SOR FOR BRANDING JOBS IN JALANDHAR LUBES TERRITORY FOR PUNJAB+JAMMU+ KASHMIR & LADAKH REGION

(The following Proforma of Integrity Pact (IP) shall be submitted by the Tenderer(s) on

plain paper along with Bid. All the pages of the Integrity Pact shall be duly signed, by the

same signatory who is authorized to sign the tender documents. Tenderers failure to

return the duly singed Integrity Pact along with Bid shall result in tender not being

considered for further evaluation.)

Bharat Petroleum Corporation Limited (BPCL) hereinafter referred to as "The Principal",

………………………..hereinafter referred to as "The Bidder/Contractor/Supplier"

The Principal intends to award, under laid down organization procedures, contract/s for

………………..The Principal values full compliance with all relevant laws and regulations, and

the principles of economic use of resources, and of fairness and transparency in its relations

with its Bidder/s, Contractor/s and Supplier/s.

In order to achieve these goals, the Principal cooperates with the renowned international Non-

Governmental Organization "Transparency International"(TI). Following TI's national and

international experience, the Principal will appoint an Independent External Monitor who will

monitor the tender process and the execution of the contract for compliance with the principles

mentioned above.

Section 1 - Commitments of the Principal:

(1) The Principal commits itself to take all measures necessary to prevent corruption and to

observe the following principles:

a) No employee of the Principal, personally or through family members, will in

connection with the tender, or the execution of the contract, demand, take a promise

for or accept, for himself/herself or third person, any material or immaterial benefit

which he/she is not legally entitled to.

b) The Principal will, during the tender process, treat all Bidders with equity and reason.

The Principal will, in particular, before and during the tender process, provide to all

Bidders the same information and will not provide to any Bidder confidential /

additional information through which the Bidder could obtain an advantage in relation

to the tender process or the contract execution.

c) The Principal will exclude from the process all known prejudiced persons.

(2) If the Principal obtains information on the conduct of any of its employees which is a

criminal offence under the relevant Anti-Corruption Laws of India, or if there be a

substantive suspicion in this regard, the Principal will inform its Vigilance Office and in

addition can initiate disciplinary actions.

Section 2 - Commitments of the Bidder / Contractor/Supplier:

(1) The Bidder / Contractor/Supplier commits itself to take all measures necessary to

prevent corruption. He commits himself to observe the following principles during his

participation in the tender process and during the contract execution.

a) The Bidder / Contractor/Supplier will not, directly or through any other person or firm,

offer, promise or give to any of the Principal's employees involved in the tender

process or the execution of the contract or to any third person, any material or

immaterial benefit which he/she is not legally entitled to, in order to obtain in

exchange, any advantage of any kind whatsoever during the tender process or

during the execution of the contract.

b) The Bidder / Contractor/Supplier will not enter with other Bidders into any

undisclosed agreement or understanding, whether formal or informal. This applies in

particular to prices, specifications, certifications, subsidiary contracts, submission or

non-submission of bids or any other actions to restrict competitiveness or to

introduce cartelisation in the bidding process.

c) The Bidder / Contractor/Supplier will not commit any offence under the relevant Anti-

Corruption Laws of India; further the Bidder / Contractor/Supplier will not use

improperly, for purposes of competition or personal gain, or pass on to others, any

information or document provided by the Principal as part of the business

relationship, regarding plans, technical proposals and business details, including

information contained or transmitted electronically.

d) The Bidder / Contractor/Supplier will, when presenting his bid, disclose any and all

payments he has made, is committed to, or intends to make to agents, brokers or

any other intermediaries in connection with the award of the contract.

(2) The Bidder / Contractor/Supplier will not instigate third persons to commit offences

outlined above or be an accessory to such offences.

Section 3 - Disqualification from tender process and exclusion from future contracts:

If the Bidder, before contract award, has committed a transgression through a violation

of Section 2 or in any other form such as to put his reliability or credibility as Bidder into

question, the Principal is entitled to disqualify the Bidder from the tender process or to

terminate the contract, if already signed, for such reason.

(1) If the Bidder/Contractor/Supplier has committed a transgression through a violation of

Section 2 such as to put his reliability or credibility into question, the Principal is also

entitled to exclude the Bidder / Contractor/Supplier from future contract award

processes. The imposition and duration of the exclusion will be determined by the

severity of the transgression. The severity will be determined by the circumstances of

the case, in particular the number of transgressions, the position of the transgressors

within the company hierarchy of the Bidder and the amount of the damage. The

exclusion will be imposed for a minimum of 6 months and maximum of 3 years.

(2) A transgression is considered to have occurred if the Principal after due consideration of

the available evidences, concludes that no reasonable doubt is possible.

(3) The Bidder accepts and undertakes to respect and uphold the Principal's absolute right

to resort to and impose such exclusion and further accepts and undertakes not to

challenge or question such exclusion on any ground, including the lack of any hearing

before the decision to resort to such exclusion is taken. This undertaking is given freely

and after obtaining independent legal advice.

(4) If the Bidder / Contractor/Supplier can prove that he has restored / recouped the damage

caused by him and has installed a suitable corruption prevention system, he Principal

may revoke the exclusion prematurely.

Section 4 - Compensation for Damages:

(1) If the Principal has disqualified the Bidder from the tender process prior to the award

according to Section 3, the Principal is entitled to demand and recover from the Bidder

liquidated damages equivalent to Earnest Money Deposit/Bid Security.

(2) If the Principal has terminated the contract according to Section 3, or if the Principal is

entitled to terminate the contract according to Section 3, the Principal shall be entitled to

demand and recover from the Contractor/Supplier liquidated damages equivalent to

Security Deposit / Performance Bank Guarantee.

(3) The Bidder agrees and undertakes to pay the said amounts without protest or demur

subject only to condition that if the Bidder / Contractor/Supplier can prove and establish

that the exclusion of the Bidder from the tender process or the termination of the contract

after the contract award has caused no damage or less damage than the amount of the

liquidated damages, the Bidder / Contractor/Supplier shall compensate the Principal only

to the extent of the damage in the amount proved.

Section 5 - Previous Transgression:

(1) The Bidder declares that no previous transgression occurred in the last 3 years with any

other Company in any country conforming to the TI approach or with any other Public

Sector Enterprise in India that could justify his exclusion from the tender process.

(2) If the Bidder makes incorrect statement on this subject, he can be disqualified from the

tender process or the contract, if already awarded, can be terminated for such reason.

Section 6 - Equal treatment of all Bidders / Contractors /Suppliers/ Subcontractors:

(1) The Bidder/Contractor/Supplier undertakes to demand from all subcontractors a

commitment in conformity with this Integrity Pact, and to submit it to the Principal before

contract signing.

(2) The Principal will enter into agreements with identical conditions as this one with all

Bidders, Contractors/Suppliers and Subcontractors.

(3) The Principal will disqualify from the tender process all Bidders who do not sign this Pact

or violate its provisions.

Section 7 – Punitive Action against violating Bidders / Contractors /

Suppliers/Subcontractors:

If the Principal obtains knowledge of conduct of a Bidder, Contractor, Supplier or

Subcontractor, or of an employee or a representative or an associate of a Bidder,

Contractor, Supplier or Subcontractor which constitutes corruption, or if the Principal

has substantive suspicion in this regard, the Principal will inform the Vigilance Office.

Section 8 - Independent External Monitors:

(1) The Principal has appointed competent and credible Independent External Monitors for

this Pact. The task of the Monitor is to review independently and objectively, whether

and to what extent the parties comply with the obligations under this agreement.

(2) The Monitor is not subject to instructions by the representatives of the parties and

performs his functions neutrally and independently. He reports to the Chairperson of the

Board of the Principal.

(3) The Bidder/Contractor/Supplier accepts that the Monitor has the right to access without

restriction to all Project documentation of the Principal including that provided by the

Bidder/Contractor/Supplier. The Bidder/Contractor/Supplier will also grant the Monitor,

upon his request and demonstration of a valid interest, unrestricted and unconditional

access to this project documentation. The same is applicable to Subcontractors. The

Monitor is under contractual obligation to treat the information and documents of the

Bidder/Contractor/Supplier/ Subcontractor with confidentially.

(4) The Principal will provide to the Monitor sufficient information about all meetings among

the parties related to the Project provided such meetings could have an impact on the

contractual relations between the Principal and the Bidder/Contractor/Supplier. The

parties offer to the Monitor the option to participate in such meetings.

(5) As soon as the Monitor notices, or believes to notice, a violation of this agreement, he

will so inform the Management of the Principal and request the Management to

discontinue or heal the violation, or to take other relevant action. The Monitor can in this

regard submit non-binding recommendation. Beyond this, the Monitor has no right to

demand from the parties that they act in a specific manner, refrain from action or tolerate

action. However, the Independent External Monitor shall give an opportunity to the

Bidder/Contractor/Supplier to present its case before making its recommendations to the

(6) The Monitor will submit a written report to the Chairperson of the Board of the Principal

within 8 to 10 weeks from the date of reference or intimation to him by the 'Principal' and,

should the occasion arise, submit proposals for correcting problematic situations.

(7) If the Monitor has reported to the Chairperson of the Board a substantiated suspicion of

an offence under relevant Anti-Corruption Laws of India, and the Chairperson has not,

within reasonable time, taken visible action to proceed against such offence or reported

it to the Vigilance Office, the Monitor may also transmit this information directly to the

Central Vigilance Commissioner, Government of India.

(8) The word 'Monitor' would include both singular and plural.

Section 9 - Pact Duration:

This Pact begins when both parties have legally signed it. It expires for the

Contractor/Supplier 12 months after the last payment under the respective contract, and

for all other Bidders 6 months after the contract has been awarded. If any claim is made

/ lodged during this time, the same shall be binding and continue to be valid despite the

lapse of this pact as specified above, unless it is discharged / determined by

Chairperson of the Principal.

Section 10 - Other provisions:

(1) This agreement is subject to Indian Law. Place of performance and jurisdiction is the

Registered Office of the Principal, i.e. Mumbai. The Arbitration clause provided in the

main tender document / contract shall not be applicable for any issue / dispute arising

under Integrity Pact.

(2) Changes and supplements as well as termination notices need to be made in writing.

Side agreements have not been made.

(3) If the Bidder/Contractor/Supplier is a partnership or a consortium, this agreement must

be signed by all partners or consortium members.

(4) Should one or several provisions of this agreement turn out to be invalid, the remainder

of this agreement remains valid. In this case, the parties will strive to come to an

agreement to their original intentions.

For the Principal for the Bidder/Contractor/Supplier

(Signature/Name/Address) (Signature/Name/Address)