SUPPLY OF ELECTRICITY

SCOPE OF SERVICES: HAL, Bengaluru intends to avail the services of a registered power trader for purchase of power through open access system from Indian Energy Exchange of India. The scope of services shall be as under:

Bidding and arranging the power as per HAL’s requirement (Day Ahead Market) through open access from Indian Energy Exchange to HAL, Bengaluru facilities.

Obtaining all required NOCs from SLDC (State Load Despatch Centre) within the stipulated period. HAL shall provide the necessary documentation along with the prescribed fee for NOC.

Making the following payments on behalf of HAL for procuring the power from Indian Energy Exchange. HAL shall reimburse the same as per the payment terms.

Advisory services related to power prices and the follow up on bidding strategy (e.g .weather related information, demand supply position etc.)

Correspondence with Central & State bodies as per rules, regulations, by-laws & orders of the local authorities & statutory bodies as may be in force from time to time during the currency of contract.

The soft copies of the complete information/daily obligation report to the concerned shall be sent through e-mail or any other mutually agreed mode of communication.

Confirmation/cancellation, up-gradation/revalidation of regulations/ amendments applicable, bidding rates of power and Renewable Energy Certificates (REC), delivery/collection of documents with respect to NOC from SLDC etc., to the concerned officials of HAL, Bengaluru.

Any other services related to the scope to be fulfilled as required by HAL.

ESSENTIAL CRITERIA (Documentary evidence to be submitted along with the Bid): 2a) The bidder should be a member of Indian Energy Exchange with rights to buy power on behalf of clients such as HAL.

METHOD OF EVALUATION: Price bid evaluation will be made as follows:

The following charges for power procurement are considered as common for all the bidders and will not be considered for price bid evaluation.

Cost of power on IEX

Power Exchange Membership Fee

Power Exchange Transaction Charges per unit

SLDC/NLDC Fee & Operating charges

Cross Subsidy Surcharge

Additional Surcharge

POC Withdrawal Charges

CTU/STU Transmission charges

Losses as determined by CERC/KERC

The bidder shall quote the trading margin along with applicable taxes for arranging the power from Power Exchange including all the services as detailed in the scope of services. HAL shall pay the charges as at (a) above and the trading margin. HAL shall not be liable to pay any other charges other than as indicated herein.

The bidder shall clearly indicate in the technical bid any other charges per unit to be either directly paid by HAL or reimbursed to the trader.

Price bid evaluation will be made considering the trading margin quoted by the bidder per unit and any other charges as at (c) above.

Work will be awarded to the bidder who quoted the lowest per unit rate for trading margin and other charges if any.

In the event of a tie between parties (if more number of parties offer the same price), then the work will be awarded to the party with more number of customers in Karnataka. Bidder shall submit supporting documents for the same along with the bid.

The successful bidder shall sign the Power Trading agreement as per the prescribed format given in this technical bid.

OTHER TERMS & CONDITIONS

The Power Trader should ensure the service when required on 24/7 basis. The soft copies of the information on bidding price, market price etc shall be sent through e-mail.

The Power Trader will render necessary assistance in getting information on latest power scenario , up-gradation of Rules and regulations of central and state authorities, delivery/collection documents etc.,

The Power Trader shall be responsible for and will ensure compliance with all Central & State laws as per rules, regulations, by-laws & order of the local authorities & statutory bodies as may be in force from time to time during the currency of contract.

The Power Trader shall not assign the contract or any part thereof without the prior written consent of HAL. The Power Trader shall also not sub-let the work or part of the work except with the written consent of HAL and such consent even if provided shall not relieve the Power Trader from any liability or any obligation under the contract.

If the Registration Certificate of Indian Energy Exchange of India is withdrawn or cancelled during the period of appointment, then contract with the Power Trader will automatically stand cancelled.

The contract will be awarded initially for a period of 18 months to the successful bidder & before expiry of 18 months, if the services are found satisfactory, then HAL reserves the right to extend the contract for another year on the same terms and conditions on mutual agreement.

In any other matter not covered in the contract, the decision of HAL shall be final and binding on the bidders.

DESCRIPTION

WHEREAS TRADER has been incorporated with the object of, inter alia, carrying on the business of trading in electricity by purchasing all forms of electrical power from generating companies, captive generating plants (CGPs), distribution licensees, State Electricity Boards etc. (to be filled as applicable), and sell such electrical power thereof to SEBs, distribution companies / licensees and bulk power consumers etc (to be filled as applicable) in India.

Further, TRADER is a Member of the “Indian Energy Exchange Limited (IEX)” (hereinafter referred to as “Exchange”), in terms envisaged under the regulations and / or bye-laws, rules of the Exchange and as such is engaged in sale and purchase of power and RECs at Exchange.

HAL is having a unit located at Bengaluru which is an embedded consumer of Bangalore Electricity Supply Company (herein referred as “BESCOM”). HAL pursuant to an EHT Supply Agreement with BESCOM maintains a Contract Demand of 23000 kVA and as such is in need of continuous supply of power.

HAL is desirous to purchase power for its unit located at Bengaluru and TRADER is desirous to sell power for a period as stated in Clause 9.K of this Agreement or for such extended period as may be mutually agreed between the Parties, subject to availability of Corridor, through Exchange as may be on terms mutually agreed between the Parties from time to time and shall be subject to availability of power in the exchanges on those terms. Further, the Parties agree that the trading margin of TRADER, annual registration fees of Exchange and other charges (if any) will also be payable by the HAL as mentioned in this Agreement.

Subject to the terms of this Agreement and the applicable regulations, bye laws and rules of the Exchange, HAL shall provide specific instructions to the TRADER from time to time, as per mutually agreed mode of communication, with respect to quantum and price of power (hereinafter referred to the “Boundary Conditions”) for purchase of power from Exchange. HAL shall have the right not to purchase power on any day in the event that the Boundary Conditions are not met or due to any other emergency.

TRADER shall send a daily Power Status Report & Obligation Report (as applicable) to HAL detailing the Market Clearing Price and Volume of Exchange for the trading occurred at Exchange on the previous day.

Subject to the applicable laws and regulations, for meeting the requirement of HAL, the Delivery Point in case of Exchange route shall be the periphery of Southern Regional Transmission System or as specified by guidelines of Exchange or as approved by CERC from time to time.

NOW, THEREFORE, it is hereby agreed by and between the Parties hereto as under: Further subject to the terms and conditions of this Agreement, HAL is willing to purchase power from Exchange and facilitated by the TRADER in accordance with the Boundary Conditions. TRADER shall procure the said power to meet power requirement of HAL through Exchange on mutually agreed terms between the Parties from time to time and shall be subject to availability of corridor and power at the Exchange on those terms/ Boundary Conditions.

Delivery Point: It is agreed by and between the Parties that in case of Exchange, the delivery point shall be the periphery of Southern Regional Transmission System or as specified by guidelines of Exchange or as approved by CERC from time to time.

Transmission, Scheduling and Operating Charges: Following Charges and Losses shall be payable and applicable on HAL:

The Transmission Charges for respective Regional Transmission System, as made applicable under the CERC’s Regulations for Sharing of Inter-State Transmission Charges based on Point of Connection (POC) tariff.

Transmission Charges & Losses and Distribution Charges & Losses for the respective State Transmission Licensee, as decided by the concerned State Electricity Regulatory Commission (SERC) as applicable. In absence of any direction or order from the concerned SERC, in this respect, the provisions as stipulated in the Central Electricity Regulatory Commission (Open Access in Inter-State Transmission) Regulations, 2008 shall be applicable.

All the scheduling and operating charges of Regional Load Dispatch Centre (RLDC), National Load Dispatch Centre (NLDC) and State Load Dispatch Centre (SLDC) including application money and concurrence charges of SLDC etc. if any for trading in the Exchange up to the Delivery Point. Such charges shall be based on Central Electricity Regulatory Commission (Open Access in Inter-State Transmission) Regulations, 2008.

Any other charges as specified by CERC/SERC and the detailed procedure to be issued by the Central Transmission Utility as amended from time to time.

All other applicable charges including State cross subsidy surcharges, Additional surcharge, etc duly notified by the respective State Electricity Regulatory Commission as applicable shall be borne by HAL.

Transaction charges: All other charges levied by the Exchange in accordance with the regulations, rules, bye laws and business rules of the Exchange such as transaction charges etc. relating to transactions shall be payable by HAL and if paid by TRADER these will be reimbursed by HAL in full to TRADER. All taxes & duties as applicable will be paid extra by HAL.

Transmission Losses: All the transmission losses from the Delivery Point to the point of drawal shall be borne by HAL.

Bidding & Scheduling for Exchange Transaction:

HAL shall inform TRADER through mutually agreed mode of communication by 10.00 AM on daily basis indicating its requirement of power, tariff, quantum and period of requirement for different time blocks for the next day with 1 hour or 15 minute resolution as per the Boundary Conditions. However, TRADER shall accept such quantum and periods from HAL up to 11.00 AM. HAL may also place bids for the subsequent days as per their requirement to TRADER for bidding.

TRADER shall act on the basis of timely instructions received from HAL as mentioned above and in turn, TRADER shall submit bids at Exchange platform between 10.00 AM & 12.00 PM, in accordance with the procedure laid down by the Exchange. However, TRADER would be indemnified against the consequential liabilities/ losses, which may arise due to any error/omission in instructions issued by HAL/HAL’s officials with respect to the Boundary Conditions.

TRADER shall inform the day ahead schedule of power to be supplied to HAL by 6.00 PM or any other time frame as informed by Exchange.

Any deviation from schedule in real time by HAL will be treated under Unscheduled Interchange (UI)/ Deviation Settlement Mechanism (DSM) and settled by HAL as per the UI/ DSM mechanism defined in prevalent CERC/SERC order as applicable from time to time.

The scheduling and dispatch of the power shall be coordinated by TRADER with respective Exchange, NLDCs , RLDCs & SLDCs as per the relevant provisions of IEGC and the decisions of NLDCs and RPCs. HAL shall schedule this power in full except in case of curtailment by National/Regional Load Dispatch Centre.

All Notices for load dispatch must be delivered by e-mail or facsimile or registered post to the following addresses below: For HAL: Address: Attention: Facsimile No : Mobile No : Email : For TRADER: Address: Attention: Facsimile No. Telephone No. : Email:

All Notices for correspondence and billing/invoices must be delivered by e-mail or facsimile or registered post to the following addresses below: For HAL: Address: Attention: Facsimile No : Mobile No : Email : For TRADER: Address: Attention: Facsimile No. Telephone No. : Mobile No. Email:

Both Parties shall be bound by the CERC (Power Market) Regulations, 2010, the bye laws, rules and business rules of the Exchange and the Clearing House of the Exchange or any other regulations as applicable.

That HAL shall not enter into any other “Power Trading Agreement” or any such Agreement by whatever name it may be called with other members of the Exchange and/ or other Traders during the tenure of this Agreement.

That TRADER, on behalf of HAL, shall coordinate and obtain the necessary approvals and consents of Government(s) / statutory authority(ies) including the standing clearance/ no objection certificate from SLDC that is required for purchase of power under this agreement. HAL shall provide necessary support for the same in terms of documentation. All charges for obtaining such clearances, as prescribed by relevant Government(s) / statutory authority(ies), shall be borne by HAL.

That TRADER shall also provide advisory services to HAL as below:

Correspondence with Central & State bodies as per rules, regulations, by-laws & orders of the local authorities & statutory bodies as may be in force from time to time during the currency of contract.

Power prices and bidding strategy for maximizing the savings through procurement of electricity from power exchange

Revisions in existing regulations or introduction of new regulations

Any other services related to the scope of this agreement to be fulfilled as required by HAL

Dispute Resolution Mechanism: Any disputes or difference, arising under, out of, or in connection with this contract shall be conducted in accordance with the provisions of the Arbitration and Conciliation Act, 1996, rules, bye-laws and business rules of the Exchange and any statutory modifications thereto. Notwithstanding the existence of any disputes and differences referred to arbitration, the Parties hereto shall continue to perform their respective obligations under this Agreement. The decision of the Arbitrator shall be subject to the exclusive jurisdiction of competent Court at Bengaluru only.

This agreement supersedes all the existing agreements/earlier correspondences between TRADER and HAL for trading of power on Exchange.

Tariff for Exchange Transactions:

Purchase of Power: Monthly Credit TRADER shall purchase power at Exchange as per the Boundary Conditions to be informed by HAL to TRADER from time to time. HAL shall provide TRADER with a Payment Security Mechanism as per clause (F). TRADER shall raise the bill/invoices of all such charges to HAL as per billing cycle under Clause (D) of this agreement.

Client Registration fee for Exchange: In case of Power, an annual fee of Rs.1,00,000 /- plus taxes as applicable shall be payable by HAL to TRADER for each point of drawl & for every year. In case of any change of annual fee by the Exchange, the same shall be applicable to HAL.

Trading Margin : In case of power, the Trading margin payable by HAL to TRADER under Monthly Credit will be Rs. ___/unit of energy. The Trading margin shall remain firm for the entire tenure of the agreement irrespective of the quantum of power procured by HAL. All taxes/duties/cess wherever applicable on the aforesaid transaction shall be reimbursed by HAL at actual.

Billing & Payment Schedule:

For the purpose of invoices, TRADER will be raising monthly bills covering the volume and actual price of the energy purchased including Trading Margin and other charges paid by the TRADER on behalf of HAL . (The TRADER shall pay to the Exchange the charges such as POC Charges, State Transmission Charges, Scheduling & Operating Charges etc. On behalf of HAL on a daily basis or as per the periodicity stipulated by Exchanges. However, HAL shall directly pay the statutory charges like discom Charges including Concurrence Charges, SLDC's NOC Application fee etc to the concerned agencies for obtaining the NOC/Standing Clearance).

The invoices will be raised on or after the first day of the next month based on the actual energy data obtained from Exchange in accordance with terms of this Agreement for the energy purchased at delivery point. Such the invoices shall also be updated on software.

Any mismatch in energy indicated in Regional Energy Accounting issued by regional Power Committee and the daily scheduled energy, will be taken up/settled by Exchange and only after settlement by Exchange, TRADER will give credit / charge for additional energy accordingly. Decision of the Exchange in this regard shall be final and binding on both the parties in this regard.

The TRADER shall submit following supporting documents along with monthly Invoice.

Daily obligation statements for the energy purchased from IEX.

Certificate indicating the total quantum of energy purchased during the month along with the supporting documents.

Due Date : a. The payment for the Energy invoice will be released within 15days from the data of submission of Invoice. The Invoice Submitted by the TRADER shall be along with the Certificate of energy consumed. b. Amount due to TRADER shall be remitted by HAL in ____________________________________ through electronic transfer within the due date. In the event of due day being a bank holiday, the next working day would be the due date of payment. c. Payment towards the IEX Subscription Charges will be made on advance payment basis. One monthly reconciliation statement will be issued at the end of the month based on the data provided by the Exchange.

Payment Security Mechanism: HAL shall provide standby, irrevocable Bank Guarantee (BG) equivalent to forty five (45) days of contracted energy billing in MU based on average monthly tariff of previous month as discovered in Exchange for the region where the buyer is located in favour of TRADER subject to a limit of Rs.60 Lakhs. The BG will act only as payment security mechanism and HAL shall be making direct payment to TRADER. All BG charges viz. opening, operation/negotiation, recoupment etc. shall be borne by the HAL. The transaction shall be taken up only after opening/submission of BG by HAL and at any point of time TRADER shall not be obliged to supply power/purchase RECs to / for HAL exceeding the available payment security.

Scheduling The power shall be scheduled and dispatched as per the relevant provisions of Inter State Transmission Regulations, 2008 by CERC and as amended from time to time. In case of Exchange transaction, all the schedules at Exchange platform shall be firm and HAL shall adhere to the schedules of Exchange. CTU/RLDC detailed Procedure for trading and scheduling in Exchange platform shall be as applicable or as amended from time to time. TRADER shall not be responsible for UI/ DSM liability and any deviation from schedule in real time will be treated and settled as per existing UI/ DSM mechanism by HAL.

Force Majeure: Any restriction imposed by NLDC / RLDC of the intermediate region or the RLDC of the importing region on scheduling of power supply shall be treated as Force Majeure without any liability on either side.

TRADER/HAL shall not be liable for any compensation or penalty under any circumstances under this Agreement.

Termination of Agreement: Either Party can terminate this Agreement by giving 30 days’ notice to the other Party. After the expiry of such notice period this Agreement shall be terminated and no Party shall be liable for any claims/liabilities arising out of acts/deeds/transactions done by other Party after such termination. However, the Parties shall remain liable for all acts/deeds/transactions undertaken or done before the date of termination of this Agreement and shall be obliged to make payments in timely manner which matured prior to termination.

Tenure of the agreement : The Tenure of the agreement will be 18 months with effect from date of signing of this agreement or from the date of commencement of trading, whichever is later and can be extended further as mutually agreed by the Parties.

GENERAL TERMS & CONDITIONS

e-REVERSE AUCTION (eRA): HAL Reserve the right to conduct e-Reverse Auction, if considered necessary and it is obligatory on part of bidder to participate in e-Reverse Auction process once they have responded against the RFQ/ Tender. Guidelines for carrying out reverse auction as per Annexure A. Vendor has to provide agreement for eRA as per format attached as per Annexure B.

INTEGRITY PACT: Applicable

Repeat Order: In the event of any additional requirement from HAL within 12 months from the completion of this tendered quantity, the bidder has to accept to execute the order at the same price and Terms & Conditions.

EXCUSABLE CLAUSE : If the contractor is delayed by certain specified causes that are beyond the contractor’s control (e.g., supply of materials/ drawings/ tools/ specifications by HAL, activities determining to etc) then the resulting delay is excused and liquidated damages will not be assessed.

Deliveries, Consequences of Breach The date of delivery stipulated in the purchase order shall be deemed to be the essence of the contract, and delivery must be completed on or by the dates mentioned in the purchase order or the tender. should the contractor fail to deliver the stores or any consignment there of within the period prescribed for such delivery, hal shall be entitled at their option : a. To recover from the contractor as per liquidated damages, and not by way of penalty, a sum of 0.5% of the price (on basic cost only excluding taxes & duties, if such details are furnished seperately in the bid submitted) of any stores which the contractor has failed to deliver as aforesaid, for each week or part thereof during which the delivery or such stores may be in arrears subject to a maximum of 10% of the price of the stores in default. OR b. To purchase elsewhere, without notice to the contractor on the account and at the risk of the contractor, the stores not delivered or others of a similar description (where other exactly complying with the particulars are not available), hal’s decision in this respect will be final, OR c. To terminate the contract In the event of action being taken under para-a & b above, the Contractor shall be liable for any loss which HAL may sustain on the account but the Contractor shall not be entitled to any gain on repurchases made against default.

FALL CLAUSE: a. The price charged for the stores supplied under the contract shall be in no event exceed the lowest price at which the contractor sells the stores or offers to sell stores of identical description to any persons/organizations including the purchaser of any department of the Central Govt. or any Dept. of the State Govt. or any statutory undertaking of the Central or State Govt., as the case may be during the period till the performance of the supply order placed and during currency of the contract is completed. b. If at any time during the said period, the contractor reduces the sales price, sells or offers to sell such stores to any person/organization including the purchaser or any department of Central Govt. or any Dept. of State Govt., or any statutory undertaking of the Central or State Govt., as the case may be at a price lower than the price chargeable under the contract, he shall forthwith notify such reduction/sale or offer to sale to the Hindustan Aeronautics Limited and the price payable under the contract for the stores supplied after the date of coming into force of such reduction or sale or offer to sale shall stand correspondingly reduced.

Agents/Agency Commission : “The seller confirms and declares to the buyer that the seller is the original manufacturer/licensor/distributor/stockist/ channel partner of the stores referred to in this contract and has not engaged any individual or firm, whether Indian or foreign whatsoever, to intercede, facilitate or in any way to recommend to HAL or any of its functionaries, whether officially or unofficially, to the award of the contract to the Seller; nor has any amount been paid, promised or intended to be paid to any such individual or firm in respect of any such intercession, facilitation or recommendation. The Seller agrees that if it is established at any time to the satisfaction of the Buyer that the present declaration is in any way incorrect or if at a later stage it is discovered by the Buyer that the Seller has engaged any such individual/firm, and paid or intended to pay any amount, gift, reward, fees, commission or consideration to such person, party, firm or institution, whether before or after the signing of this contract, the Seller will be liable to fund that amount to the Buyer. The Seller will also be debarred from entering into any supply Contract with HAL for a minimum period of five years. The Buyer will also have a right to consider cancellation of the Contract either wholly or in part, without any entitlement or compensation to the Seller who shall in such event be liable to refund all payments made by the Buyer in terms of the Contract along with interest at the rate of 2% per annum above LIBOR rate. The Buyer will also have the right to recover any such amount from any contracts concluded earlier with HAL or Government of India.”

Immunity to Government of India: “It is understood and agreed that the Government of India is not a party to this agreement and has no liabilities, obligations or rights hereunder. It is expressly understood and agreed that HAL Design Complex is an independent legal entity with power and authority to enter into contracts solely in its own behalf under the applicable Laws of India and General Principles Contract Law. The vendor shall agree, acknowledge and understand that HAL is not an agent, representative or delegate of the Government of India. It is further understood and agreed that the Government of India is not and shall not be liable for any acts, omissions, commissions, breaches or other wrongs arising out of the contract. Accordingly, vendor expressly waives, releases and foregoes any and all actions or claims against the Government of India arising out of this contract, not to sue the Government of India as to any manner, claim, cause of action or thing whatsoever arising out of or under this agreement”.

Confidentiality: The Supplier shall hold confidential technical data and information supplied by the Purchaser or on behalf of the Purchaser and shall not reproduce any such technical data or information or divulge the same to any third party without the prior written consent of the Purchaser. The Purchaser shall hold confidential technical data and information supplied by the Supplier or on behalf of the Supplier and shall not reproduce any such technical data or information or divulge the same to any third party without prior written consent of the Supplier except as far as may be necessary for either party to carry out its obligations under this Contract. In the development orders, where technical inputs/assistance is provided to the vendors, the Intellectual Proprietary Rights (IPR) will rest with HAL. Vendor will not directly deal with HAL’s customer for these items.

Jurisdiction : The Court at Bangalore only shall have jurisdiction to deal with and to decide any legal matter whatsoever arising out of this contract.

If not complying with any terms may be specifically brought out else it may deemed as complied with all Terms.

COMPLIED/ NOT COMPLIED

DESCRIPTION

SCOPE OF SERVICES: HAL, Bengaluru intends to avail the services of a registered power trader for purchase of power through open access system from Indian Energy Exchange of India. The scope of services shall be as under:

Bidding and arranging the power as per HAL’s requirement (Day Ahead Market) through open access from Indian Energy Exchange to HAL, Bengaluru facilities.

Obtaining all required NOCs from SLDC (State Load Despatch Centre) within the stipulated period. HAL shall provide the necessary documentation and prescribed fee for the NOCs.

Making the following payments on behalf of HAL for procuring the power from Indian Energy Exchange. HAL shall reimburse the same as per the payment terms.

Facilitation of procedures on behalf of HAL, Bengaluru for delivery of Power (Eg. SLDC standing clearances, coordination with NLDC etc)

Assisting HAL for any formal /legal correspondence with BESCOM,KPTCL, SLDC,IEX etc

Advisory services related to power prices and the follow up on bidding strategy (e.g .weather related information, demand supply position etc.)

Correspondence with Central & State bodies as per rules, regulations, by-laws & orders of the local authorities & statutory bodies as may be in force from time to time during the currency of contract.

The soft copies of the complete information/daily obligation report to the concerned shall be sent through e-mail or any other mutually agreed mode of communication.

Confirmation/cancellation, up-gradation/revalidation of regulations/ amendments applicable, bidding rates of power and Renewable Energy Certificates (REC), delivery/collection of documents with respect to NOC from SLDC etc., to the concerned officials of HAL, Bengaluru.

Any other services related to the scope to be fulfilled as required by HAL.

ESSENTIAL CRITERIA (Documentary evidence to be submitted along with the Bid): 2a) The bidder should be a member of Indian Energy Exchange with rights to buy power on behalf of clients such as HAL.

METHOD OF EVALUATION: Price bid evaluation will be made as follows:

The following charges for power procurement are considered as common for all the bidders and will not be considered for price bid evaluation.

Cost of power on IEX

Power Exchange Membership Fee

Power Exchange Transaction Charges per unit

SLDC/NLDC Fee & Operating charges

Cross Subsidy Surcharge

Additional Surcharge

POC Withdrawal Charges

CTU/STU Transmission charges

Losses as determined by CERC/KERC

The bidder shall quote the trading margin along with applicable taxes for arranging the power from Power Exchange including all the services as detailed in the scope of services. HAL shall pay the charges as at (a) above and the trading margin. HAL shall not be liable to pay any other charges other than as indicated herein.

The bidder shall clearly indicate in the technical bid any other charges per unit to be either directly paid by HAL or reimbursed to the trader.

Price bid evaluation will be made considering the trading margin quoted by the bidder per unit and any other charges as at (c) above.

Work will be awarded to the bidder who quoted the lowest per unit rate for trading margin and other charges if any.

In the event of a tie between parties (if more number of parties offer the same price), then the work will be awarded to the party with more number of customers in Karnataka. Bidder shall submit supporting documents for the same along with the bid.

The successful bidder shall sign the Power Trading agreement as per the prescribed format given in this technical bid.

OTHER TERMS & CONDITIONS

The Power Trader should ensure the service when required on 24/7 basis. The soft copies of the information on bidding price, market price etc shall be sent through e-mail.

The Power Trader will render necessary assistance in getting information on latest power scenario , up-gradation of Rules and regulations of central and state authorities, delivery/collection documents etc.,

The Power Trader shall be responsible for and will ensure compliance with all Central & State laws as per rules, regulations, by-laws & order of the local authorities & statutory bodies as may be in force from time to time during the currency of contract.

The Power Trader shall not assign the contract or any part thereof without the prior written consent of HAL. The Power Trader shall also not sub-let the work or part of the work except with the written consent of HAL and such consent even if provided shall not relieve the Power Trader from any liability or any obligation under the contract.

If the Registration Certificate of Indian Energy Exchange of India is withdrawn or cancelled during the period of appointment, then contract with the Power Trader will automatically stand cancelled.

The contract will be awarded initially for a period of one year to the successful bidder & before expiry of one year, if the services are found satisfactory, then HAL reserves the right to extend the contract for another year on the same terms and conditions on mutual agreement.

In any other matter not covered in the contract, the decision of HAL shall be final and binding on the bidders.

DESCRIPTION

WHEREAS TRADER has been incorporated with the object of, inter alia, carrying on the business of trading in electricity by purchasing all forms of electrical power from generating companies, captive generating plants (CGPs), distribution licensees, State Electricity Boards etc. (to be filled as applicable), and sell such electrical power thereof to SEBs, distribution companies / licensees and bulk power consumers etc (to be filled as applicable) in India.

Further, TRADER is a Member of the “Indian Energy Exchange Limited (IEX)” (hereinafter referred to as “Exchange”), in terms envisaged under the regulations and / or bye-laws, rules of the Exchange and as such is engaged in sale and purchase of power and RECs at Exchange.

HAL is having a unit located at Bengaluru which is an embedded consumer of Bangalore Electricity Supply Company (herein referred as “BESCOM”). HAL pursuant to an EHT Supply Agreement with BESCOM maintains a Contract Demand of 23000 kVA and as such is in need of continuous supply of power.

HAL is desirous to purchase power for its unit located at Bengaluru and TRADER is desirous to sell power for a period as stated in Clause 9.K of this Agreement or for such extended period as may be mutually agreed between the Parties, subject to availability of Corridor, through Exchange as may be on terms mutually agreed between the Parties from time to time and shall be subject to availability of power in the exchanges on those terms. Further, the Parties agree that the trading margin of TRADER, annual registration fees of Exchange and other charges (if any) will also be payable by the HAL as mentioned in this Agreement.

Subject to the terms of this Agreement and the applicable regulations, bye laws and rules of the Exchange, HAL shall provide specific instructions to the TRADER from time to time, as per mutually agreed mode of communication, with respect to quantum and price of power (hereinafter referred to the “Boundary Conditions”) for purchase of power from Exchange. HAL shall have the right not to purchase power on any day in the event that the Boundary Conditions are not met or due to any other emergency.

TRADER shall send a daily Power Status Report & Obligation Report (as applicable) to HAL detailing the Market Clearing Price and Volume of Exchange for the trading occurred at Exchange on the previous day.

Subject to the applicable laws and regulations, for meeting the requirement of HAL, the Delivery Point in case of Exchange route shall be the periphery of Southern Regional Transmission System or as specified by guidelines of Exchange or as approved by CERC from time to time.

NOW, THEREFORE, it is hereby agreed by and between the Parties hereto as under: Further subject to the terms and conditions of this Agreement, HAL is willing to purchase power from Exchange and facilitated by the TRADER in accordance with the Boundary Conditions. TRADER shall procure the said power to meet power requirement of HAL through Exchange on mutually agreed terms between the Parties from time to time and shall be subject to availability of corridor and power at the Exchange on those terms/ Boundary Conditions.

Delivery Point: It is agreed by and between the Parties that in case of Exchange, the delivery point shall be the periphery of Southern Regional Transmission System or as specified by guidelines of Exchange or as approved by CERC from time to time.

Transmission, Scheduling and Operating Charges: Following Charges and Losses shall be payable and applicable on HAL:

The Transmission Charges for respective Regional Transmission System, as made applicable under the CERC’s Regulations for Sharing of Inter-State Transmission Charges based on Point of Connection (POC) tariff.

Transmission Charges & Losses and Distribution Charges & Losses for the respective State Transmission Licensee, as decided by the concerned State Electricity Regulatory Commission (SERC) as applicable. In absence of any direction or order from the concerned SERC, in this respect, the provisions as stipulated in the Central Electricity Regulatory Commission (Open Access in Inter-State Transmission) Regulations, 2008 shall be applicable.

All the scheduling and operating charges of Regional Load Dispatch Centre (RLDC), National Load Dispatch Centre (NLDC) and State Load Dispatch Centre (SLDC) including application money and concurrence charges of SLDC etc. if any for trading in the Exchange up to the Delivery Point. Such charges shall be based on Central Electricity Regulatory Commission (Open Access in Inter-State Transmission) Regulations, 2008.

Any other charges as specified by CERC/SERC and the detailed procedure to be issued by the Central Transmission Utility as amended from time to time.

All other applicable charges including State cross subsidy surcharges, Additional surcharge, etc duly notified by the respective State Electricity Regulatory Commission as applicable shall be borne by HAL.

Transaction charges: All other charges levied by the Exchange in accordance with the regulations, rules, bye laws and business rules of the Exchange such as transaction charges etc. relating to transactions shall be payable by HAL and if paid by TRADER these will be reimbursed by HAL in full to TRADER. All taxes & duties as applicable will be paid extra by HAL.

Transmission Losses: All the transmission losses from the Delivery Point to the point of drawal shall be borne by HAL.

Bidding & Scheduling for Exchange Transaction:

HAL shall inform TRADER through mutually agreed mode of communication by 10.00 AM on daily basis indicating its requirement of power, tariff, quantum and period of requirement for different time blocks for the next day with 1 hour or 15 minute resolution as per the Boundary Conditions. However, TRADER shall accept such quantum and periods from HAL up to 11.00 AM. HAL may also place bids for the subsequent days as per their requirement to TRADER for bidding.

TRADER shall act on the basis of timely instructions received from HAL as mentioned above and in turn, TRADER shall submit bids at Exchange platform between 10.00 AM & 12.00 PM, in accordance with the procedure laid down by the Exchange. However, TRADER would be indemnified against the consequential liabilities/ losses, which may arise due to any error/omission in instructions issued by HAL/HAL’s officials with respect to the Boundary Conditions.

TRADER shall inform the day ahead schedule of power to be supplied to HAL by 6.00 PM or any other time frame as informed by Exchange.

Any deviation from schedule in real time by HAL will be treated under Unscheduled Interchange (UI)/ Deviation Settlement Mechanism (DSM) and settled by HAL as per the UI/ DSM mechanism defined in prevalent CERC/SERC order as applicable from time to time.

The scheduling and dispatch of the power shall be coordinated by TRADER with respective Exchange, NLDCs , RLDCs & SLDCs as per the relevant provisions of IEGC and the decisions of NLDCs and RPCs. HAL shall schedule this power in full except in case of curtailment by National/Regional Load Dispatch Centre.

All Notices for load dispatch must be delivered by e-mail or facsimile or registered post to the following addresses below: For HAL: Address: Attention: Facsimile No : Mobile No : Email : For TRADER: Address: Attention: Facsimile No. Telephone No. : Email:

All Notices for correspondence and billing/invoices must be delivered by e-mail or facsimile or registered post to the following addresses below: For HAL: Address: Attention: Facsimile No : Mobile No : Email : For TRADER: Address: Attention: Facsimile No. Telephone No. : Mobile No. Email:

Both Parties shall be bound by the CERC (Power Market) Regulations, 2010, the bye laws, rules and business rules of the Exchange and the Clearing House of the Exchange or any other regulations as applicable.

That HAL shall not enter into any other “Power Trading Agreement” or any such Agreement by whatever name it may be called with other members of the Exchange and/ or other Traders during the tenure of this Agreement.

That TRADER, on behalf of HAL, shall coordinate and obtain the necessary approvals and consents of Government(s) / statutory authority(ies) including the standing clearance/ no objection certificate from SLDC that is required for purchase of power under this agreement. HAL shall provide necessary support for the same in terms of documentation. All charges for obtaining such clearances, as prescribed by relevant Government(s) / statutory authority(ies), shall be borne by HAL.

That TRADER shall also provide advisory services to HAL as below:

Correspondence with Central & State bodies as per rules, regulations, by-laws & orders of the local authorities & statutory bodies as may be in force from time to time during the currency of contract.

Power prices and bidding strategy for maximizing the savings through procurement of electricity from power exchange

Revisions in existing regulations or introduction of new regulations

Any other services related to the scope of this agreement to be fulfilled as required by HAL

Dispute Resolution Mechanism: Any disputes or difference, arising under, out of, or in connection with this contract shall be conducted in accordance with the provisions of the Arbitration and Conciliation Act, 1996, rules, bye-laws and business rules of the Exchange and any statutory modifications thereto. Notwithstanding the existence of any disputes and differences referred to arbitration, the Parties hereto shall continue to perform their respective obligations under this Agreement. The decision of the Arbitrator shall be subject to the exclusive jurisdiction of competent Court at Bengaluru only.

This agreement supersedes all the existing agreements/earlier correspondences between TRADER and HAL for trading of power on Exchange.

Tariff for Exchange Transactions:

Purchase of Power: Monthly Credit TRADER shall purchase power at Exchange as per the Boundary Conditions to be informed by HAL to TRADER from time to time. HAL shall provide TRADER with a Payment Security Mechanism as per clause (F). TRADER shall raise the bill/invoices of all such charges to HAL as per billing cycle under Clause (D) of this agreement.

Client Registration fee for Exchange: In case of Power, an annual fee of Rs.1,00,000 /- plus taxes as applicable shall be payable by HAL to TRADER for each point of drawl & for every year. In case of any change of annual fee by the Exchange, the same shall be applicable to HAL.

Trading Margin : In case of power, the Trading margin payable by HAL to TRADER under Monthly Credit will be Rs. ___/unit of energy. The Trading margin shall remain firm for the entire tenure of the agreement irrespective of the quantum of power procured by HAL. All taxes/duties/cess wherever applicable on the aforesaid transaction shall be reimbursed by HAL at actual.

Billing & Payment Schedule:

For the purpose of invoices, TRADER will be raising monthly bills covering the volume and actual price of the energy purchased including Trading Margin and other charges paid by the TRADER on behalf of HAL . (The TRADER shall pay to the Exchange the charges such as POC Charges, State Transmission Charges, Scheduling & Operating Charges etc. On behalf of HAL on a daily basis or as per the periodicity stipulated by Exchanges. However, HAL shall directly pay the statutory charges like discom Charges including Concurrence Charges, SLDC's NOC Application fee etc to the concerned agencies for obtaining the NOC/Standing Clearance).

The invoices will be raised on or after the first day of the next month based on the actual energy data obtained from Exchange in accordance with terms of this Agreement for the energy purchased at delivery point. Such the invoices shall also be updated on software.

Any mismatch in energy indicated in Regional Energy Accounting issued by regional Power Committee and the daily scheduled energy, will be taken up/settled by Exchange and only after settlement by Exchange, TRADER will give credit / charge for additional energy accordingly. Decision of the Exchange in this regard shall be final and binding on both the parties in this regard.

The TRADER shall submit following supporting documents along with monthly Invoice.

Daily obligation statements for the energy purchased from IEX.

Certificate indicating the total quantum of energy purchased during the month along with the supporting documents.

Due Date : a. The payment for the Energy invoice will be released within 15days from the data of submission of Invoice. The Invoice Submitted by the TRADER shall be along with the Certificate of energy consumed. b. Amount due to TRADER shall be remitted by HAL in ____________________________________ through electronic transfer within the due date. In the event of due day being a bank holiday, the next working day would be the due date of payment. c. Payment towards the IEX Subscription Charges will be made on advance payment basis. One monthly reconciliation statement will be issued at the end of the month based on the data provided by the Exchange.

Payment Security Mechanism: HAL shall provide standby, irrevocable Bank Guarantee (BG) equivalent to forty five (45) days of contracted energy billing in MU based on average monthly tariff of previous month as discovered in Exchange for the region where the buyer is located in favour of TRADER subject to a limit of Rs.60 Lakhs. The BG will act only as payment security mechanism and HAL shall be making direct payment to TRADER. All BG charges viz. opening, operation/negotiation, recoupment etc. shall be borne by the HAL. The transaction shall be taken up only after opening/submission of BG by HAL and at any point of time TRADER shall not be obliged to supply power/purchase RECs to / for HAL exceeding the available payment security.

Scheduling The power shall be scheduled and dispatched as per the relevant provisions of Inter State Transmission Regulations, 2008 by CERC and as amended from time to time. In case of Exchange transaction, all the schedules at Exchange platform shall be firm and HAL shall adhere to the schedules of Exchange. CTU/RLDC detailed Procedure for trading and scheduling in Exchange platform shall be as applicable or as amended from time to time. TRADER shall not be responsible for UI/ DSM liability and any deviation from schedule in real time will be treated and settled as per existing UI/ DSM mechanism by HAL.

Force Majeure: Any restriction imposed by NLDC / RLDC of the intermediate region or the RLDC of the importing region on scheduling of power supply shall be treated as Force Majeure without any liability on either side.

TRADER/HAL shall not be liable for any compensation or penalty under any circumstances under this Agreement.

Termination of Agreement: Either Party can terminate this Agreement by giving 30 days’ notice to the other Party. After the expiry of such notice period this Agreement shall be terminated and no Party shall be liable for any claims/liabilities arising out of acts/deeds/transactions done by other Party after such termination. However, the Parties shall remain liable for all acts/deeds/transactions undertaken or done before the date of termination of this Agreement and shall be obliged to make payments in timely manner which matured prior to termination.

Tenure of the agreement : The Tenure of the agreement will be 1 year with effect from date of signing of this agreement or from the date of commencement of trading, whichever is later and can be extended further as mutually agreed by the Parties.

GENERAL TERMS & CONDITIONS

e-REVERSE AUCTION (eRA): HAL Reserve the right to conduct e-Reverse Auction, if considered necessary and it is obligatory on part of bidder to participate in e-Reverse Auction process once they have responded against the RFQ/ Tender. Guidelines for carrying out reverse auction as per Annexure A. Vendor has to provide agreement for eRA as per format attached as per Annexure B.

INDEMNITY BOND: Agency has to submit the indemnity bond for indemnifying HAL against all claims whatsoever from the workman and statutory agencies. This should be submitted after placement of order on a stamp paper of Rs.200/- as per the format attached as Annexure-D.

Repeat Order: In the event of any additional requirement from HAL within 12 months from the completion of this tendered quantity, the bidder has to accept to execute the order at the same price and Terms & Conditions.

EXCUSABLE CLAUSE : If the contractor is delayed by certain specified causes that are beyond the contractor’s control (e.g., supply of materials/ drawings/ tools/ specifications by HAL, activities determining to etc) then the resulting delay is excused and liquidated damages will not be assessed.

Deliveries, Consequences of Breach The date of delivery stipulated in the purchase order shall be deemed to be the essence of the contract, and delivery must be completed on or by the dates mentioned in the purchase order or the tender. should the contractor fail to deliver the stores or any consignment there of within the period prescribed for such delivery, hal shall be entitled at their option : a. To recover from the contractor as per liquidated damages, and not by way of penalty, a sum of 0.5% of the price (on basic cost only excluding taxes & duties, if such details are furnished seperately in the bid submitted) of any stores which the contractor has failed to deliver as aforesaid, for each week or part thereof during which the delivery or such stores may be in arrears subject to a maximum of 10% of the price of the stores in default. OR b. To purchase elsewhere, without notice to the contractor on the account and at the risk of the contractor, the stores not delivered or others of a similar description (where other exactly complying with the particulars are not available), hal’s decision in this respect will be final, OR c. To terminate the contract In the event of action being taken under para-a & b above, the Contractor shall be liable for any loss which HAL may sustain on the account but the Contractor shall not be entitled to any gain on repurchases made against default.

FALL CLAUSE: a. The price charged for the stores supplied under the contract shall be in no event exceed the lowest price at which the contractor sells the stores or offers to sell stores of identical description to any persons/organizations including the purchaser of any department of the Central Govt. or any Dept. of the State Govt. or any statutory undertaking of the Central or State Govt., as the case may be during the period till the performance of the supply order placed and during currency of the contract is completed. b. If at any time during the said period, the contractor reduces the sales price, sells or offers to sell such stores to any person/organization including the purchaser or any department of Central Govt. or any Dept. of State Govt., or any statutory undertaking of the Central or State Govt., as the case may be at a price lower than the price chargeable under the contract, he shall forthwith notify such reduction/sale or offer to sale to the Hindustan Aeronautics Limited and the price payable under the contract for the stores supplied after the date of coming into force of such reduction or sale or offer to sale shall stand correspondingly reduced.

Agents/Agency Commission : “The seller confirms and declares to the buyer that the seller is the original manufacturer/licensor/distributor/stockist/ channel partner of the stores referred to in this contract and has not engaged any individual or firm, whether Indian or foreign whatsoever, to intercede, facilitate or in any way to recommend to HAL or any of its functionaries, whether officially or unofficially, to the award of the contract to the Seller; nor has any amount been paid, promised or intended to be paid to any such individual or firm in respect of any such intercession, facilitation or recommendation. The Seller agrees that if it is established at any time to the satisfaction of the Buyer that the present declaration is in any way incorrect or if at a later stage it is discovered by the Buyer that the Seller has engaged any such individual/firm, and paid or intended to pay any amount, gift, reward, fees, commission or consideration to such person, party, firm or institution, whether before or after the signing of this contract, the Seller will be liable to fund that amount to the Buyer. The Seller will also be debarred from entering into any supply Contract with HAL for a minimum period of five years. The Buyer will also have a right to consider cancellation of the Contract either wholly or in part, without any entitlement or compensation to the Seller who shall in such event be liable to refund all payments made by the Buyer in terms of the Contract along with interest at the rate of 2% per annum above LIBOR rate. The Buyer will also have the right to recover any such amount from any contracts concluded earlier with HAL or Government of India.”

Immunity to Government of India: “It is understood and agreed that the Government of India is not a party to this agreement and has no liabilities, obligations or rights hereunder. It is expressly understood and agreed that HAL Design Complex is an independent legal entity with power and authority to enter into contracts solely in its own behalf under the applicable Laws of India and General Principles Contract Law. The vendor shall agree, acknowledge and understand that HAL is not an agent, representative or delegate of the Government of India. It is further understood and agreed that the Government of India is not and shall not be liable for any acts, omissions, commissions, breaches or other wrongs arising out of the contract. Accordingly, vendor expressly waives, releases and foregoes any and all actions or claims against the Government of India arising out of this contract, not to sue the Government of India as to any manner, claim, cause of action or thing whatsoever arising out of or under this agreement”.

Confidentiality: The Supplier shall hold confidential technical data and information supplied by the Purchaser or on behalf of the Purchaser and shall not reproduce any such technical data or information or divulge the same to any third party without the prior written consent of the Purchaser. The Purchaser shall hold confidential technical data and information supplied by the Supplier or on behalf of the Supplier and shall not reproduce any such technical data or information or divulge the same to any third party without prior written consent of the Supplier except as far as may be necessary for either party to carry out its obligations under this Contract. In the development orders, where technical inputs/assistance is provided to the vendors, the Intellectual Proprietary Rights (IPR) will rest with HAL. Vendor will not directly deal with HAL’s customer for these items.

Jurisdiction : The Court at Bangalore only shall have jurisdiction to deal with and to decide any legal matter whatsoever arising out of this contract.

If not complying with any terms may be specifically brought out else it may deemed as complied with all Terms.

COMPLIED/ NOT COMPLIED

FMD/IMM-F/E/25/9

03.06.2025 at 12:30 Hrs

04.06.2025 at 12:30 Hrs

Details required by HAL

Description

Supply of Electricity from Indian energy exchange on a monthly basis for a period of 18 months.

IEX Annual subscription charges for 2 years - 2Nos

Payment of SLDC Charges for 10MW for 18 months

Payment of monthly NOC charges for 18 months

Trader Margin per unit of electricity (0.023/kWh)

Description

DESCRIPTION

Goods & Service Tax: Applicable GST should be clearly indicated (in % & Rs.) or shall be deemed as included.

The Service Provider warrants to have valid registration under applicable provisions of GST. A copy of the Registration certificate should be submitted along with the offer.

Service provider’s right to payment is subject to submission of a valid Tax Invoice which would enable the Service Recipient (HAL) to claim Input Tax Credit in Compliance with the provisions of the GST.

Service Provider also warrants to duly comply all relevant provisions of the GST Laws including filing returns, paying taxes within the stipulated period so that no hindrance can be faced by HAL to claim Input Tax Credit as per provisions of the GST Law.

Service Provider shall fully indemnify to Service Recipient (HAL) on first demand against any claims, liabilities, actions, demands, Loss, Costs and expenses occurred/ imposed to the Service Recipient (HAL) on account of his failure to fully/ partially discharge the statutory levies in time, or his failure in adherence of the applicable laws in force.

Validity of Quotation - Vendor to confirm that the validity of the quotation is for 120 days

AGREED / NOT AGREED