RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention & Exhibition Centre Based on PPP Model, Atal Smart City Rajkot (2nd Attempt)

Technical bid must be received by the Employer at the address specified

above not later than date 30/01/2026 up to 18:00 hrs. through registered

post/ speed post/Courier or by person only.

4.2.2 The Employer may, at its discretion, extend the deadline for submission of

bids by issuing an addendum in accordance with Clause 2.3, in which case all

rights and obligations of the Employer and the bidders previously subject to

the original deadline will thereafter be subject to the deadline as extended.

4.3.1 Any bid physically received by the Employer after the deadline for submission

of bids prescribed in Clause and sub-clause of 4.2 will be rejected and

considered as non-responsive and same will be returned unopened to the

4.4 Modification & Withdrawal of bids: Neither Modification nor

Withdrawal of Bid is permitted.

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

5 OPENING & EVALUATION OF TECHNICAL PROPOSAL

5.1 Opening of technical proposal:

The Employer will open the technical proposals, in the presence of bidders'

representatives who choose to attend; on dt.02/02/2026, 11:00 Hrs. at the City

Engineer, Room No. 10, Harisinhji Gohil Bhawan, RMC West Zone Office, Behind

Big Bazar, 150 feet Ring road, Rajkot –

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

5.1.1 The bidders' representatives who are present shall sign a register evidencing

their attendance.

5.1.2 The bidder has to make power point Presentation on Approach, Methodology,

Design Philosophy & PPP Strategy specific to this project to the expert

committee on dt.04/02/2026, 11:00 hrs City Engineer, Room No.

Harisinhji Gohil Bhawan, RMC West Zone Office, Behind Big Bazar, 150 feet

Ring road, Rajkot –

5.1.3 The price proposals will remain unopened till the technical evaluation is

completed. The price bid only for technically qualified bidders will be opened

5.1.4 The bidders' names, bid modifications and withdrawals, such other details, as

the Employer may consider appropriate, will be announced and recorded by

the Employer at the opening. The bidders' representatives who choose to

remain present have to sign this record.

5.1.5 The Employer shall prepare minutes of the bid opening.

5.2.1 Information relating to the examination, clarification, evaluation and

comparison of bids and recommendations for the award of a contract shall not

be disclosed to bidders or any other persons not officially concerned with

such process. Any effort by a bidder to influence the Employer's processing of

bids or award decisions may result in the rejection of the bidder's bid.

5.3 Preliminary examination of technical proposal:

5.3.1 The Employer will examine the bids to determine whether they are complete,

whether the documents have been properly signed, whether-the required

security is included, and whether the bids are generally in order. Any bids

found to be non-responsive for any reason or not meeting the minimum levels

of the performance or other criteria specified in the bidding documents will

be rejected by the Employer and not included for further consideration.

5.4 Evaluation & comparison of technical proposal

5.4.1 The Employer will carry out a detailed evaluation of the bids in order to

determine whether the technical aspects are substantially responsive to the

requirements set forth in the bidding documents. In order to reach such a

determination, the employer will examine the information supplied by the

bidders and other requirements in the bidding documents on a pass or fail

Technical Bid Evaluation

The objective of the technical evaluation shall be to assess the technical

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

competence of the bidder. After completion of technical evaluation, marks

shall be awarded to the qualified bidders. Marking system shall be as

described in Cl.

5.4.2 Clarification of technical proposals and contacting the employer.

5.4.3 Any effort by the bidder to influence the employer in the Employer’s

evaluation of technical proposals, bid comparison or the Employer’s decisions

on acceptance or rejection of bids may result in the rejection of the bidder’s

5.5 Invitation to attend opening of price proposals:

5.5.1 At the end of the evaluation of the technical proposals and after receiving the

approval from competent authority, All bidders who have submitted

substantially responsive technical proposals to attend the bid opening of the

price proposals.

5.5.2 After receiving the approval of competent authority, Only qualified bidders

price proposal open.

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

6 OPENING AND EVALUATION OF PRICE PROPOSALS

6.1 Opening of price proposals:

6.1.1 The Employer will open the price proposals of all technically qualified bidders

who submitted substantially responsive technical proposals and the time and

date at the location to be advised to the bidders. The bidder's representatives

who are present shall sign a register evidencing their attendance

6.1.2 The bidder's names, the Bid Prices including Supplementary Price Proposals,

the total amount of each bid, any discounts, the presence or absence of bid

the total amount of each bid, any discounts, the presence or absence of bid

security and such other details as the Employer may consider appropriate,

will be announced and recorded by the Employer at the opening. The bidder's

representatives will be required to sign this record.

6.2.1 Information relating to the examination, clarification, evaluation and

comparison of bids and recommendation for the award of a contract shall not

be disclosed to bidders or any other persons not officially concerned with

such process until the award to the successful bidder has been announced.

Any effort by a bidder to influence the Employer's, processing of bids or award

decisions may result in the rejection of the bidder's bid.

6.3 Clarification of price proposals and contacting the employer:

6.3.1 To assist in the examination, evaluation and comparison of price proposals,

the Employer may, at its discretion, ask any bidder for clarification of its bid.

The request for clarification and the response shall be in writing or by cable,

but no change in the price or substance of the bid shall be sought, offered or

permitted except as required to confirm the correction of arithmetic errors

discovered by the Employer in the evaluation of the bids in accordance with

6.3.2 Subject to Sub-clause 6.3.1, no bidder shall contact the employer on any

matter relating to its bid from the time of opening of price proposals to the

time the contract is awarded. If the bidder wishes to bring additional

information to the notice of the Employer, it should do so in writing.

6.3.3 Any effort by the bidder to influence the Employer in the Employer’s

evaluation of price proposals, bid comparison or contract award decisions

may result in the rejection of the bidder’s bid.

6.4 Preliminary examination of price proposals and determination of

responsiveness:

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

6.4.1 The Employer will examine the bids to determine whether they are complete,

whether the documents have been properly signed, whether the required

security is included, whether the bids are substantially responsive to the

requirements of the bidding documents; and whether the bids provide any

clarification and/or substantiation that the Employer may require pursuant to

6.4.2 A substantially responsive bid is one which conforms to all the terms,

conditions and requirements of the bidding documents, without material

deviation or reservation and includes the amendments and changes, if any,

requested by the Employer during the evaluation of the bidder's technical

6.4.3 If a price proposal is not substantially responsive, it will be rejected by the

Employer, and may not subsequently be made responsive by correction or

withdrawal of the nonconforming deviation or reservation.

6.5 Correction of errors:

6.5.1 Price Proposals determined to be substantially responsive will be checked by

the Employer for any arithmetic errors.

6.5.2 The amount stated in the Form of Bid for Price Proposal will be adjusted by

the Employer in accordance with the above procedure for the correction of

errors and, shall be considered as binding upon the bidder. If the bidder does

not accept the corrected amount of bid, its bid will be rejected, and the bid

security may be forfeited in accordance with Sub-Clause 3.6.6(b).

6.6 Conversion to single currency: not applicable:

6.7 Evaluation and comparison of proposal:

6.7.1 The Employer will evaluate and compare only the bids determined to be

substantially responsive in accordance with Clause 6.4.

6.7.2 Evaluation will be done on the total bid price inclusive of all taxes and duties.

6.7.3 The following evaluation methods will be followed:

The evaluation of the bids would be carried out as per Clause 1.4.9 Evaluation of

6.7.4 Performance Guarantee: A performance guarantee, often provided by a bank or

surety company, assures that a consultant will fulfil their contractual obligations,

including timely completion and adherence to quality standards. It acts as a security

for the project owner, minimizing the risk of delays or non-compliance.

6.7.5 The Employer reserves the right to accept or reject any variation or deviation.

Variations, deviations, and other factors which are in excess of the

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

requirements of the bidding documents or otherwise result in the accrual of

unsolicited benefits to the Employer shall not be taken into account in bid

6.7.6 The estimated effect of the price adjustment provisions of the Conditions of

Particular Application, applied over the period of execution of the Contract,

shall not be taken into account in bid evaluation.

6.7.7 If the bid of the technically qualified bidder is substantially below the

Employer's estimate for the contract, the Employer may require the bidder to

produce detailed price analyses to demonstrate the internal consistency of

those prices. After evaluation of the price analysis, the Employer may require

that the amount of the performance security set forth in Clause 12.3.3 be

increased at the expense of the successful bidder to a level sufficient to protect

the Employer against financial loss in the event of default of the successful

bidder under the Contract. However, if employer feels that with substantially

lower quotation, the desired quality of work is not possible, than it is at the

discretion and right of employer to reject or to consider such price offer.

Under such circumstances, the second lowest bidder shall be called for

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

7 AWARD OF CONTRACT

Subject to Clause 7.2, the Employer will award the Contract to the bidder

whose bid has been determined to be substantially responsive to the bidding

documents and who has offered the Lowest Evaluated Bid Price as per cl.

Provided that such bidder has been determined to be eligible in accordance

with the provisions of Clause 1.4.

7.2 Employer’s right to accept any bid or to reject any or all bids:

Not with standing Clause 7.1, the Employer reserves the right to accept or

reject any bid, and to annul the bidding process and reject all bids, at any

time prior to award of Contract, without thereby incurring any liability to the

affected bidder or bidders or any obligation to inform the affected bidder or

bidders of the grounds for the Employer's action.

7.3 Notification of award:

Prior to expiration of the period of bid validity prescribed by the Employer,

the Employer will notify the successful bidder confirmed by registered letter,

that its bid has been accepted. This letter (here in after and in the Conditions

of Contract called the “Letter of Intent") shall name the sum which the

Employer will pay the Contractor in consideration of the execution,

completion and maintenance of the Works by the Contractor as prescribed

by the Contract (here in after and in the Conditions of Contract called “the

Contract Price”.

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

7.3.1 The notification of award will constitute the formation of the Contract.

7.3.2 Upon the furnishing by the successful bidder of a performance security, the

Employer will promptly notify the other bidders that their bids have been

unsuccessful and issue “Notice to proceed to successful bidder.”

7.4 Signing of contract agreement:

7.4.1 At the same time that the employer will notifies the successful bidder that its

bid has been accepted, the successful bidder has to enter in the Contract

Agreement as per Annexure D provided in the bidding documents,

incorporating all agreements between the parties.

7.4.2 Within 10 days of receipt of the LOA/LOI, the successful bidder has to sign the

contract agreement.

7.4.3 The successful bidder has to sign the contract agreement on stamp paper of

value required as per Gujarat stamp act 1958 and its revision if any.

7.5 Corrupt or fraudulent practices:

7.5.1 The RMC requires that bidders observe the highest standard of ethics during

the procurement and execution of such contracts. In pursuance of this policy:

(a) Defines for the purposes of this provision, the terms set forth below as

(i) ”Corrupt practices” means behavior on the part of officials in the public or

private sectors by which they improperly and unlawfully enrich themselves

and/or those close to them, or induce others to do so, by misusing the

position in which they are placed, and it includes the offering, giving,

receiving, or soliciting of anything of value to influence the action of any such

official in the procurement process or in contract execution;

(ii) “Fraudulent practice” means a misrepresentation of facts in order to

influence a procurement process or the execution of a contract to the

detriment of the Borrower, and includes collusive practice among bidders

(prior to or after bid submission) designed to establish bid prices at artificial

non-competitive levels and to deprive the borrower of the benefits of free

and open competition;

(b) Will reject a proposal for award if it determines that the bidder

recommended for award has engaged in corrupt or fraudulent practices in

competing for the contract in question;

(c) Will declare a firm ineligible, either indefinitely or for a stated period of time,

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

If at any time determines that the firm has engaged in corrupt and fraudulent

practices in competing for, or in executing the contract.

7.5.2 Deliverable: The key deliverables to be submitted by consultant and

associated timelines are mentioned as per clause 8.5 Time Schedule:

7.6 Mode of payment:

The fees quoted by the Consultant on the Part – A Fees (Rs.) by bidder in nProcure portal

shall be paid in stages, linked to completion and approval of deliverables under the Scope

of Work, along with post-award advisory support.

All payments shall be subject to certification of deliverables by Rajkot Municipal

Corporation (RMC).

Stage Deliverable Linked

Stage Completion of Part A – Project Vision, Market Assessment & Product Mix

Stage Completion of Part B – Conceptual & Schematic Design + Cost Estimation

Stage Completion of Part C – Transaction Advisory including RFP, Draft

3 Concession Agreement & Bid Process (Clause 8.6)

Stage Post-Award Advisory Support including Developer Handbook

4 finalisation, design clarifications during execution & Project Completion

If the tender needs to be uploaded more than once, no additional payment shall be made by

RMC for the repeated uploads.

The payment of success fees quoted by the Consultant on the Part – B Fees (in %) by bidder

in nProcure portal will be borne by Contractor done on the basis of financial progress

being done by the successful Contractor on site.

Since the project is complex in nature if due to any reason the circumstances arise which

are against the overall interest of project then RMC shall abandon the whole project

midway and the consultant shall not be paid any sum incurred by them.

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

8 SCOPE OF WORK

8.1 Project Introduction

Rajkot is considered as the commercial capital of Saurashtra region with many small and

big scale Industries under Gujarat Industrial Development Corporation and Gujarat State

Financial Corporation. Despite of being a centre of engineering goods, bras parts

manufacturing, ceramics, watches and several other products, Saurashtra have limited

facility for hosting summits, exhibitions and convention. A multi facility convention centre

with indoor-outdoor exhibition spaces, lecture halls, meeting room, boardrooms and

several other facilities have been planned within the Smart City area. The centre is

strategically located on T.P. No.- 32 (Raiya) F.P. No.- 82&F.P.No. – 90 (Garden Purpose & for

Development of Green Entry as per Gujarat Town Planning and Urban Development Act,

1976) second ring road, efficiently connected to the Rajkot city. The 1.75 lakh square meter

land parcel Additional 0.24 lakh square meter land parcel(Garden Purpose & for

Development of Green Entry as per Gujarat Town Planning and Urban Development Act,

1976)for the convention centre is meant to be built as a hospitality destination with

upscale hotels, additional lodging options, parking facilities, shops, and a helipad. These

identified complimentary components promote Rajkot as an integrated business and

commercial hub. A convention centre with world-class standard housing all necessary

amenities have been planned.

8.2 Indicative Minimum Amenities

A. Convention & Event Facilities

 Main Convention hall with moveable/divisible walls (Capacity Of 5000 Seats)

 Indoor AC Exhibition Halls (min 2Nos Capacity Of 2000-2500 Capacity Each)

 Conference & Seminar halls

 Breakout & Meeting Rooms

 Outdoor Exhibition/Event Space

 Pre – function and foyer areas

 Media Centre/Press Briefing Rooms

 Translation and interpretation booths

 Hotel rooms (min. 50 rooms) & cafeteria

 Event control room and AV/ICT control spaces

B. Visitor & Delegate Facilities

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

 Registration and ticketing zones

 Business lounges

 Food courts, restaurants, and cafeteria facilities

 Business centre

 Cloak rooms and storage spaces

C. Hospitality & Support Uses

 Hotel accommodation (minimum 50 rooms, scalable based on feasibility)

 Serviced apartments

 Offices and commercial spaces

 Retail and F&B outlets

D. Back-of-House, Operations & Safety

 Loading docks and service yards

 Dedicated service circulation separated from visitor movement

 Kitchen, stores, and utility areas

 Staff facilities (lockers, rest areas)

 Waste management and segregation zones

 Security command centre

 Emergency medical / first-aid facilities

E. Site & Public Realm

 Structured and surface parking facilities

 Green entry, landscaped plazas, and public open spaces

 Universal accessibility provisions exceeding minimum NBC requirements

F. Sustainability & Global Standards

 IGBC / GRIHA / LEED certification target

 Net-zero energy roadmap

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

 District cooling / centralized HVAC feasibility

 Universal accessibility beyond minimum NBC

 Climate-resilient design (heat, water, flooding)

The design is intended to be developed as a state of art establishment installed with

modern technology, flexible space with space-shifting walls, breakout space and even

neighbourhood allure.

8.3 Mode of Implementation

The project to be undertaken under Public Private Partnership mode since it has the

possibility of sufficient profit generating potential to attract the private bidders.

8.4 Part A: Project Vision, Market assessment and Product Mix

8.4.1 Market study and Analysis

 Conduct a demographic and economic analysis of Rajkot, focusing on population

growth, income levels, and employment trends.

 Analyse existing and upcoming infrastructure projects (e.g., BRTS, Smart City

initiatives, DMIC) to evaluate their impact on site connectivity and attractiveness.

 Study commercial, residential, retail, hospitality, and institutional real estate trends

in prime locations (e.g., Kalawad Road, University Road, 150 Feet Ring Road).

 Identify demand drivers for convention centre-led developments, including MICE

(Meetings, Incentives, Conferences, Exhibitions) activities, tourism, and corporate

 Event typology analysis, Seasonal assessment & Absorption analysis

Note : Event means Trade fairs, Corporate events, government summits, Cultural &

Public events .

 Benchmark successful mixed-use developments with convention centres in India

and globally to identify best practices.

 Assess competition, including existing convention facilities, hotels, and commercial

spaces in Rajkot.

 Evaluate zoning regulations, RERA compliance, and municipal policies to ensure

viability of proposed asset classes.

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

 Market study report detailing demand, supply, pricing trends, and gaps for each

 Area table expected outcome analysis.

 Events analysis Report.

 Infrastructure and regulatory assessment summary

8.4.2 Stakeholder Consultation and Vision Alignment

 Conduct workshops with the client to understand the vision for the convention

centre-led development, including scale, target audience, and sustainability goals.

 Engage with local authorities (e.g., Rajkot Urban Development Authority) to align

with city master plans and Smart City objectives.

 Consult with potential anchor tenants (e.g., hotel chains, corporate, event

organizers) to gauge interest and requirements.

 Identify community needs to ensure the development fosters social interaction and

economic growth.

 Stakeholder consultation summary.

 State government alignment (Tourism, industries, GIDB etc.)

 Vision alignment document outlining key project goals and priorities.

8.4.3 Product mix Development:

 Based on market study findings, propose Optimal mix complementary asset classes

o Convention centre (anchor) with flexible spaces for exhibitions, conferences,

o Hospitality (e.g., 4–5-star hotels, serviced apartments) to support MICE

o Commercial (e.g., Grade A offices, co-working spaces)

o Retail (e.g., upscale retail, F&B outlets, entertainment zones) to enhance

footfall and vibrancy.

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

o Residential (e.g., Service Apartments) to cater to professionals and visitors.

o Institutional (e.g., educational or cultural facilities) to foster community

 Develop a preliminary site allocation plan, apportioning the 30 Ha across proposed

asset classes, considering zoning and infrastructure requirements.

 Ensure synergy between asset classes (e.g., shared parking, integrated public

spaces) to reduce costs and enhance user experience.

 Incorporate sustainable design principles, such as green buildings, renewable

energy, and adaptive reuse, to align with modern development trends.

 Assess financial viability of the proposed mix through high-level revenue

projections and risk analysis.

 Product mix proposal report with asset class breakdown, rationale, and synergy

 Preliminary site allocation plan (conceptual master plan).

8.4.4 Viability Assessment

 Conduct a viability study to evaluate capital expenditure (CAPEX), operational

expenditure (OPEX), and return on investment (ROI) for each asset class.

 Analyze risks, including market saturation, financing challenges, and regulatory

 Propose mitigation strategies, such as phased development or public-private

partnerships (PPPs).

 Ensure compliance with environmental standards.

 Project Viability Report with financial projections and risk analysis.

 Risk mitigation strategy document.

8.4.5 Final Report

 Synthesize findings from market study, stakeholder consultations, and viability

analysis into a final product mix recommendation.

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

 Prepare a high-level implementation roadmap, including phasing, timelines, and key

 Present final population, employment, and visiting population for the entire

 Develop a presentation for client and stakeholder review, highlighting the

convention centre’s role as the anchor and the complementary asset classes’

 Final product mix strategy report.

 Implementation roadmap.

 Presentation Detailed to RMC

8.5 Part B: Conceptual and Master Design + Cost Estimation

8.5.1 Conceptual master Planning & Urban Design Development

 Develop a conceptual master plan based on the product mix, allocating spaces for

the convention centre, hospitality, commercial, retail, residential, and institutional

 Define key urban design principles, including pedestrian connectivity, open spaces,

and circulation patterns, to ensure a vibrant and accessible development.

 Incorporate sustainable design strategies, such as green roofs, rainwater harvesting,

and energy-efficient systems, aligning with Smart City and environmental standards.

 Conduct workshops with the client to refine the conceptual design, ensuring

alignment with their vision and market study findings.

 Integrate preliminary landscape design concepts, including native plantings, public

plazas, and green corridors, to enhance aesthetic and environmental value.

 Conceptual master plan (2D diagrams max 3 concepts).

 Urban design and landscape guideline summary.

 Client workshop summary report.

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

8.5.2 Master Design Development

 Develop architectural designs for key components, including the convention centre

(e.g., plenary halls, breakout rooms, exhibition spaces), hotels, office buildings, retail

zones, and residential units.

 Prepare Detailed landscape designs, detailing hardscapes, softscapes, and water

features, ensuring compliance with urban design guidelines.

 Outline preliminary infrastructure plans, including roads, pedestrian pathways,

parking, and utilities (water, electricity, sewerage).

 Ensure compliance with local regulations, including Rajkot Urban Development

Authority (RUDA) guidelines, RERA, and fire safety norms.

 Conduct a preliminary environmental analysis to address site-specific conditions

(e.g., soil, topography, drainage).

 Schematic architectural plans and elevations for key buildings.

 Schematic landscape design plans.

 Preliminary infrastructure layout.

 Regulatory compliance checklist.

8.5.3 Preliminary Engineering Design - High Side Estimation

 Prepare preliminary structural designs for major buildings, focusing on the

convention centre and high-rise components (e.g., hotels, residential towers).

 Develop preliminary MEP (Mechanical, Electrical, Plumbing) designs, including

HVAC, lighting, power distribution, and water management systems.

 Outline civil engineering plans for site grading, stormwater management, and road

networks, incorporating sustainable practices like permeable pavements.

 Integrate green infrastructure, such as bioswales and solar energy systems, as

 Conduct a constructability review to identify potential engineering challenges and

propose solutions.

 Preliminary structural design report.

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

 Fire safety plan.

 Preliminary MEP design schematics.

 Civil engineering and green infrastructure plans.

 Constructability review summary.

8.5.4 Preparation of Urban Design, Landscape, Transport & Infrastructures

Guidelines for Private Sector Partner

 Define principles for site layout, building massing, setbacks, and public space

integration, emphasizing connectivity to the convention centre.

 Specify standards for street hierarchies, pedestrian pathways, and urban plazas to

enhance accessibility and vibrancy.

 Incorporate sustainable urban design principles, such as mixed-use zoning, compact

development, and climate-responsive design.

 Align guidelines with Rajkot Urban Development Authority (RUDA) regulations,

Smart City objectives, and National Building Code (NBC).

 Provide illustrative diagrams for key urban design elements (e.g., street sections,

building typologies).

 Urban Design Guidelines document (1-2 pages, including text and diagrams).

 Compliance checklist for Private Sector Partners.

8.5.5 Preparation of Landscape Strategy for Private Sector Partner

 Define standards for landscape elements, including native plant species, tree cover,

and water-efficient irrigation systems.

 Specify guidelines for public spaces, such as parks, plazas, and green corridors, to

support recreation and biodiversity.

 Incorporate sustainable practices, such as xeriscaping, rainwater harvesting, and

permeable surfaces.

 Ensure integration with urban design guidelines to create seamless transitions

between built and natural environments.

 Provide visual references (e.g., mood boards, precedent images) for landscape

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

 Landscape Strategy Guidelines document (1-2 pages, including text and visuals).

8.5.6 Preparation of Concept Transport Plan & Traffic Integrated Plan for Private

 Define guidelines for internal road networks, prioritizing pedestrian and non-

motorized transport (e.g., cycle tracks, walkways).

 Specify standards for public transport integration, including bus stops and potential

connections to Rajkot’s BRTS.

 Outline parking requirements, including shared parking strategies and EV charging

stations, aligned with RUDA norms.

 Promote last-mile connectivity through e-rickshaws, bike-sharing, or shuttle

services to the convention centre.

 Ensure compliance with regional transport plans (e.g., Comprehensive Mobility Plan

 Concept Transport Plan Guidelines document (1-2 pages, including diagrams).

 Parking and connectivity standards summary.

8.5.7 Preparation of Detailed Infrastructure Plan for Private Sector Partner

 Define standards for water supply, including rainwater harvesting and greywater

recycling, per local and Smart City guidelines.

 Specify requirements for sewerage and stormwater management, incorporating

sustainable drainage systems (e.g., bioswales).

 Outline electrical infrastructure standards, including renewable energy integration

(e.g., solar panels) and smart grid compatibility.

 Provide guidelines for solid waste management, emphasizing segregation,

composting, and recycling facilities.

 Ensure infrastructure scalability to accommodate phased development and future

 Concept Infrastructure Plan Guidelines document (1-2 pages, including schematics).

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

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 Utility standards and sustainability checklist.

8.5.8 CAPEX Estimation

 Develop a bill of quantities (BOQ) for architectural, landscape, and infrastructure

components based on schematic designs at PAR level. Estimate capital expenditure

(CAPEX) for construction, including materials, labour, and equipment, using current

market rates in Rajkot (e.g., CPWD rates, Gujarat SOR, local vendor quotes).

 Calculate preliminary operational expenditure (OPEX) for utilities, maintenance,

and facility management, focusing on the convention centre and shared

infrastructure.

 Account for contingencies, escalation, and sustainability features (e.g., energy-

efficient systems) in cost projections.

 Benchmark costs against similar mixed-use developments in India to ensure

 Provide a phased cost breakdown to align with potential development stages.

 Provide Cost risk register & PPP lender Benchmarking.

 BOQ and cost estimation report.

 CAPEX and OPEX summary with phase-wise breakdown. Benchmarking analysis

8.5.9 Stakeholder Coordination; Associated approvals

 Engage local authorities (e.g., RUDA, Rajkot Municipal Corporation) to confirm

compliance with zoning, building codes.

 Coordinate with the client to review and approve conceptual and schematic designs.

 Prepare submission packages for preliminary regulatory approvals, including layout

 Address stakeholder feedback and revise designs as needed to secure approvals.

 Responsibility matrix

 Stakeholder feedback and revision summary.

 Preliminary approval documentation (if applicable).

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

8.5.10 Final Report

 Compile conceptual and schematic design drawings, and cost estimates into a

cohesive report.

 Implementation roadmap, detailing next steps for detailed design and construction.

 Develop a presentation for client and stakeholders, showcasing the design vision,

engineering viability, and cost estimates.

 Final conceptual and schematic design report. Engineering design summary.

 Cost estimation and phasing report

 Final Architectural & Detailed Working Drawings

8.6 Part C: Transaction Advisory

8.6.1 PPP Structuring

 Analyse the product mix, conceptual design, and mandatory guidelines to determine

the project’s scope, scale, and financial requirements.

 Evaluate PPP models (e.g., Build-Operate-Transfer, Design-Build-Finance-Operate-

Transfer, Hybrid Annuity and / or variants as appropriate) suitable for a convention

centre-led mixed-use development.

 Define risk allocation between public and private partners, covering construction,

operational, financial, and regulatory risks.

 Develop the transaction modal & bid parameters basic viability for the public &

private sectors.

 Assess viability gap funding (VGF) requirements and other government incentives

(e.g., tax exemptions, land subsidies) to enhance project attractiveness.

 Ensure compliance with Gujarat Infrastructure Development Board (GIDB)

guidelines, RERA, and national PPP policies.

 PPP Structuring Report, including model selection, risk allocation matrix, and

revenue-sharing framework.

 VGF and incentive assessment report.

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RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

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8.6.2 Presentation to Central Govt. & State, if required, on behalf of Client

 Prepare a detailed project presentation highlighting the project’s economic, social,

and tourism benefits.

 Coordinate with Central Government bodies as required to explore funding under

appropriate schemes.

 Develop financial models to demonstrate project viability, including capital

expenditure (CAPEX), operational expenditure (OPEX), and return on investment

 Conduct stakeholder consultations to address concerns and incorporate feedback

into the funding proposal.

 Prepare submission documents for government approvals, including project

reports, financial plans, and compliance checklists.

 Project presentation deck

8.6.3 Preparation of RFP & DCA

 Prepare a Request for Proposal (RFP) detailing project scope, technical

requirements, mandatory guidelines (urban design, landscape, engineering,

transport, infrastructure), and performance standards. Specify bid evaluation

criteria, including technical and financial parameters, ensuring alignment with state

/ national guidelines for similar projects.

 Develop a draft Concession Agreement outlining roles, responsibilities, risk

allocation, revenue-sharing terms, and performance monitoring mechanisms.

 Include mandatory guidelines from prior work (urban design, landscape strategy,

etc.) as binding annexures in the bidding documents.

 RFP document.

 Bid evaluation criteria and compliance checklist.

 Performance KPIS

 Design compliance framework

 O & M Benchmarks

 Penalty Framework

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RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

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 Draft Concession Agreement with annexures (mandatory guidelines, technical

specifications)

8.6.4 Bid Process Management

 Develop a bid process timeline, including pre-bid meetings, site visits, and

submission deadlines.

 Outreach to potential bidders.

 Manage the RFP submission process, including document collection, clarifications,

and addenda issuance.

 Evaluate bids based on pre-defined technical and financial criteria.

 Support the client in drafting and signing the Concession Agreement, ensuring legal

and regulatory compliance.

 Coordinate with legal advisors to address any disputes or clarifications during the

 Bid process timeline and management plan.

 RFP evaluation reports.

 Negotiation summary and final Concession Agreement.

 Bid process closure report.

8.6.5 Final Deliverables and Presentation

 Compile all deliverables (PPP structure, funding proposals, bidding documents, and

bid process reports) into a comprehensive package.

 Prepare a final presentation summarizing the PPP framework, government

approvals, selected bidder, and signed Concession Agreement.

 Conduct a close-out meeting with the client to hand over deliverables and discuss

next steps for project implementation.

 Final Transaction Advisory Report.

 Presentation deck for client and stakeholders.

8.6.6 Preparation of Developer Handbook & Commercial Model Report

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RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

8.6.6.1 Objective

The Consultant shall prepare a comprehensive Developer Handbook & Commercial Model

Report for the PPP-based development of the Rajkot Convention & Exhibition District. The

Handbook shall serve as a single, consolidated reference document to assist prospective

bidders and lenders in understanding the project framework, development controls,

commercial structure, and implementation approach, and to facilitate informed and

competitive bidding.

8.6.6.2 Scope and Contents

The Developer Handbook & Commercial Model Report shall include, at a minimum, the

following sections:

(a) Project Overview & Vision

 Project objectives and development vision

 Role of the Convention & Exhibition Centre as the anchor facility

 Overview of complementary components including hospitality, commercial, retail,

serviced apartments, institutional uses, and supporting infrastructure

(b) Land, Planning & Regulatory Framework

 Site details, land parcels, boundaries, and ownership status

 Applicable zoning, land use, FSI, height controls, setbacks, and development

 Applicability of regulations, RERA provisions, National Building Code, fire safety

norms, and other statutory requirements

(c) Master Plan & Development Framework

 Approved conceptual master plan and site allocation framework

 Phasing strategy for development and monetization

 Identification of shared and exclusive infrastructure components

(d) Design & Development Control Guidelines

 Mandatory urban design, architectural, landscape, transport, and infrastructure

 Sustainability and green building requirements

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RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

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 Design change control principles and compliance mechanism

(e) Integrated Cost Structure

 Asset-wise and phase-wise indicative CAPEX estimates

 Shared infrastructure cost allocation framework

 Indicative OPEX benchmarks

(f) Commercial & Revenue Model

 Asset-wise revenue streams and monetization mechanisms

 Lease, revenue-share, and hybrid PPP model options

 Indicative financial viability parameters and commercial assumptions

 Escalation principles and payment mechanisms to the Authority

(g) PPP Structure & Risk Allocation

 Recommended PPP structure and indicative concession tenure

 Risk allocation matrix covering construction, market, financial, regulatory, and

operational risks

 Assessment of Viability Gap Funding (VGF) and incentives, if applicable

(h) Operations & Management Framework

 Convention & Exhibition Centre operations model

 Event programming and MICE strategy overview

 Staffing and facility management approach

(i) Approval & Implementation Roadmap

 List of statutory approvals and clearances required

 Roles and responsibilities of Authority, Consultant, and Concessionaire

 Indicative timelines for approvals, subject to statutory processes

(j) Bidder Facilitation Information

 Data Room index and document availability

 Pre-bid clarification protocol

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RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

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 Key assumptions, constraints, and disclaimers

8.6.6.3 Deliverables

The Consultant shall submit the following deliverables:

 Developer Handbook & Commercial Model Report (hard copy and editable soft

 Executive summary for inclusion in bid documents

 Presentation to Rajkot Municipal Corporation and stakeholders

8.6.6.4 Status of the Developer Handbook

The Developer Handbook shall serve as a guiding and reference document for bidders and

shall be annexed to the RFP and Draft Concession Agreement for informational and

facilitative purposes only.

In case of any inconsistency between the Developer Handbook and the provisions of the

RFP or the executed Concession Agreement, the RFP and the executed Concession

Agreement shall prevail.

8.6.6.5 Disclaimers and Limitations

 All financial indicators, cost estimates, revenue projections, and viability parameters

provided in the Developer Handbook shall be indicative in nature only and shall not

be construed as guarantees, assurances, or commitments by Rajkot Municipal

 Cost estimates shall be prepared for bid facilitation purposes and shall not

constitute final project costs.

 The Developer Handbook and associated guidelines shall not be construed as

detailed design documents. The Concessionaire shall remain fully responsible for

detailed design, engineering, construction, and statutory approvals in accordance

with the Concession Agreement.

8.6.6.6 Review and Approval

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RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

The draft Developer Handbook shall be submitted to Rajkot Municipal Corporation for

review and comments. The Consultant shall incorporate the comments received and submit

the final Developer Handbook upon approval by Rajkot Municipal Corporation.

8.7 Time Schedule:

The preparation of feasibility report, work plan, detailed feasibility report, inception

report, draft PPP structure and risk allocation report etc. covered by this bidding are

required to be completed within the period specified in and the Appendix to Technical

Proposal. Bidders submitting bids that deviate from the time schedule specified will be

Sr Name of Work Timeline (Weeks)

1 Inception Report T+4

2 Site Analysis & Demand Assessment T+6

3 Draft report T+7

4 Final report & DPR T+9

5 Developer Handbook T+14

6 Bid Documents T+18

Note: If timeline shown in above table is not met than 0.1 % per day up to 10%

shall be panelized of fees decided as success amount.

T Represents the day of Award of work order.

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RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

9 GENERAL CONDITION OF CONTRACT

9.1 Definitions:

Unless the context otherwise requires, the following terms whenever used in this Contract

have the following meanings.

(i) "Applicable Law"means the laws and any other instruments having the force

of law in the Client's city, State and country and in force from time to time.

(ii) "Client"means the implementing agency that signs the Contract for the

Services with the Selected Consultant.

(iii) "Consultant"means a legally established professional consulting firm or entity

selected by the Client to provide the Services under the signed Contract.

(iv) "Contract"means the legally binding written agreement signed between the

Client and the Consultant and which includes all the attached documents listed

in its paragraph 1 of the Form of Contract (the General Conditions (GCC), the

Special Conditions (SCC), and the Appendices).

(v) "Contract Price"means the price payable to the Consultant as specified in the

Contract agreement, Subject to such additions and adjustments there to or

deductions there from, as may be made pursuant to the contract.

(vi) "Contract Documents"means the documents listed in the contract

agreement, including any amendments there to.

(vii) "Day"means a working day unless indicate do ther wise.

(viii) "Effective Date"means the date on which this Contract comes into force and

effect pursuant to Clause GCC9.1.1

(ix) "Experts"means, collectively, Key Experts, Non-Key Experts, or any other

personnel of the Consultant, Sub-consultant or JV member(s) assigned by the

Consultant to perform the Services or any part thereof under the Contract.

(x) "Foreign Currency"means any currency other than the currency of the

Client's country.

(xi) "GCC"means these General Conditions of Contract.

(xii) "Government"means the Government of the Gujarat or Government ofIndia. For

the performance of the Contract.

(xiii) "Key Expert(s)"means an individual professional whose skills,

qualifications, knowledge and experience are critical to the performance of the

Services under the Contract and whose Curricula Vitae (CV) was taken into

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account in the technical evaluation of the Consultant's proposal.

(xiv) "Local Currency"means the currency of the Client's country.

(xv) "Non-Key Expert(s)"means an individual professional provided by the

Consultant or its Sub-consultant to perform the Services or any part thereof

under the Contract.

(xvi) "Party"means the Client or the Consultant, as the case may be, and

"Parties" means both of them.

(xvii) "SCC"means the Special Conditions of Contract by which the GCC may be

amended or supplemented but not over-written.

(xviii) "Services"means the work to be performed by the Consultant pursuant to

this Contract, as described in Appendix 1 hereto.

9.1.2 Entities:

(i) Authority means Rajkot Municipal Corporation (RMC)

(ii) "Member"in case of consultant consisting of a joint venture of more than one

entity, means any of these entities, and "Members"means all of these entities.

(iii) "Party"means the Client or the Consultant, as the case may be and"Parties"

Means both of them.

(iv) Client"means the entity purchasing the Services, as specified in the SCC.

(v) "Project Manager"means the person named as such in the SCC or otherwise

appointed by the Client in the manner provided in GCC Clause 9.3.1 (Project

Manager) to perform the duties delegated by the Client.

(vi) "Consultant"means the firm or consultant or Joint Venture or Consortium

whose bid or Proposal to perform the Contract has been accepted by the Client

and is named as such in the Contract Agreement.

(vii) "Consultant's Representative"means any person nominated by the Consultant

and named as such in the SCC or otherwise approved by the Client in the

manner provided in GCC 9.3.3 (Consultant's Representative) to perform the

duties delegated by the Consultant.

(viii)"Owner's Engineers"mean the client's engineer or a representative of the client

who is an independent third party of the client to ensure the designing,

execution and supervision aspects of works assigned.

9.1.3 Key Contractual Terms:

(i) "Confidential Information" means all information, whether in written, oral,

electronic or any other form, relating to the technical, financial, legal,

commercial or business affairs, customers, consultants, products,

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RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

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developments, operations, processes, data (including all Project Data), trade

secrets, design rights, know-how, intellectual property and personnel of a

Party or its Affiliates, which is: (a) identified or marked as ”confidential”,

”proprietary” or with a similar indication at the time of disclosure; or (b)

disclosed in circumstances in which a reasonable person would understand

such information to be confidential, including information disclosed during

negotiations, site or location visits, presentations and meetings in connection

with this Agreement or the Project Agreement. Provided that where the

receiving Party is required by applicable law, regulation or order of a court or

governmental authority to disclose Confidential Information, it may do so to

the extent legally required, subject to giving prompt prior written notice to

the disclosing Party and taking reasonable steps to seek confidential

(ii) "Deliverables"means the products, infrastructure and services specifically

developed for "Rajkot Convention & Exhibition Centre"and agreed to be

delivered by the Consultant in pursuance of the agreement and include all

documents related to the service, user manuals, technical manuals, design,

methodologies, process and operating manuals, service mechanisms, policies

and guidelines, and all their modifications.

(iii) "Goods"meansallequipment,machinery,furnishings,Materials,andothertangibl

e items that the Consultant is required to supply or supply and install under

the Contract, including, without limitation, the Information Technologies and

Materials, but excluding the Consultant's Equipment.

(iv) "Proprietary Information"means processes, methodologies and technical,

financial and business information, including drawings, design prototypes,

designs, formulae, flow charts, data, computer database and computer

programs already owned by, or granted by third Parties to a Party hereto

prior to its being made available under this Agreement, Project Agreement or

a Project Engagement Definition.

(v) "Services"means all technical, logistical, management, and any other Services

to be provided by the Consultant under the Contract. Such Services may

include, but are not restricted to, activity management and quality assurance,

design, development, study, documentation, transportation, insurance, testing,

validation, expediting, site preparation, installation, integration, training, data

migration, maintenance, operations and technical support.

(vi) "Service Level"means the level and quality of service and other performance

criteria which will apply to the Services as set out in any Project Agreement.

(vii) "The Project Plan"means the document to be developed by the Consultant

and approved by the Client, pursuant to GCC 14.1, based on the requirements

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of the Contract and the Preliminary Project Plan included in the Consultant's

bid. The "Agreed and Finalized Project Plan"is the version of the Project

Plan approved by the Client, in accordance with GCC 14.1Should the Project

Plan conflict with the Contract in any way, the relevant provisions of the

Contract, including any amendments, shall prevail.

(viii) "Software"is a collection of computer programs and related data that provide

the instructions for telling a computer what to do and how to do it.

(ix) "Materials"means all documentation in printed or printable form and all

instructional and informational aides in any form (including graphics, audio,

video, text etc.) and on any medium, provided to the Client under the Contract.

(x) "Intellectual Property Rights" means all rights, in any jurisdiction worldwide,

whether registered or unregistered, whether existing now or in the future, and

whether vested, contingent or prospective, in the nature of, copyright and related

rights (including rights in software and databases), moral rights, including without

limitation all economic rights and all exclusive rights to reproduce, fix, adapt,

modify, translate, create derivative works from, extract or reutilize data from,

manufacture, introduce into circulation, publish, distribute, sell, license, sublicense,

transfer, rent, lease, transmit or provide access electronically,broadcast, display,

enter into computer memory, or otherwise use any portion or copy, in whole or in

part, in any form, directly or indirectly, or to authorize or assign others to do so,

patents, utility models, invention rights and rights in know‑how and trade secrets,

trademarks, service marks, trade names, business names, trade dress, logos, brand

names, internet domain names and social media handles, design rights, industrial

designs, semi‑conductor/mask work rights, rights in data compilations and all other

intellectual property and proprietary rights of a similar or corresponding nature, in

each case including all applications for, and rights to apply for, such rights and all

renewals, extensions, restorations and revivals thereof.”

(xi) "Consultant's Equipment"means all equipment, tools, apparatus, or things of

every kind required in or for the services that is to be provided by the

9.1.4 Activities:

(i) "Delivery"means the transfer of the Goods or Services from the Consultant to

the Client specified in the Contract.

(ii) "Personnel"means persons hired by the Consultant or by any Subcontractor

as employees and assigned to the performance of the Services or any part

9.1.5 Place and Time:

(i) "Day"means calendar day of the English Calendar.

(ii) "Week"means seven(7) consecutive Days, beginning Monday.

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RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

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(iii) "Month"means calendar month of the English Calendar.

(iv) "Title"means twelve(12) consecutive Months.

(v) "Effective Date"means the date on which this Contract comes into force and

effect pursuant to Clause GCC 9.1.1

(vi) "Contract Period"is the time period during which this Contract governs the

relations and obligations of the Client and Consultant in relation to the Work, as

specified in the SCC.

(vii) "The Coverage Period"means the Days of the Week and the hours of those Days

during which maintenance, operational, and/or technical support services (if any)

must be available.

9.2 Interpretation

9.2.1 Contract Documents

Subject to Article 1.2 (Order of Precedence) of the Contract Agreement, all

documents forming part of the Contract (and all parts of these documents) are

intended to be correlative, complementary, and mutually explanatory. The Contract

shall be read as a whole.

9.2.2 Governing Law

This Contract, its meaning and interpretation, and the relation between the Parties

shall be governed by the Applicable Law.

9.2.3 Governing Language

This Contract has been executed in the language specified in the SCC, which shall be

the binding and controlling language for all matters relating to the meaning or

interpretation of this Contract.

9.2.4 Relation between the parties

Nothing contained herein shall be construed as establishing a relationship of master

and servant or of principal and agent as between the Client and the Consultant. The

Consultant, subject to this Contract, has complete charge of the Experts and Sub-

consultants, if any, performing the Services and shall be fully responsible for the

Services performed by them or on their behalf hereunder.

9.2.5 Singular and Plural

The singular shall include the plural and the plural the singular, except where the

context other -wise requires.

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The headings shall not limit, alter or affect the meaning of this Contract. Persons

Words importing persons or parties shall include firms, corporations, and

government entities.

9.2.7 Entire agreement

This Contract contains all covenants, stipulations and provisions agreed by the Parties.

No agent or representative of either Party has authority to make, and the Parties shall

not be bound by or be liable for, any statement, representation, promise or agreement

not set forth herein.

9.2.8 Amendment

No amendment or other variation of the Contract shall be effective unless it is in

writing, is dated, express lyrefers to the Contract, and is signed by a duly authorized

representative of each party to the Contract.

9.2.9 Independent Consultant

The Consultant shall be an independent Consultant performing the Contract. The

Contract does not create any agency, partnership, joint venture, or other joint

relationship between the parties to the Contract. Subject to the provisions of the

Contract, the Consultant shall be solely responsible for the manner in which the

Contract is performed.

9.2.10 Location

The proposed location for said project is T.P. No.- 32 (Raiya) F.P. No.- 82 & F.P.No. -

90 (Garden Purpose & for Development of Green Entry as per Gujarat Town

Planning and Urban Development Act, 1976)second ring road, efficiently connected

to the Rajkot city. The 1.75 lakh square meter land parcel Additional 0.24 lakh

square meter land parcel (Garden Purpose & for Development of Green Entry as per

Gujarat Town Planning and Urban Development Act, 1976)for the Convention&

Exhibition Centre

9.2.11 Non waiver

(a) Subject to GCC 9.2.11 (b) of this Clause below, no relaxation, for bearance, delay,

or indulgence by either party in enforcing any of the terms and conditions of the

Contract or the granting of time by either party to the other shall prejudice,

affect, or restrict the rights of that party under the Contract, nor shall any

waiver by either party of any breach of Contract operate as waiver of any

subsequent or continuing breach of Contract.

(b) Any waiver of a party's rights, powers, or remedies under the Contract must be

in writing, must be dated and signed by an authorized representative of the

party granting such waiver, and must specify the right and the extent to which it

is being waived

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9.2.12 Severability

If any provision or condition of the Contract is prohibited or rendered invalid or

unenforceable, such prohibition, invalidity, or unenforceability shall not affect the

validity or enforceability of any other provisions and conditions of the Contract.

9.2.13 Fairness And Good Faith

The parties undertake to act in good faith with respect to each other's rights under

this contract and to adopt all reasonable measures to ensure the realization of the

objectives of this contract.

Operation of the Contract

The parties recognize that it is impractical in this contract to provide for every

contingency which may arise during the life of the contract, and the parties hereby

agree that it is their intention that this contract shall operate fairly as between them,

and without detriment to the interest of either of them, and that, if during the term

of this contract either party believes that this contract is operating unfairly, the

parties will use their best efforts to agree on such action as may be necessary to

remove the cause or causes of such unfairness, but no failure to agree on any action

pursuant to this clause shall give rise to a dispute subject to arbitration in

accordance with "Dispute Settlement" 9.5 clause GCC hereof.

9.3 Representative:

9.3.1 Authorized Representatives

Any action required or permitted to be taken, and any document required or

permitted to be executed under this Contract by the Client or the Consultant may be

taken or executed by the officials specialized in the SCC.

9.3.2 Project Manager

If the Project Manager is not named in the Contract, then within fourteen [14] days

from the Effective Date, the Client shall appoint and notify the Consultant in writing

of the name of the Project Manager. The Client may from time to time appoint some

other person as the Project Manager in place of the person previously so appointed

and shall give a notice of the name of such other person to the Consultant without

delay. No such appointment shall be made at such a time or in such a manner as to

impede the progress of work. Such appointment shall take effect only upon receipt

of such notice by the Consultant. Subject to the extensions and/or limitations

specified in the SCC (if any), the Project Manager shall have the authority to

represent the Client on all day-to-day matters relating to the Contract, and shall

normally be the person giving or receiving notices on behalf of the Client pursuant

to "Notices"9.4 Clause GCC.

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RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

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9.3.3 Consultant's Representative

(a) If the Consultant's Representative is not named in the Contract, then within

fourteen [14] days from the Effective Date, the Consultant shall appoint the

Consultant's Representative and shall request the Client in writing to approve

the person so appointed. The request must be accompanied by detailed

curriculum vitae for the nominee, as well as a description of any other

responsibilities the nominee would retain while performing the duties of the

Consultant's Representative. If the Client does not object to the appointment

within fourteen [14]* days, the Consultant's Representative shall be deemed to

have been approved. If the Client objects to the appointment within fourteen

[14] days giving the reason therefore, then the Consultant shall appoint a

replacement within fourteen [14] days of such objection in accordance with the

Sub-Clause 9.3.2(a) of this Clause GCC.

(b) Subject to the extensions and/or limitations specified in the SCC (if any), the

Consultant's Representative shall have the authority to represent the Consultant

on all day-to-day matters relating to the Contract, and shall normally be the

person giving or receiving notices on behalf of the Consultant pursuant to unless

specified otherwise in the SCC "Notices"9.4 Clause GCC.

(c) The Consultant shall not revoke the appointment of the Consultant's

Representative without the Client's prior written consent, which shall not be

unreasonably with held. If the Client consents to such an action, the Consultant

shall appoint another person of equal or superior qualifications as the

Consultant's Representative, pursuant to the procedure set out in 9.3.2(a) of this

(d) The Consultant's Representative and staff are obliged to work closely with the

Client's Project Manager and staff, act within their own authority, and abide by

directives issued by the Client that are consistent with the terms of the Contract.

TheConsultant's Representative is responsible for managing the activities of its

personnel and any subcontracted personnel.

(e) The Consultant's Representative may, subject to the approval of the Client

(which shall not be unreasonably with held), at any time delegate to any person

any of the powers, functions, and authorities vested in him or her. Any such

delegation may be revoked at any time. Any such delegation or revocation shall

be subject to a prior notice signed by the Consultant's Representative and shall

specify the powers, functions, and authorities thereby delegated or revoked. No

such delegation or revocation shall take effect unless and until the notice of it

has been delivered.

(f) Any act or exercise by any person of powers, functions and authorities so

delegated to him or her in accordance with Sub-Clause 9.3.2(e) of this Clause

GCC shall be deemed to be an act or exercise by the Consultant's Representative.

9.3.4 Objections and Removals

If the Client finds that any of the Experts has committed serious misconduct or has

been charged with having committed a criminal action, or shall the Client determine

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that Consultant's Expert have engaged in corrupt, fraudulent, collusive, coercive or

obstructive practice while performing the Services, the Consultant shall, at the

Client's written request, provide a replacement.

In the event that any of Key Experts, Non-Key Experts is found by the Client to be

incompetent or incapable in discharging assigned duties, the Client, specifying the

grounds therefore, may request the Consultant to provide a replacement, any

replacement of the removed Experts shall possess better qualifications and

experience and shall be acceptable to the Client.

Except as the Client may otherwise agree,

i. The Consultant shall bear all additional travel and other costsarising out of or

incidental to any removal and/or replacement, and

ii. The remuneration to be paid for any of the Experts provided as a replacement

shall not exceed the remuneration which would have been payable to the

Experts replaced or removed.

Unless otherwise stated in the Contract, all notices to be given under the Contract

shall be in writing and shall be sent, pursuant to Sub-Clause9.4.3 of this Clause GCC

below, by personal delivery, registered post, special courier, cable, telegraph, telex,

facsimile, electronic mail, or Electronic Data Interchange (EDI), with the following

(a) Any notice sent by cable, telegraph, telex, facsimile, electronic mail, or EDI shall

be confirmed within two (2*) days after dispatch by notice sent by registered

post or special courier, except as otherwise specified in the Contract.

(b) Any notice sent by registered post or special courier shall be deemed (in the

absence of evidence of earlier receipt) to have been delivered ten (10*) days

after dispatch. In proving the fact of dispatch, it shall be sufficient to show that

the envelope containing such notice was properly addressed, stamped, and

conveyed to the postal authorities or courier service for transmission by mail or

special courier.

(c) Any notice delivered personally or sent by cable, telegraph, telex, facsimile,

electronic mail, or EDI shall be deemed to have been delivered on the date of its

(d) Either party may change its postal, cable, telex, facsimile, electronic mail, or EDI

addresses for receipt of such notices by ten (10) days' notice to the other party

Notices shall be deemed to include any approvals, consents, instructions, orders,

certificates, information and other communication to be given under the Contract.

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Pursuant to "Representatives"9.3 Clause GCC, notices from/to the Client are

normally given by, or addressed to, the Project Manager, while notices from/to the

Consultant are normally given by, or addressed to, the Consultant's Representative,

or in its absence its deputy if any. If there is no appointed Project Manager or

Consultant's Representative (or deputy), or if their related authority is limited by

the sub-clause 9.3.1 or "Representatives" 9.3.2(b) of "Representatives"

Clause of SCC for GCC, or for any other reason, the Client or Consultant may give and

receive notices at their fallback addresses. The address of the Project Unless

otherwise specified in SCC.

Manager and the fallback address of the Client are as specified in the SCC or as

subsequently established/amended. The address of the Consultant's Representative

and the fallback address of the Consultant are as specified in SCC of the Contract

Agreement or as subsequently established/ amended.

9.5 Disputed Settlement

9.5.1 Settlement of Disputes

The Parties shall seek to resolve any dispute amicably by mutual consultation.

If either Party objects to any action or inaction of the other Party, the objecting Party

may file a written Notice of Dispute to the other Party providing in detail the basis of

the dispute. The Party receiving the Notice of Dispute will consider it and respond in

writing within fourteen [14*] days after receipt. If that Party fails to respond within

fourteen [14*] days, or the dispute cannot be amicably settled within fourteen [14*]

days following the response of that Party.

9.5.2 Arbitration–No Arbitration

9.6 Copyright, Confidential Information, and Ownership

9.6.1 Copyright

As applicable, the Client's and Consultant's rights and obligations with respect to the

designs, methodologies, algorithms, surveys, data, analysis, results and reports

among other things in the deliverables, are specified in the SCC. Subject to the SCC,

the Intellectual Property Rights in all the designs, methodologies, data, analysis,

results and reports among other things in the deliverables of the Contract

Agreement shall, at the date of this Contract or on creation of the rights (if later than

the date of this Contract), vest in the Client. The Consultant shall do and execute or

arrange for the doing and executing of each necessary act, document, and thing that

the Client may consider necessary or desirable to perfect the right, title, and interest

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of the Client in and to those rights. In respect of such deliverable, the Consultant

shall ensure that the holder of a moral right in such an item does not assert it, and

the Consultant shall, if requested to do so by the Client and were permitted by

applicable law, ensure that the holder of such a moral right waives it.

Except with the prior written consent of the Client, the Consultant and the Experts

shall not at any time communicate to any person or entity any confidential

information acquired in the course of the Services, nor shall the Consultant and the

Experts make public the recommendations formulated in the course of, or as a result

of, the Services.

Unless otherwise specified in the SCC

For the purposes of sub-clause 9.6.2 of this clause GCC, the Consultant is also

deemed to be the Receiving Party of Confidential Information generated by the

Consultant itself in the course of the performance of its obligations under the

Contract and relating to the businesses, services, finances, Consultants, employees,

or other contacts of the Client or the Client's use of the deliverables.

Not with standing sub-clause 9.6.2 and sub-clause 9.6.3 of this clause GCC the

Consultant may furnish to its Sub contractor Confidential Information of the Client

to the extent reasonably required for the Sub contractor to perform its work under

the Contract, in which event the Receiving Party shall ensure that the person to

whom it furnishes Confidential Information of the Disclosing Party is aware of and

abides by the Receiving Party's obligations under this GCC Clause as if that person

were party to the Contract in place of the Receiving Party.

The Consultant shall not, without the Client's prior written consent, use any

Confidential Information received from the Client for any purpose other than those

that are required for the performance of the Contract.

The obligation of the Receiving Party under sub-clause 9.6.2 through of this clause

GCC, however, shall not apply to that information which

(a) Now or here after enters the public domain through no fault of the Receiving Party;

(b) can be proven to have been possessed by the Receiving Party at the time of

disclosure and that was not previously obtained, directly or indirectly, from the

Disclosing Party;

(c) Otherwise lawfully becomes available to the Receiving Party from a third party

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The above provisions of this GCC Clause shall not in any way modify any

undertaking of confidentiality given by the Consultant prior to the date of the

Contract in respect of the System or any part thereof.

The provisions of this GCC Clause shall survive the termination, for whatever

reason, of the Contract for three [3] years or such longer period as may be specified

The ownership of the deliverables and other Services or Goods shall be transferred

to the Client at the time of Delivery or otherwise under terms that may be agreed

upon and specified in the Contract Agreement.

Ownership and the terms of usage of the deliverables supplied under the Contract

shall be governed by sub-clause 9.6.1 of this clause GCC and any elaboration in the

All plans, drawings, specifications, designs, reports, algorithms, source code of

software, any similar thing prepared utilizing the Client's domain knowledge, and

other documents and tools prepared by the Consultant for the Client under this

contract shall become and remain the property of the Client, and the Consultant

shall, not later than upon termination or expiration of this contract, deliver all such

documents to the Client together with a detailed inventory thereof. The Consultant

may retain a copy of such documents, tools and software, if any. Restriction about

the future use of these documents and software, if any, shall be specified in the SCC.

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10GUARANTEES, LIABILITIES, INDEMNITIES, INSURANCE

10.1 Time Guarantee and Liquidated Damages Trigger

10.1.1 Guarantee

The Consultant guarantees that it shall complete the performance of various

activities of the contract within the time periods specified in the Implementation

Schedule in the Requirements part of Tender Documents and/or the Agreed and

Finalized Project Plan pursuant to GCC Clause 14.1, or within such extended time to

which the Consultant shall be entitled under GCC Clause 9.1.5 (Extension of Time).

10.1.2 Triggering of Liquidated Damages

(a) If the Consultant fails to perform the various activities within the time specified in

the Implementation Schedule in the Requirements part of Tender Documents or

the Agreed and Finalized Project Plan, or any extension of the time previously

granted under GCC Clause 9.1.5 (Extension of Time), the Consultant shall pay to

the Client liquidated damages at the rate specified in the SCC as a percentage of

the Contract Price, or the relevant part of the Contract Price if an item/activity has

not been performed. The aggregate amount of such liquidated damages shall in no

event exceed the amount specified in the SCC ("the Maximum"). Once the

Maximum is reached, the Client may consider termination of the Contract,

pursuant to GCC Clause9.2.2.

(b) Unless otherwise specified in the SCC, liquidated damages payable under Sub-

clause 9.1.2(a)of this clause GCC shall apply only to the failure to perform the

activities/items as specified in the Implementation Schedule in the

Requirements and/or Agreed and Finalized Project Plan. This shall not limit,

however, any other rights or remedies the Client may have under the Contract

for other delays.

(c) If liquidated damages are claimed by the Client for the activity or item, the

Consultant shall have no further liability what so ever to the Client in respect to

the time guarantee for the activity or item. However, the payment of liquidated

damages shall not in any way relieve the Consultant from any of its obligations

to complete the System or from any other of its obligations and liabilities under

(d) If timeline shown in Clause 8.5 (Time Schedule) is not met than 0.1 % per day up to

10% shall be panelized of fees decided as success amount.

10.2 Service Conformity Guarantee and Performance Security Trigger

The Consultant guarantees that, once the Acceptance Certificate(s) has been issued,

the work is in compliance with the Client's requirements set forth in the

Requirements and it conforms to all other aspects of the Contract. The Consultant

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acknowledges that GCC Clause 14.2.5 regarding Acceptance governs how

conformance of the work to the Contract requirements will be determined.

If, for reasons attributable to the Consultant, the work does not conform to the

Requirements or does not conform to all other aspects of the Contract, the

Consultant shall at its cost and expense make such changes, modifications, and/or

additions as may be necessary to conform to the Requirements and meet all

standards. The Consultant shall notify the Client upon completion of the necessary

changes, modifications, and/or additions and shall request the Client to recheck.

If the work fails to conform to the Requirements, the Client may consider

termination of the Contract, pursuant to GCC Clause 9.2, and for feiture of the

Consultant's Performance Security in accordance with GCC Clause 12.3 in

compensation for the extra costs and delays likely to result from this failure.

10.3 IPR Warranty and Indemnity

10.3.1 IPR Warranty

The Consultant here by represents and warrants that the performance of the

Service, does not and will not infringe any Intellectual Property Rights held by any

third party and that it has all necessary rights or at its sole expense shall have

secured in writing all transfers of rights and other consents necessary to make the

assignments, licenses, and other transfers of Intellectual Property Rights and the

warranties set forth in the Contract, and for the Client to own or exercise all

Intellectual Property Rights as provided in the Contract. Without limitation, the

Consultant shall secure all necessary written agreements, consents, and transfers of

rights from its employees and other persons or entities whose services are used.

10.3.2 IPR Indemnity

The Consultant shall indemnity and hold harmless the Client and its employees and

officers from and against any and all losses, liabilities, and costs (including losses,

liabilities, and costs incurred in defending a claim alleging such a liability), that the

Client or its employees or officers may suffer as a result of any infringement or

alleged infringement of any Intellectual Property Rights by reason of performance of

Pls. Note: If there is any financial burden due to the bidder’s act,the same will be

borne by the Bidder.

Such indemnities shall not apply if any claim of infringement

(a) Is asserted by a parent, subsidiary, or affiliate of the Client's organization;

(b) Is a direct result of a design mandated by the Client's Requirements and the

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possibility of such infringement was duly noted in the Consultant's Proposal or

If any proceedings are brought or any claim is made against the Client arising out of

the matters referred to in Sub-clause10.3.2 of this clause GCC, the Client shall

promptly give the Consultant notice of such proceedings or claims, and the

Consultant may at its own expense and in the Client's name conduct such

proceedings or claim and any negotiations for the settlement of any such

proceedings or claim.

If the Consultant fails to notify the Client within twenty-eight [28*] days after

receipt of such notice that it intends to conduct any such proceedings or claim, then

the Client shall be free to conduct the same on its own behalf. Unless the Consultant

has so failed to notify the Client within the twenty-eight [28*] days, the Client shall

make no admission that may be prejudicial to the defense of any such proceedings

or claim. The Client shall, at the Consultant's request, afford all available assistance

to the Consultant in conducting such proceedings or claim and shall be reimbursed

by the Consultant for all reasonable expenses incurred in so doing.

The Client shall indemnify and hold harmless the Consultant and its employees,

officers, and Subcontractors from and against any and all losses, liabilities, and costs

(including losses, liabilities, and costs incurred in defending a claim alleging such a

liability) that the Consultant or its employees, officers, or Subcontractors may suffer

as a result of any infringement oral leged infringement of any Intellectual Property

Rights arising out of or in connection with any design, data, drawing, specification,

or other documents or materials provided to the Consultant in connection with this

Contract by the Client or any persons (other than the Consultant) contracted by the

Client, except to the extent that such losses, liabilities, and costs arise as a result of

the Consultant's breach of Sub- clause of this clause GCC.

Such indemnity shall not cover

(a) Any use of the design, data, drawing, specification, or other documents or

materials, other than for the purpose indicated by or to be reasonably inferred

from the Contract;

(b) Any infringement resulting from the use of the design, data, drawing,

specification, or other documents or materials, or any products produced

thereby, in association or combination with any other Goods or Services not

provided by the Client or any other person contracted by the Client, where the

infringement arises because of such association or combination and not because

of the use of the design, data, drawing, specification, or other documents or

materials in its own right.

Such indemnities shall also not apply

(a) If any claim of infringement is asserted by a parent, subsidiary, or affiliate of the

Consultant's organization;

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(b) To the extent that any claim of infringement is caused by the alteration, by the

Consultant, or any persons contracted by the Consultant, of the design, data,

drawing, specification, or other documents or materials provided to the

Consultant by the Client or any persons contracted by the Client.

If any proceedings are brought or any claim is made against the Consultant arising

out of the matters referred to in Sub-clause 10.3.2 of this clause GCC, the Consultant

shall promptly give the Client notice of such proceedings or claims, and the Client

may at its own expense and in the Consultant's name conduct such proceedings or

claim and any negotiations for the settlement of any such proceedings or claim. If

the Client fails to notify the Consultant within twenty-eight [28*] days after receipt

of such notice that it intends to conduct any such proceedings or claim,

Unless otherwise specified in the SCC

Then the Consultant shall be free to conduct the same on its own behalf. Unless the

Client has so failed to notify the Consultant within the twenty-eight [28*] days, the

Consultant shall make no admission that may be prejudicial to the defense of any

such proceedings or claim. The Consultant shall, at the Client's request, afford all

available assistance to the Client in conducting such proceedings or claim and shall

be reimbursed by the Client for all reasonable expenses incurred in so doing.

Unless specified in the SCC.

10.4 Limitation of Liability

(a) Subject to additional provisions, if any, set forth in the SCC, the Consultant's

liability under this Contract shall be as determined under the Applicable Law.

(b) The Consultant shall not be liable to the Client, whether in contract, tort, or

otherwise, for any indirect or consequential loss or damage, loss of use, or loss

of "interest"costs, provided that this exclusion shall not apply to any obligation

of the Consultant to pay liquidated damages to the Client; and the Consultant

shall replace all the equipment which is intentionally / accidentally damaged

during the course of supply of services.

(c) The aggregate liability of the Consultant to the Client, whether under the

Contract, in tort or otherwise, shall not exceed the total Contract Price, agreed

by the both parties; provided that this limitation shall not apply to any

obligation of the Consultant to indemnify the Client with respect to intellectual

property rights infringement.

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The Consultant shall abide by the job safety, insurance, other prevalent measures

and the Applicable Law.

Subject to Sub-clause 10.5.3 of this Clause GCC, the Consultant shall indemnify and

hold harmless the Client and its employees and officers from and against any and all

losses, liabilities and costs (including losses, liabilities, and costs incurred in

defending a claim alleging such a liability) that the Client or its employees or officers

may suffer as a result of the death or injury of any person or loss of or damage to

any property arising in connection with the service and by reason of the negligence

of the Consultant, or their employees, officers or agents, except any injury, death, or

property damage caused by the negligence of the Client, its contractors, employees,

officers, or agents.

If any proceedings are brought or any claim is made against the Client that might

subject the Consultant to liability under Sub-clause 10.5.2 of this clause GCC, the

Client shall promptly give the Consultant the notice of such proceedings or claims,

and the Consultant may at its own expense and in the Client's name get conduct

such proceedings or claim and any negotiations for the settlement of any such

proceedings or claim. If the Consultant fails to notify the Client within twenty-eight

[28*] days after receipt of such notice that it intends to conduct any such

proceedings or claim, then the Client shall be free to conduct the same on its own

behalf. Unless the Consultant has so failed to notify the Client within the twenty-

eight [28*] day period, the Client shall make no admission that may be prejudicial to

the defense of any such proceedings or claim. The Client shall, at the Consultant's

request, afford all available assistance to the Consultant in conducting such

proceedings or claim and shall be reimbursed by the Consultant for all reasonable

expenses incurred in so doing.

The Client shall indemnify and hold harmless the Consultant and its employees,

officers, and Subcontractors from any and all losses, liabilities, and costs (including

losses, liabilities, and costs incurred in defending a claim alleging such a liability)

that the Consultant or its employees, officers, or Subcontractors may suffer as a

result of the death or personal injury of any person or loss of or damage to property

of the Client, that is caused by fire, explosion, or any other perils, in excess of the

amount recoverable from insurances procured under "Insurances" Clause 10.6 of

GCC, provided that such fire, explosion, or other perils were not caused by any

negligent act or failure of the Consultant.

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If any proceedings are brought or any claim is made against the Consultant that

might subject the Client to liability under Sub-clause10.5.4 of this clause GCC, the

Consultant shall promptly give the Client the notice of such proceedings or claims,

and the Client may at its own expense and in the Consultant’s, name conduct such

proceedings or claim and any negotiations for the settlement of any such

proceedings or claim. If the Client fails to notify the Consultant within twenty-eight

[28*] days after receipt of such notice that it intends to conduct any such

proceedings or claim, then the Consultant shall be free to conduct the same on its

own behalf. Unless the Client has so failed to notify the Consultant within the

twenty-eight [28*] days, the Consultant shall make no admission that may be

prejudicial to the defense of any such proceedings or claim. The Consultant shall, at

the Client's request, afford all available assistance to the Client in conducting such

proceedings or claim and shall be reimbursed by the Client for all reasonable

expenses incurred in so doing.

The party entitled to the benefit of an indemnity under this GCC Clause shall take all

reasonable measures to mitigate any loss or damage that has occurred. If the party

fails to take such measures, the other party's liabilities shall be correspondingly

Unless otherwise specified in the SCC.

10.6 Insurances:

 Shall take out and maintain, and shall cause to takeout and maintain, at its (or

the 'Sub-consultants', as the case may be) own cost but on terms and conditions

approved by the Client, insurance against the risks, and for he coverage specified

in the SCC, and

 At the Client's request, shall provide evidence to the Clients hawing that such

insurancehasbeentakenoutandmaintainedandthatthecurrentpremiumstherefore

have been paid. The Consultant shall ensure that such insurance is in place prior

to commencing the Services as stated in Clause GCC Clause11.1.2.

The Client shall be named as co-insured under all insurance policies taken out by the

Consultant pursuant to Sub-clause10.6.1 of this clause GCC, except for the Third-

Party Liability, and the Consultant's Subcontractors shall be named as co-insured

under all insurance policies taken out by the Consultant pursuant to Sub-clause

10.6.1 of this clause GCC. All insurers' rights of subrogation against such co-insured

for losses or claims arising out of the performance of the Contract shall be waived

under such policies.

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The Consultant shall deliver to the Client certificates of insurance (or copies of the

insurance policies) as evidence that the required policies are in full force and effect.

The Consultant shall ensure that, where applicable, its Subcontractor(s) shall take

out and maintain in effect adequate insurance policies for their personnel and

vehicles and for work executed by them under the Contract, unless such

Subcontractors are covered by the policies taken out by the Consultant.

IftheConsultantfailstotakeoutand/ormaintainineffecttheinsurancereferredtoinSub-

clause 10.6.1 of this clause GCC, the Client may take out and maintain in effect any

such insurance and may from time to time deduct from any amount due to the

Consultant under the Contract any premium that the Client shall have paid to the

insurer or may otherwise recover such amount as a debt due from the Consultant.

Unless otherwise provided in the Contract, the Consultant shall prepare and conduct

all and any claims made under the policies affected by it pursuant to this GCC Clause

and all monies payable by any insurers shall be paid to the Consultant. The Client

shall give to the Consultant all such reasonable assistance as may be required by the

Consultant in connection with any claim under the relevant insurance policies. With

respect to insurance claims in which the Client's interest is involved, the Consultant

shall not give any release or make any compromise with the insurer without the

prior written consent of the Client. With respect to insurance claims in which the

Consultant's interest is involved, the Client shall not give any release or make any

compromise with the insurer without the prior written consent of the Consultant.

10.7 Force Majeure

“Force Majeure” means any event or circumstance, or combination of events or

circumstances, that (a) is beyond the reasonable control of the affected Party; (b) was not

reasonably foreseeable as of the Effective Date; (c) could not have been prevented, avoided

or removed by the exercise of reasonable diligence and Good Industry Practice; and (d)

materially and adversely affects the ability of the affected Party to perform its obligations

under this Agreement. Subject to the foregoing, Force Majeure events shall include, but not

(i) acts of God, including earthquake, fire, lightning, flood, cyclone, epidemic, pandemic or

other natural physical disaster;

(ii) war (declared or undeclared), invasion, armed conflict, acts of foreign enemies, blockade,

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embargo, riot, civil commotion, terrorism or sabotage;

(iii) nationwide or state‑wide strikes, lockouts or other industrial disputes not limited to the

employees of the affected Party;

(iv) expropriation, confiscation, requisition, nationalisation, or compulsory acquisition by

any Government Authority;

(v) any act of Government, court or regulatory authority (including change in law, orders,

restraints or injunctions) which directly prevents performance of material obligations, other

than as a result of breach or default by the affected Party.”

Force Majeure shall not include

(i) Any event which is caused by the negligence or intentional action of a Party or

such Party's Experts, Sub-consultants or agents or employees, nor

(ii) Any event which a diligent Party could reasonably have been expected to both

take into account at the time of the conclusion of this Contract, and avoid or

overcome in the carrying out of its obligations hereunder.

iii) failure of contractors, sub‑contractors, suppliers, or service providers of the affected Party

(except to the extent caused by a Force Majeure event affecting them);

iv) failure or breakdown of equipment or facilities arising from normal wear and tear or lack

of maintenance.

10.7.2 No Breach of Contract

Force Majeure shall not include insufficiency of funds or failure to make any

payment required hereunder. The failure of a Party to fulfill any of its obligations

hereunder shall not be considered to be a breach of, or default under, this Contract

insofar as such inability arises from an event of Force Majeure, provided that the

Party affected by such an event has taken all reasonable precautions, due care and

reasonable alternative measures, all with the objective of carrying out the terms and

conditions of this Contract.

10.7.3 Measures to be Taken

A Party affected by an event of Force Majeure shall continue to perform its

obligations under the Contract as far as is reasonably practical, and shall take all

reason-able measures to minimize the consequences of any event of Force Majeure.

APartyaffectedbyaneventofForceMajeureshallnotifytheotherPartyofsuch event as

soon as possible, and in any case not later than fourteen[14*]calendar days

following the occurrence of such event, providing evidence of the nature and cause

of such event, and shall similarly give written notice of the restoration of normal

conditions as soon as possible.

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Any period within which a Party shall, pursuant to this Contract, complete any

action or task, shall be extended for a period equal to the time during which such

Party was unable to perform such action as a result of Force Majeure.

During the period of their inability to perform the Services as a result of an event of

Force Majeure, the Consultant, upon instructions by the Client, shall either

(a) Continue with the Services to the extent reasonably possible, in which case the

Consultant shall continue to be paid under the terms of this Contract and be

reimbursed for additional costs reasonably and necessarily incurred.

InthecaseofdisagreementbetweenthePartiesastotheexistenceorextentofForce

Majeure, the matter shall be settled according to Clauses GCC Clause 9.5.

The party or parties affected by the event of Force Majeure shall use reasonable

efforts to mitigate the effect of the event of Force Majeure upon its or their

performance of the Contract and to fulfill its or their obligations under the Contract,

but without prejudice to either party's right to terminate the Contract under GCC

No delay or nonperformance by either party to this Contract caused by the

occurrence of any event of Force Majeure shall

(a) Constitute a default or breach of the Contract;

(b) Subject to GCC Clauses Clause11.1.3, and Clause11.1.4 give rise to any claim for

damages or additional cost or expense occasioned by the delay or non-

If, and to the extent that, such delay or non-performance is caused by the occurrence

of an event of Force Majeure.

If the performance of the Contract is substantially prevented, hindered, or delayed

for a single period of more than sixty [60*] days or an aggregate period of more than

one hundred and twenty [120*] days on account of one or more events of Force

Majeure during the time period covered by the Contract, the parties will attempt to

develop a mutually satisfactory solution, failing which, either party may terminate

the Contract by giving a notice to the other.*

*: Unless otherwise specified in the SCC

In the event of termination pursuant to GCC Clause 3.1.6, the rights and obligations

of the Client and the Consultant shall be as specified in GCC "Termination" Clause

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Notwithstanding GCC Clause 11.1.5, Force Majeure shall not apply to any obligation

of the Client to make payments to the Consultant under this Contract.

11TERM, TERMINATION AND MODIFICATION OF

11.1.1 Effectiveness of contract

This Contract shall come into force and effect on the date (the "Effective Date") of

the Client's notice to the Consultant instructing the Consultant to begin carrying out

the Services. This notice shall confirm that the effectiveness conditions, if any, listed

in the SCC have been met.

11.1.2 Commencement of Services

The Consultant shall confirm availability of Key Experts and begin carrying out the

Services not later than the number of days after the Effective Date specified in the

The Consultant shall commence work within the period specified at Sub-clause

11.1.2 of this clause GCC, and the Consultant shall thereafter proceed with the work

in accordance with the time schedule specified in the Implementation Schedule in

the Requirements Section and any refinements made in the Agreed and Finalized

The Consultant shall adhere to the timelines in the Implementation Schedule in the

Requirements Section and any refinements made in the Agreed and Finalized

Project Plan, or within such extended time to which the Consultant shall be entitled

under GCC Clause 11.1.5(Extension of Time).

11.1.5 Extension of time

The time(s) specified in the Schedule of Implementation shall be extended if the

Consultant is delayed or impeded in the performance of any of its obligations under

the Contract by reason of any of the following

(a) AnyoccurrenceofForceMajeureasprovidedinGCCClause"ForceMajeure"10.7;

(b) Default of the Client; or

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(c) Any other matter specifically mentioned in the Contract;

By such period as shall be fair and reasonable in all the circumstances and as shall

fairly reject the delay or impediment sustained by the Consultant.

Except where otherwise specifically provided in the Contract, the Consultant shall

submittotheProjectManageranoticeofaclaimforanextensionofthetime,together with

particulars of the event or circumstance justifying such extension as soon as

reasonably practicable after the commencement of such event or circumstance. As

soon as reasonably practicable after receipt of such notice and supporting

particulars of the claim, the Client and the Consultant shall agree upon the period of

such extension. In the event that the

ConsultantdoesnotaccepttheClient'sestimateofafairandreasonabletimeextension,the

Consultant shall be entitled to refer the matter under "Settlement of Disputes" of

GCC Clause 9.5.

The Consultant shall at all times use its reasonable efforts to minimize any delay in

the performance of its obligations under the Contract.

11.2 Termination

11.2.1 Expiration of contract

UnlessterminatedearlierpursuanttoGCCClause9.1hereof, this Contract shall expireat

the end of such time period after the Effective Date as specified in the SCC.

11.2.2 Termination by the Client

The Client may terminate this Contract in case of the occurrence of any of the events

specified in paragraphs 11.2.2(a) through 11.2.2(f) of this Clause. In such an

occurrence the Client shall give at least thirty [30*] calendar days' written notice of

termination to the Consultant in case of the events referred to in 11.2.2(a) through

11.2.2(d); at least sixty [60*] calendar days' written notice in case of the event

referred to in 11.2.2(e); and at least five [5*] calendar days' written notice in case of

the event referred to in 11.2.2(f)

(a) If the Consultant fails to remedy a failure in the performance of its obligations

hereunder, as specified in a notice of suspension pursuant to Clause GCC Clause

(b) If the Consultant becomes (or, if the Consultant consists of more than one entity,

if any of its members becomes) insolvent or bankrupt or enter into any

agreements with their creditors for relief of debt or take advantage of any law

for the benefit of debtors or go into liquidation or receivership whether

compulsory or voluntary; unless otherwise specified in the SCC.

(c) If, astheresultofForceMajeure,theConsultantisunabletoperformamaterialportion

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of the Services for a period of not less than sixty [60*] calendar days;

(d) If the Client, in its sole discretion and for any reason whatsoever, decides to

terminate this Contract;

(e) If the Consultant fails to confirm availability of Key Experts as required in Clause

GCC Clause 11.1.

Sub-Clause: Furthermore, if the Client determines that the Consultant has engaged

in corrupt, fraudulent, collusive, coercive or obstructive practices, in competing for

or in executing the Contract, then the Client may, after giving fourteen [14*]

calendar days written notice to the Consultant, terminate the Consultant's

employment under the Contract. For the purposes of this Clause

(i) "Corrupt practice" is the offering, giving, receiving or soliciting, directly or

indirectly, of anything of value to influence improperly the actions of another

(ii) "Fraudulent practice" is any act or omission, including a misrepresentation,

that knowingly or recklessly misleads, or attempts to mislead, a party to obtain

a financial or other benefit or to avoid an obligation;

(iii) "Collusive practice" is an arrangement between two or more parties designed

to achieve an improper purpose, including to influence improperly the actions

of another party;

(iv) "Coercive practice" is impairing or harming, or threatening to impair or harm,

directly or indirectly, any party or the property of the party to influence

improperly the actions of a party;

(v) "obstructive practice" is (aa) deliberately destroying, falsifying, altering or

concealing of evidence material to the investigation or making false statements

to investigators in order to materially impede an investigation by the Trust

allegationsofacorrupt,fraudulent,coerciveorcollusivepractice;and/orthreatenin

g, harassing or intimidating any party to prevent it from disclosing its

knowledge of matters relevant to the investigation or from pursuing the

investigation; or (bb)acts intended to materially impede the exercise of the

Client's inspection and audit rights provided for under 13 Clause "Consultant's

Responsibilities" GCC.

(f) If the Client, in its sole discretion and for any reasons whatsoever, decides to

terminate this contract.

Unless otherwise specified in the SCC

11.2.3 Termination by the Consultant

The Consultant may terminate this Contract, by not less than thirty [30*] calendar

days' written notice to the Client, in case of the occurrence of any of the events

specified in paragraphs (a) through (d) of this Clause.

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(a) If the Client fails to pay any money due to the Consultant pursuant to this

Contract and not subject to dispute pursuant to Clauses GCC 1.5 within forty-five

[45*] calendar days after receiving written notice from the Consultant that such

payment is overdue.

(b) If, as the result of Force Majeure, the Consultant is unable to perform a material

portion of the Services for a period of not less than sixty [60*] calendar days.

(c) If the Client is in material breach of its obligations pursuant to this Contract and

has not remedied the same within forty- five [45*] days (or such longer period

as the Consultant may have subsequently approved in writing) following the

receipt by the Client of the Consultant's notice specifying such breach.

11.2.4 Termination of contract for failure to become effective

If this Contract has not become effective within such time period after the date of

Contract signature as specified in the SCC, either Party may, by not less than twenty

two [22*] days written notice to the other Party, declare this Contract to be null and

void, and in the event of such a declaration by either Party, neither Party shall have

any claim against the other Party with respect hereto.

11.2.5 Cessation of rights and obligations

Upon termination of this Contract pursuant to GCC Clause 11.2 or GCC Clause 11.2.2

hereof, or upon expiration of this Contract pursuant to Clause11.2.3, all rights and

obligations of the Parties hereunder shall cease, except

(i) Such rights and obligations as may have accrued on the date of termination or

(ii) TheobligationofconfidentialitysetforthinClauseGCC9.6,

(iii) The Consultant's obligation to permit inspection, copying and auditing of their

accounts and records set forth in Clause 13.1and Clause13.1.3 any right which a

Party may have under the Applicable Law.

11.2.6 Cessation of Services

Upon termination of this Contract by notice of either Party to the other pursuant to

Clauses 11.2.2 or GCC 11.2.3, the Consultant shall, immediately upon dispatch or

receipt of such notice, take all necessary steps to bring the Services to a close in a

prompt and orderly manner and shall make every reasonable effort to keep

expenditures for this purpose to a minimum. With respect to documents prepared

by the Consultant and equipment and materials furnished by the Client, the

Consultant shall proceed as provided, respectively, by Clauses GCC Clause13.1.7

Unless otherwise specified in the SCC

11.2.7 Payment upon Termination:

Upon termination of this Contract, the Client shall make no payment to the

Since the project is complex in nature it might be aborted anytime in-between.

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11.3 Modification

11.3.1 Permitted Modifications

In cases of substantial modifications or variations, the prior written consent of the

Authority's is required.

11.3.2 Introducing a Change

Client shall have the right to propose, and subsequently require, the key personal to

order the Consultant from time to time during the performance of the Contract to

make any change, modification, addition, or deletion to, in, or from the Service

(interchangeably called "Change"), provided that such Change falls within the

general scope of the work, does not constitute unrelated work, and is technically

practicable, taking into account the capability of the Consultant. Any change in the

team composition shall be within the condition of the contract and shall be done

with prior approval client.

The Consultant may from time to time during its performance of the Contract

propose to the Client (with a copy to the Project Manager) any Change that the

Consultant considers necessary or desirable to improve the quality or efficiency of

the Service. The Client may at its discretion approve or reject any Change proposed

by the Consultant.

Notwithstanding Sub-clause 11.3.2 and Sub-clause 11.3.3 of this clause GCC, no change

made necessary because of any default of the Consultant in the performance of its

obligations under the Contract shall be deemed to be a Change, and such change shall

not result in any adjustment of the Contract Price or the Time.

11.3.5 Assignment

NeithertheClientnortheConsultantshall,withouttheexpresspriorwritten consent of

the other, assign to any third party the Contract or any part thereof, or any right,

benefit, obligation, or interest therein or hereunder, except that the Consultant shall

be entitled to assign either absolutely or by way of charge any monies due and

payable to it or that may become due and payable to it under the Contract.

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The Consultant shall be deemed to have satisfied itself as to the correctness and sufficiency

of the Contract Price, which shall, except as otherwise provided for in the Contract, coverall

its obligations under the Contract.

12.2 Payment Terms

The Client shall pay to the Consultant as specified in1.1 Instruction to Bidder

The Contract Price shall be paid in Indian Rupees.

No payment made by the Client herein shall be deemed to constitute acceptance by

the Client of any deliverable.

Payments shall be made promptly by the Client, 60 days preferably at the earliest

after submission of a valid invoice by the Consultant.

12.2.4 Mode of Billing and payments

Billings and payments in respect of the Services shall be made as follows

(a) The Client shall pay the Consultant's invoices within sixty [60*] days after the

receipt by the Client of such itemized invoices with supporting documents.

Only such portion of an invoice that is not satisfactorily supported may be

withheld from payment. Should any discrepancy be found to exist between

actual payment and costs authorized to be incurred by the Consultant, the

Client may add or subtract the difference from any subsequent

payments.RMC will make payment as early as possible, however maximum

timeline for payment is 60 days.

(b) The Final Payment. Subject to SCC, the final payment under this Clause shall

be made only after three months from the completion certificate, Final

invoice identified as such, shall have been submitted by the Consultant and

approved as satisfactory by the Client. The Services shall be deemed

completed and finally accepted by the Client and the final report and final

invoice shall be deemed approved by the Client as satisfactory ninety[90*]

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calendar days after receipt of the final report and final invoice by the Client

unless the Client, with in such ninety(90) calendar day period, gives written

notice to the Consultant specifying in detail deficiencies in the Services, the

final report or final invoice. The Consultant shall there upon promptly make

any necessary corrections, and thereafter the foregoing process shall be

repeated. Any amount that the Client has paid or has caused to be paid in

accordance with this Clause in excess of the amounts payable in accordance

with the provisions of this Contract shall be reimbursed by the Consultant to

the Client within thirty (30) days after receipt by the Consultant of notice

thereof. Any such claim by the Client for reimbursement must be made within

twelve (12) calendar months after receipt by the Client of a final report and a

final invoice approved by the Client in accordance with the above. Unless

otherwise specified in the SCC.

(c) Performance security is

(d) All payments under this Contract shall be made to the accounts of the

Consultant specified in the SCC.

(e) With the exception of the final payment under(b)above, payments do not

constitute acceptance of the Services nor relieve the Consultant of any

obligations hereunder.

12.2.5 Suspension

The Client may, by written notice of suspension to the Consultant, suspend all

payments to the Consultant hereunder if the Consultant fails to perform any of its

obligations under this Contract, including the carrying out of the Services, provided

that such notice of suspension.

(i) Shall specify the nature of the failure, and

(ii) Shall request the Consultant to remedy such failure within a period not exceeding

thirty(30)calendar days after receipt by the Consultant of such notice of suspension.

12.3 Securities

12.3.1 Issuance of Securities

The Consultant shall provide the securities specified below infavor of the Client at

the times and in the amount, manner, and form specified below.

12.3.2 Advance Payment Security–Not Applicable

12.3.3 Performance Security

(a) The Consultant shall, within 10 [ten] days of the notification of Contract award,

provide a performance security for the due performance of the Contract in the

amount, validity and currency as specified in the Instruction to bidder.

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(b) The security shall be a bank guarantee in the form provided in the Appendix-M,

or it shall be in fixed deposit receipt in the name of RMC. No any other form is

acceptable to the Client.

(c) The security shall automatically become null and void once all the obligations of

the Consultant under the Contract have been fulfilled, including, but not limited

to, any obligations during the Warranty Period and any extensions to the period.

The security shall be returned to the Consultant no later than twenty-eight (28)

days after its expiration.

(d) Upon Acceptance of the entire work, the security shall be reduced to the amount

specified in the SCC, on the date of such Acceptance, so that the reduced security

would only cover the remaining warranty obligations of the Consultant.

12.4 Taxes and Duties

The Consultant, Sub-consultants and Experts are responsible for meeting any and all

tax including GST and liabilities arising out of the Contract unless it is stated

otherwise in the SCC. As an exception to the above and as stated in the SCC, all local

identifiable indirect taxes (itemized and finalized at Contract negotiations) are

reimbursed to the Consultant or are paid by the Client on behalf of the Consultant.

If any tax exemptions, reductions, allowances, or privileges may be available to the

Consultant, the Client shall use its best efforts to enable the Consultant to benefit

from any such tax savings to the maximum allowable extent.

For the purpose of the Contract, it is agreed that the Contract Price Specified in

Article 2 (Contract Price and Terms of Payment) of the Contract Agreement is based

on the taxes, duties, levies, and charges prevailing at the date thirty (30) days prior

to the date of proposal submission(also called "Tax" in this GCC sub-Clause). If any

Tax rates are increased or decreased, a new Tax is introduced, an existing Tax is

abolished, or any change in interpretation or application of any Tax occurs in the

course of the performance of the Contract, which was or will be assessed on the

Consultant, its Subcontractors, or their employees in connection with performance

of the Contract, an equitable adjustment to the Contract Price shall be made to fully

take into account any such change by addition to or reduction from the Contract

Price, as the case may be.

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13RESPONSIBILITIES

13.1 Consultant’s Responsibilities

13.1.1 Standard of Performance

The Consultant shall perform the Services and carry out the Services with all due

diligence, efficiency and economy, in accordance with generally accepted

professional standards and practices, and shall observe sound management

practices, and employ appropriate technology and safe and effective equipment,

machinery, materials and methods. The Consultant shall always act, in respect of

any matter relating to this Contract or to the Services, as a faithful adviser to the

Client, and shall at all times support and safeguard the Client's legitimate interests

in any dealings with the third parties.

The Consultant shall perform the Services in accordance with the Contract and the

Applicable Law and shall take all practicable steps to ensure that any of its Experts

and Sub-consultants, comply with the Applicable Law.

The Client shall notify the Consultant in writing of relevant local customs, and the

Consultant shall, after such notification, respect such customs.

13.1.3 Consultant to affiliate not to engage in certain activities

The Consultant agrees that, during the term of this Contract and after its

termination, the Consultant and any entity affiliated with the Consultant, as well as

any Sub-consultants and any entity affiliated with such Sub-consultants, shall be

disqualified from providing goods, works or non-consulting services resulting from

or directly related to the Consultant's Services for the preparation or

implementation of the project, unless otherwise indicated in the SCC.

13.1.4 Prohibition of conflicting activities

The Consultant shall not engage, and shall cause its Experts as well as its Sub-

consultants not to engage, either directly or indirectly, in any business or

professional activities that would conflict with the activities assigned to them under

13.1.5 Accounting, Inspection and Auditing

The Consultant shall keep, and shall make all reasonable efforts to cause its Sub-

consultants to keep, accurate and systematic accounts and records in respect of the

Services in such form and detail as will clearly identify relevant time changes and

The Consultant shall permit and shall cause its Sub-consultants to permit, the

authorities and/or persons appointed by the authorities to inspect the Site and/or

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all accounts and records relating to the performance of the Contract and the

submission of the Proposal to provide the Services, and to have such accounts and

records audited by auditors appointed by the authorities if requested by the

authorities. The Consultant's attention is drawn to GCC Clause 10.4 which provides,

inter alia, that acts intended to materially impede the exercise of the authority's

inspection and audit rights provided for under this GCCClause13.1 constitute a

prohibited practice subject to contract termination (as well as to a determination of

ineligibility under the authority's prevailing sanctions procedures.)

13.1.6 Maintaining of records and reports

Unless otherwise indicated in the SCC, all reports and relevant data and information

such as maps, diagrams, plans, databases, other documents and software,

supporting records or material compiled or prepared by the Consultant for the

Client in the course of the Services shall be confidential and become and remain the

absolute property of the Client. The Consultant shall, not later than upon

termination or expiration of this Contract, deliver all such documents to the Client,

together with a detailed inventory thereof. The Consultant may retain a copy of such

documents, data and/or software but shall not use the same for purposes unrelated

to this Contract without prior written approval of the Client.

If license agreements are necessary or appropriate between the Consultant and

third parties for purposes of development of the plans, drawings, specifications,

designs, databases, other documents and software, the Consultant shall obtain the

Client's prior written approval to such agreements, and the Client shall be entitled at

its discretion to require recovering the expenses related to the development of the

program(s) concerned. Other restrictions about the future use of these documents

and software, if any, shall be specified in the SCC.

13.1.7 Equipment and materials furnished by the Client

Equipment, vehicles and materials made available to the Consultant by the Client, or

purchased by the Consultant wholly or partly with funds provided by the Client,

shall be the property of the Client and shall be marked accordingly. Upon

termination or expiration of this Contract, the Consultant shall make available to the

Client an inventory of such equipment, vehicles and materials and shall dispose of

such equipment, vehicles and materials in accordance with the Client's instructions.

While in possession of such equipment, vehicles and materials, the Consultant,

unless otherwise instructed by the Client in writing, shall insure them at the

expense of the Client in an amount equal to their full replacement value.

Any equipment or materials brought by the Consultant or its Experts into the

Client's country for the use either for the project or personal use shall remain the

property of the Consultant or the Experts concerned, as applicable.

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Other Consultant responsibilities, if any, are as stated in the SCC.

13.2 Client’s Responsibilities

Unless otherwise specified in the SCC, the Client shall use its best efforts to,

Assist the Consultant with obtaining work permits and such other documents as

shall be necessary to enable the Consultant to perform the Services.

Assist the Consultant with promptly obtaining, for the Experts and, if appropriate,

their eligible dependents, all necessary entry and exit visas, residence permits,

exchange permits and any other documents required for their stay in the Client's

country while carrying out the Services under the Contract.

Facilitate prompt clearance through customs of any property required for the

Services and of the personal effects of the Experts and their eligible dependents.

Issue to officials, agents and representatives of the Government all such instructions

and information as may be necessary or appropriate for the prompt and effective

implementation of the Services.

Assist the Consultant for the Services with obtaining exemption from any

requirement to register or obtain any permit to practice their profession or to

establish themselves either individually or as a corporate entity in the Client's

country according to the applicable law in the Client's country.

Assist the Consultant obtaining the privilege, pursuant to the applicable law in the

Client's country, of bringing into the Client's country reasonable amounts of foreign

currency for the purposes of the Services or for the personal use of the Experts and

of withdrawing any such amounts as may be earned there in by the Experts in the

execution of the Services.

13.2.7 Access to facilities

The Client warrants that the Consultant shall have, free of charge, unimpeded access

to the project site in respect of which access is required for the performance of the

Services. The Client will be responsible for any damage to the project site or any

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property thereon resulting from such access and will indemnify the Consultant and

each of the experts in respect of liability for any such damage, unless such damage is

caused by the willful default or negligence of the Consultant.

13.2.8 Counter personnel

The Client shall make available to the Consultant free of charge such professional

and support counterpart personnel, to be nominated by the Client with the

Consultant's advice, if specified in SCC.

If counterpart personnel are not provided by the Client to the Consultant as and

when specified in Appendix J, the Client and the Consultant shall agree on (i) how

the affected part of the Services shall be carried out, and(ii) the additional payments,

if any, to be made by the Client to the Consultant as a result there of pursuant to GCC

clause 12.2.3 as specified.

Professional and support counterpart personnel, excluding Client's liaison

personnel, shall work under the exclusive direction of the Consultant. If any member

of the counterpart personnel fails to perform adequately any work assigned to such

member by the Consultant that is consistent with the position occupied by such

member, the Consultant may request the replacement of such member, and the

Client shall not unreasonably refuse to act upon such request.

13.2.9 Services, facilities and Property of the Client

The Client shall make available to the Consultant and the Experts, for the purposes

of the Services and free of any charge, the services, facilities and property described

in the Terms of Reference at the times and in the manner specified in said Appendix

In case that such services, facilities and property shall not be made available to the

Consultant as and when specified in Appendix 1, the Parties shall agree on

(i) Anytime extension that it may be appropriate to grant to the Consultant for

the performance of the Services,

(ii) ThemannerinwhichtheConsultantshallprocureanysuchservices,facilitiesand

property from other sources, and

(iii) The additional payments, if any, to be made to the Consultant as a result

thereof pursuant to Clause GCC

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14SUBJECT OF CONTRACT

14.1 Project Plan

In close cooperation with the Client and based on the Preliminary Project Plan

included in the Consultant's proposal/bid, the Consultant shall develop a Project

Plan encompassing the activities specified in the Contract. The contents of the

Project Plan shall be as specified in the SCC and/or Requirements.

The Progress and other reports specified in the SCC shall be prepared by the

Consultant and submitted to the Client in the format and frequency specified in the

The Consultant shall formally present to the Client the Project Plan in accordance

with the procedure specified in the SCC.

The Consultant shall undertake to deliver in accordance with the Agreed and

Finalized Project Plan and the Contract.

14.2 Documents Approval

14.2.1 Instructions and Specifications

The Consultant shall execute the work and the implementation activities necessary

for successful performance of the work in compliance with the provisions of the

Contract or, where not so specified, in accordance with good industry practice.

14.2.2 Codes and Standards

Wherever references are made in the Contract to codes and standards in accordance

with which the Contract shall be executed, the edition or the revised version of such

codes and standards current at the date of signing the Contract shall apply unless

otherwise specified in the SCC. During Contract execution, any changes in such

codes and standards shall be applied after approval by the Client.

14.2.3 Approval/Review of Documents by the Project Manager

(a) The Consultant shall prepare and furnish to the Project Manager the

documents as specified in the SCC for the Project Manager's approval or

review. Any part of the Service covered by or related to the documents to be

approved by the Project Manager shall be executed only after the Project

Manager's approval of these documents. Sub-clause 14.2.3(b) onwards of this

clause GCC shall apply to those documents requiring the Project Manager's

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approval, but not to those furnished to the Project Manager for its review only.

(b) Within fourteen [14*] days after receipt by the Project Manager of any

document requiring the Project Manager's approval in accordance with Sub-

clause 14.2.3(a) of this clause GCC, the Project Manager shall either return one

copy of the document to the Consultant with its approval endorsed on the

document or shall notify the Consultant in writing of its disapproval of the

document and the reasons for disapproval and the modifications that the

Project Manager proposes. If the Project Manager fails to take such action

within the fourteen [14*] days, then the document shall be deemed to have

been approved by the Project Manager.

(c) The Project Manager shall not disapprove any document except on the

grounds that the document does not comply with some specified provision of

the Contract or that it is contrary to good industry practice.

(d) If the Project Manager disapproves the document, the Consultant shall modify

the document and resubmit it for the Project Manager's approval in

accordance with Sub-clause 14.2.3(b) of this clause GCC. If the Project

Manager approves the document subject to modification(s), the Consultant

shall make the required modification(s), and the document shall then be

deemed to have been approved, subject to Sub-clause 14.2.3(e) of this clause

GCC. The procedure set out in Sub- clause 14.2.3(a) through Sub-clause

14.2.3(d) of this clause GCC shall be repeated, as appropriate, until the Project

Manager approves such documents.

(e) If any dispute occurs between the Client and the Consultant in connection with

or arising out of the disapproval by the Project Manager of any document

and/or any modification(s) to a document that cannot be settled between the

parties within a reasonable period, then, the Project Manager shall give

instructions as to whether and if so, how, performance of the Contract is to

proceed. The Consultant shall proceed with the Contract in accordance with

the Project Manager's instructions, provided that after the dispute resolution,

the Term of contract shall be extended accordingly.

(f) The Project Manager's approval, with or without modification of the document

furnished by the Consultant, shall not relieve the Consultant of any

responsibility or liability imposed upon it by any provisions of the Contract

except to the extent that any subsequent failure results from modifications

required by the Project Manager or inaccurate information furnished in

writing to the Consultant by or on behalf of the Client.

(g) The Consultant shall not depart from any approved document unless the

Consultant has first submitted to the Project Manager an amended document

and obtained the Project Manager's approval of the document, pursuant to the

provisions of this Clause 14.2.3 of this clause GCC.

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

14.2.4 Inspections

The Client or its representative shall have the right to inspect any of the ongoing

works/activities at any location.

The Client shall issue an acceptance certificate against each successful deliverable as

per the implementation schedule and as further detailed in the SCC.

14.3.1 Description of personnel

The title, agreed job description, minimum qualification and time-input estimates to

carry out the Services of each of the Consultant's Key Experts are described in

If required to comply with the provisions, adjustments with respect to the estimated

time-input of Key Experts set forth in Appendix L may be made by the Consultant by

a written notice to the Client, provided

(i) Thatsuchadjustmentsshallnotaltertheoriginaltime-

inputestimatesforanyindividual by more than 10 percentage or one week,

whichever is larger; and

(ii) That the aggregate of such adjustments shall not cause payments under this

Contract to exceed the ceilings set forth.

If additional work is required beyond the scope of the Services specified in

Appendix J, the estimated time-input for the Key Experts may be increased by

agreement in writing between the Client and the Consultant. In case where

payments under this Contract exceed the ceilings set forth, the Parties shall sign a

Contract amendment.

14.3.2 Replacement of personnel

 Except as the Client may otherwise agree in writing, no changes shall be made in the

Key Personnel. Notwithstanding the above, the substitution of Key Personnel during

Contract execution may be considered only based on the Consultant's written

request and due to circumstances outside the reasonable control of the Consultant,

including but not limited to death or medical incapacity. In such case, the Consultant

shall forthwith provide, as a replacement, a person of equivalent or better

qualifications and experience, and at the same rate of remuneration. If the

Consultant is replacing the Key Personnel without approval of RMC, then the

following exclusive penalty will be applied.

 For Project Manager/Team Leader–Rs.10,000/-(Rupees Ten Thousand) per

 PPP Specialist–Rs.5000/-(Rupees Five Thousand)per day.

 Urban Designer–Rs.5000/-(Rupees Three Thousand)per day.

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

 Financial Expert–Rs.5000/-(Rupees Two Thousand)per day.

 Legal Expert–Rs.5000/-(Rupees Two Thousand)per day

14.3.3 Approval of personnel

If during execution of the Contract, additional Key Personnel are required to carry

out the Services, the Consultant shall submit to the Client for review and approval a

copy of their Curricula Vitae (CVs). If the Client does not object in writing (stating

the reasons for the objection) within twenty-two [22*] days from the date of receipt

of such CVs, such additional Key Experts shall be deemed to have been approved by

TherateofremunerationpayabletosuchnewadditionalKeyExpertsshallbebasedonthe

rates for other Key Experts position which require similar qualifications and

Unless otherwise specified in the SCC

14.3.4 Removal and/or Replacement of personnel

(a) Except as the Client may otherwise agree, no changes shall be made in the key

personnel. If, for any reason beyond the reasonable control of the Consultant it

becomes necessary to replace any of the personnel, the Consultant shall

forthwith provide as a replacement a person of equivalent or better

qualifications.

(i) Finds that any of the personnel has committed serious misconduct or has

been charged with having committed a criminal action, or

(ii) Has reasonable cause to be dissatisfied with the performance of any of the

personnel, then the Consultant shall, at the Client's written request

specifying the gourds therefore, forthwith provide as a replacement a

person with qualification and experience acceptable to the Client.

(c) Any of the personnel provided as a replacement under sub-clauses (a) and

(b)above, the rate of remuneration applicable to such person, shall be subject

to the prior written approval by the Client except as the Client may otherwise

(d) Except as the Client may otherwise agree,

(i) The Consultant shall bear all additional travel and other costs arising out of

or incidental to any removal and/or replacement, and

(ii) The remuneration to be paid for any of the Experts provided as a

replacement shall not exceed the remuneration which would have been

payable to the Experts replaced or removed.

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

14.3.5 Working Hours, Overtime, Leave etc.

Working hours and holidays for Experts are set forth in Appendix L. To account for

travel time to/from the Client's country, experts carrying out Services inside the

Client's country shall be deemed to have commenced or finished work in respect of

the Services such number of days before their arrival in, or after their departure

from, the Client's country as is specified in Appendix L. The Experts shall not be

entitled to be paid for overtime nor to take paid sick leave or vacation leave except

as specified in Appendix L and the Consultant's remuneration shall be deemed to

cover these items.

Any taking of leave by Key Experts shall be subject to the prior approval by the

Consultant who shall ensure that absence for leave purposes will not delay the

progress and or impact adequate supervision of the Services.

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

15BID DATA SHEET

Title: RFP for Engagement of Consultant Cum

Transaction Advisor for Development of Rajkot

Convention & Exhibition Centre Based on PPP

Model, Atal Smart City – Rajkot

Identification Number: RMC/JNNURM/WZ/25-26/2

Brief Description of Services: RFP for Engagement of Consultant Cum

Transaction Advisor for Development of Rajkot

Convention & Exhibition Centre Based on PPP

Model, Atal Smart City – Rajkot

Resulting Contract: As given in "Chapter 9".

15.1 Milestone dates

:: Milestone dates of e-Tendering ::

1 Downloading of e – Tender documents

Pre-bid Meeting at RMC West Zone, JnNurm Cell,

2 "Shri HariSinhji Gohil Bhawan”, Behind Big Bazaar, 16-01-2026 at 11:00 Hrs.

150 Ring Road, Rajkot - 360

3 Last date for the online submission of e - Tender 27-01-2026 up to 18:00 Hrs.

Submission of EMD, Tender fee and other

documents by Regd. AD / Speed Post only.

5 Opening of Online Primary (Technical) Bid 02-02-2026 up to 11:00 Hrs.

6 Presentation 04-02-2026 at 11:00 Hrs.

7 Qualified List for Financial Bid Opening 06-02-2026 at 14:00 Hrs.

Opening of Online Commercial Bid (Price Bid)

technically qualified bidders only

9 Bid Validity 120 Days

For further particulars, visit us on www.rmc.nprocure.com

The RFP would be available at the e-procurement platform:

https://rmc.nprocure.comany subsequent notifications, changes and amendments

in the assignment/documents would be posted only on the website.

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

15.2 Time period for completion of the project

Sr Name of Work Timeline (Weeks)

1 Inception Report T+4

2 Site Analysis & Demand Assessment T+6

3 Draft report T+7

4 Final report & DPR T+9

5 Developer Handbook T+14

6 Bid Documents T+18

Note: If timeline shown in above table is not met than 0.1 % per day up to 10%

shall be panelized of fees decided as success amount.

15.3 Extension of time period: N.A.

15.4 Authority's address:

Rajkot Municipal Corporation.

Shri Harisinhji Gohil Zonal Office

West Zone, B/H. Big Bazaar,

150 Feet Ring Road,

Rajkot - 360 005 (Gujarat)

Website: www.rmc.gov.in

15.5 e- Procurement website:

(Gujarat):https://rmc.nprocure.com

15.6 Cost of the bidding documents:

INR 23,500 (Indian Rupees Twenty Three Thousand and Five Hundred Rupees

All bidders must submit tender fee in person as above (after providing the online

details of the same), submit at the above mentioned address in form of Demand Draft

in favor of "Rajkot Municipal Corporation – RMC", payable at Rajkot, from any

Nationalized/Scheduled Bank (except Co-operative Bank) in India

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

Form T1: Letter of BID:-

(On Bidder's letter head)

Having examined the bidding documents, including Addenda, the receipt of which is hereby

acknowledged, we, the undersigned, offer to [specify scope of the contract] under the

above-named Contract in full conformity with the said bidding documents for the sum

specified in financial bid form or such other sums as may be determined in accordance with

the terms and conditions of the Contract. The above amounts are in accordance with the

We undertake, if our bid is accepted, to commence performance and to achieve

completion within the respective times stated in the bidding documents.

If our bid is accepted, we undertake to provide an advance payment security and a

performance security in the form and amounts and within the times specified in the

bidding documents.

We agree to abide by this bid for a period of [ specify number ] days from the date fixed

for submission of bids as stipulated in the bidding documents, and it shall remain binding

upon us and may be accepted by you at any time before the expiration of that period.

Until a formal contract is prepared and executed between us, this bid, which consists of

the letter and Attachments 1 through [ ] hereto, together with your written acceptance

thereof and your notification of award, shall constitute a binding contract between us.

We understand that you are not bound to accept the lowest, or any bid you may receive.

In the capacity of

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

Duly authorized to sign this bid for and on behalf of

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

Form T2: Bid Security:-

Bank Demand Draft/Bank Guarantee(having validity of 120 days) for Bid Security

Bank Demand Draft/Bank Guarantee (having validity of 120 days) for Bid Security

Form of Bank Guarantee (Earnest Money Deposit)

Whereas M/s…………………………………………………………….(Hereunder called the consultants)

Is desirous and prepared to tender for work in accordance with terms and conditions of

Bank, agree to give the consultants a Guarantee for the Earnest Money Deposit.

I .Therefore, we here by affirm that we are Guarantors on behalf of the consultants upto a

total of Rupees……………………………………………………………………(i.e. Rs.

we undertake to pay Rajkot Municipal Corporation (RMC) upon their first written demand

and without demur, without delay and without necessity of previous notice of individual or

administrative procedure and without necessity to prove the bank the defects or short

coming or debit of the Consultant any sum within the limit of

2.We further agree that the guarantee here in contained shall remain in full and effect

during the period that would be taken for the acceptance of tender. However, unless a

demand or claim under this guarantee is made only in writing on or

before the………………………………………………………………… We shall be discharged from all

liabilities under the guarantee thereafter.

We under-take not to revoke the guarantee during its currency except with the previous

consent of the City Engineer, Rajkot Municipal Corporation, in writing.

We lastly undertake not to revoke the guarantee for any change in constitution of the

consultants or the Bank.

Signature and Seal of Guarantor

Signature of consultants

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

Form T3: Power of Attorney:-

Power of Attorney for signing of Bid Know all men by these presents, we, (name of the firm and

address of the registered office) do hereby irrevocably constitute, nominate, appoint and authorize

Mr. /Ms. (Name), son/daughter/wife of. . . . . . . . …….......and presently residing at . . . . . . . . . , who is

presently employed with us 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 Name of Bid [insert: Name of Bid from Bid Data Sheet] proposed by (the "Authority")

including but not limited to signing and submission of all applications, bids and other documents

and writings, participate in bidders' 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 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 Scheme and/or upon award thereof to us and/or till the entering into of the

Agreement with the Authority.

AND we hereby agree to 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 and 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 . . . . . . . . . . . . . . .

(Signature, name, designation and address)

(Signature, name, designation and address of the Attorney)

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

The Power of Attorney should be executed on a non-judicial stamp paper of Rs. 300 (three

Hundred) and duly notarized by a notary public.

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 favor of the

person executing this Power of Attorney for the delegation of power here under on behalf of the

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

To be submitted on Non-Judicial Stamp paper of Rs. 300.00duly signed by authorized

Notary Signed by an authorized PERSON of the Firm/agency

1. I/we undersigned, do here by certify that all the statements made in the required

attachments are true and correct.

2. The under signed also here by certifies that neither our firm/agency

M/s………………………………… nor any of its constitute partners have abandoned any

work or any contract awarded to us for such works have been rescinded or

neither Black listed nor Debarred from any Govt. Semi Government Any

Institutional firm or private companies, during last Five years prior to the date

of this application.

3. The undersigned here by authorized(s) and request(s) any bank, person, firm or

Authority to furnish pertinent information deemed necessary and request by the

Department to verify this statement or regarding my(our) competence and

general reputation.

4. The under signed understands and agrees that, further qualifying information

may be requested, and agrees to furnish any such information at the request of

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

To be submitted on Non-Judicial Stamp paper of Rs. 300.00 duly signed by authorized

Notary Signed by an authorized PERSON of the Firm/agency

1. I/we agree that, the decision of the Rajkot Municipal Corporation for selection of

applicants will be final and binding to me/us.

2. All the information and data furnished herewith correct to my/our best of

3. I/we agree that, we have no objection, if inquiries are made about our works, its

related areas and any other inquiry regarding all details, projects and works

listed by us in the post qualification documents at any stage

4. I/we undersigned on behalf of our firm M/s…………………………………………. hereby

given undertaking that I/we am/are jointly and severally responsible to meet the

liabilities over and above the business of the firm and make good the above

financial loss sustained by the Authority as a result of my/our abandoning the

work entrusted to me/us/this firm.

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

Qualification and Experience and Employment status of all key personal who are

proposed for Administrator &execution of the Contract.

a Name of the Applicant

b Address of the Registered Office

e Email address

g Web-site, if any

2 Please furnish office address.

b Contact Phone No

a Year of establishment (enclose

Documentary evidence):

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

b No. of years of experience in

the: Relevant field (Minimum

experience Required is as per

ITB-Key Experts in relevant

4 Type of the Organization

(Whether: Proprietorship,

Partnership, Private Ltd, Co-

operative body etc)

5 Name of the Proprietor/Partners/Directors of the Applicant with Addresses

a Details of Registration–

Whether: Partnership firm,

b Name of Registering Authority,

Date& Registration Number

7 Name & Address of Banker

8 Weather an assessment of

Income Tax. If: So, mention

Permanent Account No.(Enclose

document evidence)

9 Please mention Service Tax

Registration (Encl.

Documentary evidence)

10. Furnish details of consultants/specialist whose

Rajkot Municipal Corporation – RMC

RFP for Engagement of Consultant Cum Transaction Advisor for Development of Rajkot Convention &

Exhibition Centre Based on PPP Model, Atal Smart City – Rajkot

Services are generally availed of by the applicant

1 Project Management

2 PPP Consultant

3 Urban Designing Consultant

4 Financial Expert

11. Furnish details of

A. Office infrastructure at main Office

1 Carpet area of Office

2 No. of Architects

3 No. of Engineers

4 No. of Interior Designer

5 No. of legal expert

B. If the main office is not located in Rajkot, Please Furnish details of office

infrastructure in Rajkot

1 Carpet area of Office (Sq.m)

2 No. of Urban Planner

3 No. of Engineers

4 No. of PPP expert

5 No. of other expert

(Provide details of Each Expert)

Rajkot Municipal Corporation – RMC