in favour of the Authority in the form provided in Schedule
B hereto.
6. Representation of the Parties
The Lead Member and Technical Member, each hereby represents to the Authority
that:
72
(b) Itis duly organized, validly existing and in good standing under the laws of
its incorporation and has all requisite power and authority to enter into this
Agreement;
(b) The execution, delivery and performance by it of this Agreement has been
authorized by all necessary and appropriate corporate or governmental
action and a copy of the extract of the charter documents and board
resolution/ power of attorney in favour of the person executing this
Agreement for the delegation of power and authority to execute this
Agreement on behalf of the Consortium Member is annexed to this
Agreement, and will not, to the best of its knowledge:
(i) require any consent or approval not already obtained;
(ii) violate any applicable law presently in effect and having
applicability to it;
(iii) violate the memorandum and articles of association, by-laws or
other applicable organisational documents thereof;
(iv) violate any clearance, permit, concession, grant, license or other
governmental authorisation, approval, judgement, order or decree or
any mortgage agreement, indenture or any other instrument to which
such Party is a party or by which such Party or any of its properties
or assets are bound or that is otherwise applicable to such Party; or
(v) create or impose any liens, mortgages, pledges, claims, security
interests, charges or Encumbrances or obligations to create a lien,
charge, pledge, security interest, encumbrances or mortgage in or on
the property of such Party, except for encumbrances that would not,
individually or in the aggregate, have a material adverse effect on
the financial condition or prospects or business of such Party so as
to prevent such Party from fulfilling its obligations under this
Agreement;
(c) this Agreement is the legal and binding obligation of such Party,
enforceable in accordance with its terms against it; and
(d) there is no litigation pending or, to the best of such Party's knowledge,
threatened to which it or any of its Affiliates is a party that presently affects
or which would have a material adverse effect on the financial condition or
prospects or business of such Party in the fulfillment of its obligations
under this Agreement.
7. Termination
This Agreement shall be effective from the date hereof and shall continue in full
force and effect until the expiry of the Lock In Obligation.
8. Miscellaneous
8.1 This Agreement shall be governed by laws of India.
8.2 The Parties acknowledge and accept that this Agreement shall not be amended by
the Parties without the prior written consent of the Authority.
73
IN WITNESS WHEREOF THE PARTIES ABOVE NAMED HAVE EXECUTED AND

DELIVERED THIS AGREEMENT AS OF THE DATE FIRST ABOVE WRITTEN.

LEAD MEMBER by: TECHNICAL MEMBER
(Name) (Name)
(Address) (Address)
SIGNED, SEALED AND

DELIVERED
AUTHORITY
(Signature)
(Name)
(Designation)
(Address)
Notes:
1. The mode of the execution of this Project Implementation Agreement should

be in accordance with the procedure, if any, laid down by the applicable law
and the charter documents of the executant(s) and when it is so required, the
same should be under common seal affixed in accordance with the required
procedure.
2. The Project Implementation Agreement should attach a copy of the extract of

the charter documents and documents such as resolution / power of attorney
in favour of the person executing this Agreement for the delegation of power
and authority to execute this Agreement on behalf of the Consortium
Member.
3. For a Project Implementation Agreement executed and issued overseas, the

document shall be legalised by the Indian Embassy and notarized in the
jurisdiction where the Power of Attorney has been executed.
74
Schedule A to the Project Implementation Agreement
<insert details>
Schedule B to the Project Implementation Agreement
INDEMNIFICATION DEED
(To Be Executed On a Non-Judicial Stamp Paper Value of Rs. 100/-)
This Indemnification Deed made on this ___ day of _____, 2018 by {…………
LIMITED, a company incorporated under the Companies Act, 1956/2013} and having its
registered office at ………… (hereinafter referred to as the “Technical Member” which
expression shall, unless repugnant to the context include its successors and permitted
assigns), seeking to indemnify:
AMRAVATI METRO RAIL CORPORATION LIMITED, a company incorporated

under the Companies Act, 2013 and having its principal offices at Kaushalya Apartment,
1st Floor, H.No. 40-3-8, Gummadi Gopal Rao Street, Labbipet, Vijayawada – 520010
(hereinafter referred to as the “Authority” which expression shall, unless repugnant to the
context include its successors and permitted assigns)
WHEREAS
(A) The Authority has invited Bids (the “Bids”) by its Request for Proposals No. …………
dated …………(the “RFP”) for pre-qualification and short-listing of bidders for the
Design, Finance, Build, Operate, Maintain, Transfer of Metro Rail System at
Visakhapatnam Project (the “Project”) through public private partnership;
(B) The Technical Member has formed a consortium along with {………… LIMITED, a
company incorporated under the Companies Act, 1956/2013} and having its registered
office at …………as the “Lead Member”, and jointly bid for the Project in accordance
with the terms and conditions of the RFP document and other bid documents in respect of
the Project;
(C) As required under the RFP, the Technical Member and Lead Member have executed a
Project Implementation Agreement dated _______ (“Project Implementation
Agreement”) to ensure that: (i) the Technical Member shall provide the requisite services/
technical support to the Concessionaire to ensure due implementation of the Project, and
(ii) the Technical Member shall be part of the Consortium till expiry of the Lock In
Obligation.
(D) As further required as per RFP read with the Project Implementation Agreement, the
Technical Member is hereby executing this Indemnification Deed in favour of the
Authority, to indemnify the Authority against any breach by the Technical Member of its
obligations to provide the services and support the Project SPV in the implementation of
75
the Project in accordance with the Project Implementation Agreement for a period up to
the expiry of the Lock In Obligation.
NOW THE TECHNICAL MEMBER INDEMNIFIES THE AUTHORITY AS

FOLLOWS:
1. In this Indemnification Deed, the capitalized terms shall, unless the context otherwise requires,
have the meaning ascribed thereto under the RFP.
2. The Technical Member hereby undertakes to the Authority that it shall: (i) continue to be part
of the Preferred Bidder; and (ii) provide the services as identified in the Project
Implementation for a minimum period up to the expiry of the Lock In Obligation, to ensure
due implementation of the Project.
3. The Technical Member hereby agrees that it shall indemnify and hold harmless the Authority
against any loss, damage, cost, increase in cost of implementing the Project and expense of
whatever kind and nature arising from or related to : (i) any and all failure of the Project SPV
to implement the Project including but not limited to any failure arising from or in any manner
related to the failure of the Technical Member to provide its services as described under the
Project Implementation Agreement; and (ii) any breach by the Project SPV of the Concession
Agreement; whether or not arising out of any breach by the Technical Member of any of its
obligations under the Project Implementation Agreement; and (iii) breach by the Technical
Member of this Indemnification Deed or any related agreement; and (iv) on account of any
defect or deficiency in the provision of services by the Technical Member under the Project
Implementation Agreement; and (v) from any negligence of the Technical Member under
contract or tort or on any other ground whatsoever.
4. The Technical Member undertakes that it shall duly implement and abide by the Project
Implementation Agreement and this Indemnification Deed; and in the event of any breach of
the conditions set forth in the Project Implementation Agreement, this Indemnification Deed
shall fully indemnify the Authority as set forth herein.
IN WITNESS WHEREOF THE TECHNICAL MEMBER HAS FURNISHED THIS

INDEMNIFICATION DEED DULY EXECUTED ON THE DATE MENTIONED
HEREIN.
For <insert name of the Technical Member>

[NOTE: To be duly executed by the Technical Member]
76
APPENDIX VIII
Security Clearance Format

Details of Bidders/ Consortium Partner(s)

(Consortium of ---- and ----- Ltd.,/ ---- Ltd.)
1. Name of the company and address, including address of Indian subsidiary or branch/
liaison office, etc.
Name … Ltd., …Ltd.,
(Lead Member) (Consortium Member)
Country of incorporation
Address: Corporate Office
Address: Branch/ Liaison
Office
Date of incorporation/
inception
Main line of business
Role and responsibility
Details of Contact Person
Name
Designation
Telephone No.
Email
Fax No.
Particulars of authorized signatory
Name
Designation
Telephone No.
Email
Fax No.
2. List of promoters/ Board of Directors of bidders/ consortium members (BoD) with
particulars
77
Lead Member Particulars Consortium Particulars

Member/s
Name, Nationality,
Name, Nationality,
permanent and
permanent and
present address of
present address of
BoD of ------- Ltd.;
BoD of ------- Ltd.;
(Mr./Ms.)
(Mr./Ms.)
Promoter/ Promoter/
Director/ Director/
Independent/ whole Independent/ whole
time Director/ time Director/
Nominee etc. Nominee etc.
3. Nature of the company, whether private or state-owned entity.

Lead Member : State owned/ public/ private limited company etc.
Consortium Member : State owned/ public/ private limited company etc.
4. Shareholding details with particulars of entities/ individuals having more than 5%

stake with ownership details to the last layer indicating the promoting individual’s
name.
Of the Lead Member : State the name of the entities/ individuals with % of
shareholding.
Of the Consortium Member: State the name of the entities/ individuals with % of
shareholding
5. Parental organisation and sister concerns:
Lead Member:
Parental Organization:
Sister concerns:
1.
2.
3.
78
Consortium Member:
Parental Organization:
Sister concerns:
1.
2.
3.
6. Number of foreign nationals likely to be required for the execution of the project and
their likely locations/ deployment.
7. Presence of investing companies/ Bidders/ Consortium Partners and shareholders in

countries across the world, including collaborations with other foreign companies.
79
Name of the Bidder: _______________
Table (i) For individuals (Board of Directors of the Bidder)
S.No. Full Name of Board Date Parentage Complete Nationality Passport Contact
of Directors of present and Nos., Address &
Birth permanent and telephone
address issue number, if
date, if any
any
(1) (2) (3) (4) (5) (6) (7) (8)
1
2
3
4
5
6
7
8
Table (ii) For Companies / firms
S.No. Full name of Date of Present Link Activities Name of Shareholding Ultimate Presence of
Companies and Registration and with and other CEOs/Par pattern for ownership of investing
its foreign Permane other business tners Applicant shareholding Companies and
collaborator if nt firm owned (with company and companies shareholders in
any; including Address details) investing and the countries
details of Board including company. investing across the
of Directors as in Address company world,
table (i) above of Head along with including
office, detailed collaborations
Regional particulars of with other
offices owners. foreign
and companies.
Registere
d offices
(1) (2) (3) (4) (5) (6) (7) (8) (9) (10)
1
2
3
Name & Signature of the Authorised Signatory with Name & Signature of the Company Secretary/
Seal Promoter/ Director with Seal
Note:
1. If required additional columns / rows or sheets may be added to the above formats as required.
2. Each page should be signed by the Company Secretary/Promoter/Director with seal.
80

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AMARAVATI METRO RAIL

Request for Proposal (RFP)

INTERNATIONAL COMPETITIVE BIDDING UNDER

DESIGN, FINANCE, BUILD, OPERATE, MAINTAIN,

(This document is meant for exclusive purposes of submitting the

10th October, 2018

AMARAVATI METRO RAIL CORPORATION LIMITED

#40-3-8, 1st Floor, „Kaushalya‟, Gummadi Gopala Rao Street

Request for Proposal

International Competitive Bidding under Two Stage Bidding Process for

RFP No. 5/AMRC/VSKP/001/2016

1. ADANI Enterprises limited

For any queries, please send e-mail to:

Signature of the Issuing Authority

Email: info@amrc.co.in / visakhapatnam.metro@gmail.com

Additional Performance Security As defined in Clause 2.1.8

Subsidiary/Subsidiaries As defined in s. 2(87) Companies Act, 2013 (as

3.3 Selection of Bidder 21

SCHEDULE A- Physical Progress Milestones 27

APPENDIX – I Letter Comprising the Bid 28

APPENDIX- VIII Security Clearance Format 70

S.no Particulars Details

S.no Project Milestones Timelines from the date of

2. Systems completion including trial runs 3 to 4.5

S.no Project Milestones Timelines from the date of

4. Commercial Operations Date (COD) 5

Power Supply and Traction

Platform Screen Gates for

(f) The Concessionaire shall be vested with the right to undertake

Schedule B of the Concession Agreement (The right to undertake the

(g) The Concessionaire shall have the right to undertake:

1.2 Brief description of Bidding Process

Government of India has issued guidelines (see APPENDIX-V) for qualification of

(b) “b” is the PV of Operations Period Support; and

(c) “c” is the PV of Concession Amount;

of service standards to be specified in the Concession Agreement (ii) there being no

With a copy to:

Urban Mass Transit Company (UMTC)

1.3 Schedule of Bidding Process

The Authority shall endeavour to adhere to the following indicative schedule:

S.No RFP Stage Dates

1.4 Pre- Bid Conference

Date: 12th November, 2018

Time: 15:00 hrs

2.1 General Terms of Bidding

language translation shall prevail.

(ii) a constituent of such Bidder is also a constituent of another Bidder; or

Explanation: The Authority shall determine whether or not a Bidder is deemed

of the contract, may not be awarded a contract, unless the conflict

For purposes of this RFP, Associate means, in relation to the Applicant/Consortium

2.1.16 This RFP is not transferable.

Explanation: The memorandum of agreement referred to in this Clause 2.1.19 shall be

2.2 Change in composition of the Consortium

(a) Request for change in the composition of consortium or addition/ deletion of

(c) the substitute is at least equal, in terms of Technical Capacity, to the

2.3 Change in Ownership

2.4 Cost of Bidding

2.5 Site visit and verification of information

Mr. G.P. Ranga Rao,

(a) made a complete and careful examination of the Bidding Documents;

(b) received all relevant information requested from the Authority;

(e) acknowledged and agreed that inadequacy, lack of completeness or

(f) acknowledged that it does not have a Conflict of Interest; and