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FORM NO. GCC/Supply-1/Rev.

NUCLEAR POWER CORPORATION OF INDIA LIMITED


(A GOVERNMENT OF INDIA ENTERPRISE)
DIRECTORATE OF CONTRACTS AND MATERIALS MANAGEMENT

GENERAL CONDITIONS OF CONTRACT


FOR SUPPLY OF INDIGENOUS STORES

APPLICABLE TO THE CONTRACTS PLACED BY


NUCLEAR POWER CORPORATION OF INDIA LIMITED

28/12/2016
GCC/SUPPLY-1/R-4

GENERAL CONDITIONS OF CONTRACT


FOR SUPPLY OF INDIGENOUS STORES

PLACED BY
NUCLEAR POWER CORPORATION OF INDIA LIMITED
(A GOVERNMENT OF INDIA ENTERPRISE)

Preamble

1.1 The scope of the Contract shall be design, engineering, manufacture, inspection, test, supply,
transportation & delivery, as the case may be, of the Stores, plants, materials, components, equipment,
machineries, instruments, appliances and accessories, in accordance with the technical specifications
and drawings of the Contract documents.

1.2 The General Conditions of Contract (GCC/Supply-1/R-4) shall form a part of the Contract.

1.3 In case of any variance between the terms and conditions of the General Conditions of Contract
(GCC/Supply-1/R-4) and the conditions as may be stipulated in the Contract, the latter shall prevail to
the extent applicable.

1.4 All the rights, discretion and powers of the Purchaser under the Contract shall be exercised by the
Purchaser through written communications, which shall be given by the Executive Director, Directorate
of Contracts and Materials Management or other officers authorised by him for and on behalf of the
Purchaser.
NUCLEAR POWER CORPORATION OF INDIA LIMITED
General Conditions of Contract for Supply of Indigenous Stores

INDEX
CONTENTS Page No.
1. General Provisions 5
1.1 Definitions
1.2 Interpretations
1.3 Communications
1.4 Language
1.5 Governing Law
1.6 Jurisdiction
1.7 Priority of Documents
1.8 Contractors Documents
1.9 Purchasers Documents
1.10 Confidentiality
1.11 Consortium / Joint Venture / Partnership
1.12 Country of Origin
1.13 Independent Contracts

2 The Purchaser 11
2.1 Accuracy of Information
2.2 Permit, Licences or Approvals
2.3 Free Issue Material
2.4 Purchasers Representatives

3 The Contractor
3.1 General Obligations 11
3.2 Permit, Licences or Approvals
3.3 Compliance with law
3.4 Securities
3.5 Contractors Representative
3.6 Sub-contracting
3.7 Subletting or Assignment of Contract
3.8 Quality Assurance
16
4 Subject Matter of Contract
4.1 Scope of facilities
4.2 Delivery Schedule

5 Contract Price and Payment 17


5.1 Contract Price
5.2 Price Basis
5.3 Currency of Payment
5.4 Price Adjustment
5.5 Price Adjustment Formula
5.6 Terms of Payment
5.7 Application for Payment
5.8 Mode of Payment
5.9 Interest on delayed payment
5.10 Recovery of Advance Payments in case of breach of contract
5.11 Recovery of Sums Due
5.12 Taxes and Duties

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6 Guarantee, Liability and Risk Distribution 25


6.1 Completion Time Guarantee
6.2 Delay in Supply
6.3 Functional Guarantee
6.4 Defect Liability
6.5 Transfer of Ownership
6.6 Intellectual Property Rights (IPR) Indemnification
6.7 Indemnity Against Loss / Damage
6.8 Indemnity for Taxes and Duties
6.9 Limitation of Liability
6.10 Insurance
6.11 Force Majeure
6.12 Liability of the Government of India

7 Work Program 35
7.1 Contractors Organisation
7.2 Program of Performance
7.3 Work Procedures
7.4 Progress of Performance
7.5 Progress Report
7.6 Hindrances

8 Design and Engineering 36


8.1 General Design Obligation
8.2 Codes and Standards
8.3 Review / Approval of Contractors Documents

9 Procurement and Supply 38


9.1 General Provisions
9.2 Free Issue Materials (FIM)
9.3 Packing and Marking
9.4 Transportation
9.5 Custom Clearance
9.6 Training
9.7 Manuals

10 Quality Assurance, Inspection, Acceptance and Rejections 43


10.1 Quality Assurance Program
10.2 Inspection, Testing and Rejection
10.3 Supervision of Erection & Commissioning

11 Changes in the Scope of Work 46


11.1 Right to vary
11.2 Changes Originating from Purchaser
11.3 Changes Originating from Contractor

12 Time Extension 47
12.1 Extension of Time for Completion

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13 Foreclosure and Termination 48


13.1 Foreclosure of Contract
13.2 Cancellation / Termination of Contract in Full or Part
13.3 Termination on Death

14 Settlement of Disputes 52
14.1 Settlement by Mutual Consultation
14.2 Arbitration
14.3 General

15 Abbreviations Used 54

List of Annexures

Annexure-A : Format for Advance Bank Guarantee


Annexure-B : Format for Security Deposit
Annexure-C : Format for Performance Bond
Annexure-D : Format for Application for Payment
Annexure-E : Format for Indemnity Bond against Free Issue Material
Annexure-F : Format for Certificate towards Excise Duty
Annexure-G : Format for Certificate towards Sales Tax
Annexure-H : Format for Certificate towards Service Tax

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1 GENERAL PROVISIONS
1.1 Definitions
1.1.1 "Acceptance shall mean and deemed to include one or more of the following as stipulated in the
tender:
a) acceptance of the Stores at Purchasers Site after its receipt and due inspection and release of
Material Receipt Voucher (MRV), which should be completed within 75 (seventy five) days from
the date of receipt of the Stores at Purchasers Site, subject to the Contractor meeting the
requirements stipulated in the Contract.
b) where the scope of the Contract includes supply, erection and commissioning, acceptance shall mean
issue of necessary Material Receipt Voucher after commissioning and final acceptance of Equipment,
Machinery and Instrument etc. which should be completed within 75 (seventy five) days from the
date of commissioning of the Stores at Purchaser's Site, subject to the Contractor meeting the
requirements stipulated in the Contract.

1.1.2 Bid shall mean the tender offer and quotation in response to the Tender Enquiry.

1.1.3 Change Order" shall mean a written amendment to the existing contract or a new contract from the
Purchaser to the Contractor after the Effective Date of the contract requiring a change in any part of the
Stores that may involve
a) a change in the scope of work,
b) addition / omission of work, and
c) a change in any of the provision / scope of the contract.

1.1.4 Consignee shall mean the authorised representative or officer of the Purchaser at site to whom the
Stores are required to be delivered in the manner indicated in the Contract.

1.1.5 "Contractor shall mean firm / company / joint venture / consortium with whom or with which the
purchase order for the supply of Stores is placed and shall be deemed to include the Contractors legal
successors and/or assignees (approved by the Purchaser), representatives, heirs, executors and
administrators unless excluded by the Contract.

1.1.6 "Contract" or "Purchase Order" shall mean the communication or document signed for and on behalf
of the Purchaser by an Officer duly authorised confirming the acceptance for and on behalf of the
Purchaser of Tender or Offer of the contractor on the terms and conditions mentioned or referred to in the
said communication and other documents including Tender Document, Terms and Conditions of the
contract and such other documents as may be expressly incorporated in the Contract by reference and all
mutually agreed amendments in writing made to any of them

1.1.7 Contractual Delivery Date shall mean the stipulated date on which the contractor shall attain
completion of the Supply of Stores, as specified in the purchase order.

1.1.8 Contract Price shall mean the price as specified in Section A Item and Price Schedule of the
Contract subject to such addition and adjustment thereof or deduction there from, as may be made
pursuant to the contract.

1.1.9 Day or Days shall mean a Gregorian calendar day or days of twenty-four (24) hours each.

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1.1.10 Defect Liability Period shall mean the period of validity of the warranties given by the contractor
during which the contractor is responsible for defects with respect to the Stores or the relevant part thereof
as provided in GCC clause 6.4 (Defect Liability).

1.1.11 Effective Date or "Commencement Date" shall mean the date of issue of Purchase Order on which
the contract shall come into force.

1.1.12 GCC shall mean this General Conditions of the Contract for Supply of Indigenous Stores.

1.1.13 "Latent Defect" shall mean a defect, inherently lying within the material or arising out of design
deficiency, which do not manifest themselves and/or was not reasonably discoverable during Defect
Liability period.

1.1.14 Month shall mean a month according to Gregorian calendar.

1.1.15 Quality Surveillance Engineer / Inspector shall mean any person appointed by or on behalf of the
Purchaser to inspect or carry out quality surveillance on supplies, stores or work under the Contract or any
person deputed by the Quality Surveillance Engineer for the said purpose.

1.1.16 "Particulars" shall mean the following:


a) Specification(s);
b) Drawing(s);
c) Sealed pattern denoting a pattern sealed and signed by the Quality Surveillance Engineer;
d) Proprietary make denoting the produce of any individual firm; and
e) Any other details governing the construction, manufacture and/or supply as provided in the Contract.

1.1.17 "Party" shall mean Purchaser or Contractor as named in the Contract individually and Parties shall
mean Purchaser and Contractor collectively.

1.1.18 "Performance Test" shall mean all operational checks and tests required to determine the performance
parameters including inter-alia capacity, efficiency and operating characteristics of the Stores as specified
in the Contract.

1.1.19 Plant and Equipment means permanent plant, equipment, machinery, apparatus, systems, articles and
things of all kinds to be provided by the Contractor under the Contract including the spare parts, tools &
tackles to be supplied by the Contractor.

1.1.20 Project Manager shall mean the person appointed by the Purchaser in the manner provided in GCC
sub-clause 2.4.2 (Purchasers Representatives) hereof and named as such in the Contract.

1.1.21 "Purchaser" shall mean the Nuclear Power Corporation of India Limited, a Government of India
Enterprise acting through Executive Director, Directorate of Contracts & Materials Management.

1.1.22 SCC shall means Special Conditions of the Contract hereof.

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1.1.23 "Shipping Release" shall mean the document issued by the inspector or the inspection agency nominated
by the Purchaser authorising the Contractor to ship the Stores on satisfactory completion of inspection.

1.1.24 Site means the place(s) where the Stores are to be supplied and any other places as may be specified in
the Contract as forming part of the Site.

1.1.25 "Stores shall mean and include what the Contractor agreed to supply under the Contract as specified in
the Contract and shall include inter-alia goods and materials, equipment, machinery, components,
instruments, appliances, accessories and plant.

1.1.26 Sub-contractor shall mean any person on whom preparation of any design, or supply of any Stores
and Other Service(s) is subcontracted directly or indirectly by the Contractor and includes its legal
successor or permitted assignees, and unless otherwise stated, all the Sub-contractors and suppliers to
such Person and the term Sub-Contract shall be construed accordingly.

1.1.28 Willful Misconduct shall mean that the Contractor has intentionally concealed the defect in full
knowledge of the consequences that may flow from its existence and the defect is one, which the
Purchaser could not have discovered on careful examination of the Plant at the time of acceptance or
during the Defect Liability Period.

1.2 Interpretation
1.2.1 In the Contract, except where the context requires otherwise:
(a) words indicating one gender include all genders;
(b) words indicating the singular also include the plural and words indicating the plural also include the
singular;
(c) provisions including the word agree, agreed or agreement require the agreement to be record in
writing;
(d) the word tender is synonymous with bid, tenderer with bidder and tender documents with
bidding documents; and
(e) written or in writing means hand-written, type-written, printed or electronically made, and
resulting in a permanent record.

The marginal words and headings shall not be taken into consideration in the interpretation of these
Conditions.

1.2.2 Persons
Words incorporating persons or parties shall include firms, consortiums, corporations, government
entities and other bodies whether incorporated or not but having legal entity.

1.2.3 Incoterms
Unless inconsistent with any provision of the Contract, the meaning of any trade term and the rights and
obligations of parties there under shall be as prescribed by Incoterms 2000.
Incoterms means international rules for interpreting trade terms published by the International Chamber of
Commerce (latest edition), 38 Cours Albert 1er, 75008 Paris, France.

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1.2.4 Entire Agreement


The Contract constitutes the entire agreement between the Purchaser and Contractor with respect to the
subject matter of Contract and includes all written communications, negotiations and agreements of
parties with respect thereto made prior to the date of Contract that are included as reference in the
Contract.

1.2.5 Non-waiver
No relaxation, forbearance, 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.
Any waiver of a partys 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.

1.2.6 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.

1.3 Communications
1.3.1 Unless otherwise stated in the Contract, all communications to be given under the Contract shall be in
writing, and shall be sent by personal delivery, airmail post, special courier or facsimile to the address of
the relevant party set out in the Contract.

1.3.2 For communications to be sent by the Purchaser to the Contractor, the following provisions shall apply:
a) Any communication sent by airmail 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
airmail or special courier.
b) Any communication delivered personally or sent by facsimile shall be deemed to have been delivered
on date of personal delivery or date of its dispatch, as the case may be.

1.3.3 Communications shall be deemed to include any approvals, consents, instructions, notices, orders,
amendment to the Contract and certificates to be given under the Contract.

1.3.4 Either party may change its postal, facsimile address or addressee for receipt of such communication by
10 days notice to the other party in writing.

1.4 Language
1.4.1 The ruling language of the Contract and language for communication shall be English.

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1.5 Governing Law


1.5.1 The Contract shall be governed by the law of the country. The country unless otherwise stated in the
contract shall be India.

1.6 Jurisdiction
1.6.1 The courts in Mumbai shall have exclusive jurisdiction to deal with and decide all disputes arising out of
related Contract.

1.7 Priority of Documents


1.7.1 The documents forming the contract are to be taken as mutually explanatory of one another. For the
purposes of interpretation, the priority of documents shall be in accordance with the following sequence:
a) the Contract Agreement / Purchase Order
b) the Special Conditions of Contract (SCC)
c) the General Condition of Contract (GCC)
d) the Tender (including technical specifications, drawings, etc.) document, other than Sr. (b) & (c)
above.

1.8 Contractors Documents


1.8.1 As between the Parties, the Contractor shall retain the rights for which the Contractor has copyrights and
other intellectual property rights (IPR), and for all other documents prepared / created in the course of
execution of the Contract, the IPR will remain with the Purchaser.

1.8.2 The Contractor shall be deemed to give to the Purchaser a non-terminable transferable non-exclusive
royalty-free licence to copy, use and communicate the contractors documents, including making and
using modifications of them. This licence shall:
(a) apply throughout the actual or intended working life (whichever is longer) of the relevant parts of the
Stores,
(b) entitle any person in proper possession of the relevant part of the Stores to copy, use and
communicate the contractors documents for the purposes of completing, operating, maintaining,
altering, adjusting, repairing and decommissioning the Stores, and
(c) in the case of contractors documents which are in the form of computer programs and other software,
permit their use on any computer on the Site and other places as envisaged by the Contract, including
replacements of any computers supplied by the Contractor.

1.9 Purchasers Documents


1.9.1 As between the Parties, the Purchaser shall retain the copyright and other intellectual property rights in
the Specification, the Drawings and other documents made by (or on behalf of) the Purchaser. The
Contractor may, at his cost, copy, use, and obtain communication of these documents for the purposes of
the Contract. They shall not, without the Purchasers consent, be copied, used or communicated to a third
party by the Contractor, except as necessary for the purposes of the Contract and with prior consent of the
Purchaser.

1.10 Confidentiality
1.10.1 The Contractor shall take necessary steps to ensure that all persons employed on any work in connection
with this Contract have noticed that the Indian Official Secrets Act, 1923 (XIX of 1923) applies to them
and shall continue to apply even after the execution of the Contract.

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1.10.2 All information, drawings, designs and specifications imparted to the Contractor shall, at all times, remain
the absolute property of the Purchaser. The Contractor shall not use them for purposes other than for
which they are provided for and shall treat all these documents as confidential. These shall not be
reproduced in whole or in part for any other purpose.

1.10.3 The Contractor shall use his best endeavours to ensure that such information are not divulged to third
parties except where needed for the performance of the Contract by the Contractor with the prior consent
of the Purchaser. In such cases, the Contractor shall ensure and obtain similar obligation of confidence,
from third parties in question.

1.10.4 The Contractor shall at his own cost procure from his own employees, agents or sub-contractors (and
agents and sub-contractors of such agents and sub-contractors) the execution of a Confidentiality
Agreement in the form and manner acceptable to the Purchaser and shall do or assist in doing all such
acts, deeds and things to cause such employees, agents and sub-contractors to whom the confidential
information is given, to be bound by all the confidentiality obligations as the Contractor is bound under
this Agreement.

1.10.5 The provisions of this clause of GCC shall survive termination for whatever reason, of the Contract.

1.11 Consortium / Joint Venture / Partnership


1.11.1 Joint and Several Liability
If the Contractor constitutes a joint venture, consortium or other unincorporated grouping of two or more
entities:
a) each of these entities shall be deemed to be jointly and severally liable to the Purchaser for the
performance of the Contract
b) these entities shall notify the Purchaser one of such entities as their leader who shall have authority to
bind the Contractor and each of these entities.

1.11.2 Changes in Constitution


Where the Contractor is a partnership firm, Joint Venture or consortium, prior approval in writing of the
Purchaser shall be obtained before any change is made in the constitution of the contractor.
If prior approval as aforesaid is not obtained, the contract shall be voidable in accordance with the GCC
clause 13.2 (Cancellation / Termination of Contract in Full/Part) at the Purchasers discretion.

1.12 Country of Origin


1.12.1 Country of Origin means the place where the materials, equipment and other supplies for the Facilities
are mined, grown, produced or manufactured, and from which the services are provided.

1.13 Independent Contracts


1.13.1 The Contractor shall be an independent contractor performing the Contract. The Contract does not create
any agency, partnership, joint venture or other joint relationship between the parties hereto.
Subject to the provisions of the Contract, the Contractor shall be solely responsible for the manner in
which the Contract is performed. All employees, representatives or Subcontractors engaged by the
Contractor in connection with the performance of the Contract shall be under the complete control of the
Contractor and shall not be deemed to be employees of the Purchaser, and nothing contained in the

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Contract or in any subcontract awarded by the Contractor shall be construed to create any contractual
relationship between any such employees, representatives or Subcontractors and the Purchaser. The
Contractor shall indemnify the Purchaser for any loss suffered or costs incurred by the Purchaser on
account of any claims raised by the representatives, employees or third parties to whom the contractor is
solely responsible in terms hereof or under the Contract.

2. THE PURCHASER
2.1 Accuracy of Information
2.1.1 The Purchaser shall ensure the accuracy of all information and/or data to be supplied by the Purchaser as
described in the Technical Specification of the Tender, except when otherwise expressly stated in the
Contract.

2.2 Permits, Licenses or Approvals


2.2.1 The Purchaser shall provide, at the request of the Contractor, such reasonable assistance in the form of
issue of necessary certificates as required under law so as to allow the Contractor to obtain any permits,
licenses or approvals required by the Laws of the Country, which the Contractor is required to obtain
under GCC clause 3.2, for the delivery of Goods including clearance through customs. However, no
claims can be made by the contractor with respect to this clause. The Contractor shall bear all cost charges
and expenses for the licenses, permits and approvals required to be obtained by him under clause 3.2
hereof.

2.2.2 The Purchaser shall acquire and pay for all permits, approvals and/or licenses from all local, state or
national government authorities or public service undertakings that such authorities or undertakings
require the Purchaser to obtain them in the Purchasers name, and are necessary for the execution of the
project.

2.3 Free Issue Material


2.3.1 The Purchaser shall provide Free Issue Material (FIM) if specified in the tender, to Contractor, as per
quantities/sizes indicating costs of such free issue material mentioned in the tender.

2.4 Purchasers Representatives


2.4.1 Senior General Manager / General Manager / Additional General Manager / Deputy General Manager,
C&MM as mentioned in the Contract is the Purchasers representative for all commercial matters of the
Contract.

2.4.2 Project Manager: The Project Manager as mentioned in the Contract will be the Purchasers
representative for all technical matters under the Contract and will remain the nodal agency for this
purpose during the execution of the Contract.

3 THE CONTRACTOR
3.1 General Obligations
3.1.1 The Contractor shall design (to the extent specified in the Contract), procure / manufacture (including
associated Purchases and/or sub-contracting), inspect, test, pack and supply the Stores with due care and
diligence in accordance with the Contract and with the Purchasers instructions, and shall remedy any
defects in the Stores occurring in defect liability period, and remedy latent defects within a further period
of five (05) years from end of defect liability period.

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3.1.2 The Stores supplied by the Contractor shall be brand new of the best quality and workmanship and shall
comply in all respects with Particulars of the Contract. When completed, the Stores shall be fit for the
purposes for which the Stores are intended as defined in the Contract.

3.1.3 The Contractor shall, whenever required by the Purchaser, submit details of the arrangements and
methods which the Contractor proposes to adopt for the execution of the Contract. No significant
alteration to these arrangements and methods shall be made without this having previously been notified
to the Purchaser.

3.1.4 The Contractor shall be deemed to have carefully examined all Contract documents and obtained
clarifications from the Purchaser where needed to his entire satisfaction before submitting the bid. In
particular and without prejudice to the foregoing conditions and in addition thereto, when tenders are
called for furnishing Particulars, the Contractors tender to supply in accordance with such Particulars
shall be deemed to be an admission on his part that he has fully acquainted himself with the details thereof
and no claim on his part which may arise on account of non-examination or misunderstanding of the
Particulars will, in any circumstances, be considered/payable by the Purchaser.

3.2 Permits, Licenses or Approvals


3.2.1 The Contractor shall, at his own cost, acquire in its name all permits, approvals and/or licenses from all
local, state or national government authorities or public service undertakings in India that are necessary
for the performance of the Contract. The Contractor shall also acquire all other permits, approvals and/or
licenses that are not the responsibility of the Purchaser under GCC sub-clause 2.2.2 hereof and that are
necessary for the performance of the Contract.

3.3 Compliance with law


3.3.1 The Contractor shall comply with all laws in force in India and in the States where the Stores are
manufactured. The laws will include all local, state, national or other laws that affect the performance of
the Contract and bind upon the Contractor. The Contractor shall indemnify and hold harmless the
Purchaser from and against any and all liabilities, damages, claims, fines, penalties and expenses of
whatever nature arising or resulting from the violation of such laws by the Contractor or its personnel,
including the Sub-contractors and their personnel, but without prejudice to GCC clause 2.1 (Accuracy of
Information) hereof.

3.4 Securities
3.4.1 The contractor shall provide the securities in favour of the Purchaser in the form of bank guarantees as
stated in GCC sub-clause no. 3.4.2, 3.4.3 and 3.4.5 here in below subject to the following conditions,
a) The bank guarantee shall be from scheduled commercial bank in India (except co-operative bank) and
shall be governed by Indian Laws and be subject to the jurisdiction of courts in Mumbai, India.
b) The bank guarantees shall be submitted as per the format annexed to this GCC.
c) All bank guarantees are to be sent by the bankers directly to the Purchaser.
d) The value of the bank guarantees submitted towards security of advance payments as per GCC sub-
clause 3.4.3 herein below may be reduced once in six months to the extent of receipt of
items/materials by the Purchaser and the advance amount adjusted against such receipts.

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3.4.2 Security Deposit:


a) Contractor shall furnish Security Deposit for 10% of the total value in respective contract currencies,
for due performance of the said contracts, in the form of a Bank Guarantee within 30 days from the
date of award of contracts and it shall be valid till satisfactory completion of the contract and
submission of Performance Bond Bank Guarantee pursuant to GCC Sub clause 3.4.5 below, plus a
claim period of three months for lodging of claims, if any.

b) If the Contractor fails to provide the Security Deposit Bank Guarantee as stated herein above, within
30 days from the date of issue of Contract such failure shall constitute a breach of contract and the
Purchaser shall be entitled to cancel the Contract and make alternate arrangements for the purchase of
the Stores contracted from other sources at the risk and expense of the Contractor in terms of GCC
sub-clause no. 13.2 (Cancellation/Termination of Contract in Full or Part) hereof and/or recover from
the Contractor the damages arising from such cancellation.

c) In the event, the Contractor fails to fulfil the obligations under the Contract, the Purchaser shall have
the right to encash and appropriate the Security Deposit Bank Guarantee. This right shall be in
addition to and without prejudice to the rights of the Purchaser to recover from the Contractor any
loss or damages that the Purchaser is herein entitled.

3.4.3 Advance / Stage Payments Security

As a pre-requisite for release of advance/stage payments, Contractor shall submit bank guarantee for
equal amount denominated in the currency in which such advance/stage payments are to be released, valid
till completion of supply plus three months claim period.

3.4.4 Where the Contractor fails to complete supply of Stores within the Contractual Delivery Date, the
Contractor shall extend the validity of Bank Guarantee(s) submitted pursuant to GCC clause nos. 3.4.2
and 3.4.3 above, suitably to cover the extended/expected delivery date well in time and in any extent
two(02) months before expiry of original Contractual Delivery Date, failing which, the Purchaser shall
have the right to invoke the Bank Guarantee(s) without prejudice to the terms and conditions of the
contract.

3.4.5 Performance Bond:

a) The contractor shall submit a Performance Bond in the form of Bank Guarantee for an amount equal
to ten (10) percent of the total value of the contract as a security for satisfactory performance and
warranty/ guarantee of the Stores supplied by the Contractor and its sub-contractors under the
contract.

b) The Performance Bond Bank Guarantee shall be submitted on completion of supply and before
release of (balance 10%) final payment and shall remain valid during the complete defect liability
period as per GCC Sub Clause 6.4.1 and any extension to defect liability as per GCC Sub Clause no.
6.4.4 plus a claim period of three (03) months thereafter for lodging of claims.

c) The Performance Bond Bank Guarantee shall also be extended suitably, pursuant to GCC sub-clause
no. 6.4.4 (Extension of Defect Liability), at least thirty days before the expiry of the period of validity
thereof in the event of repair / replacement of any Stores or any part thereof during defect liability

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period to take care of extended defect liability period of Stores repaired/replaced and/or Stores
remaining idle due to such defects and repair / replacement of the same.

3.4.6 In the event the Contractor is required to extend the validity of the Bank Guarantees submitted for
Security Deposit, Advance Payment and Performance Bond for delays attributable to the Purchaser, the
corresponding Bank Guarantee Extension charges shall be borne by the Purchaser.

3.4.7 Indemnity Bond for Free Issue Material (For Fabrication of Items at Contractors works outside
Purchasers site)
The Contractor shall execute an Indemnity Bond in favour of the Purchaser indemnifying the Purchaser
and keeping the Purchaser indemnified to the extent of full value of FIM till such time the entire contract
is executed and proper account for the FIM is rendered by the former to the latter. For this purpose an
Indemnity Bond as per Annexure-E shall be executed by the Contractor.

3.5 Contractors Representative


3.5.1 The Contractor shall appoint the Contractors Representative within fourteen (14) days of issue of the
Purchase Order and shall request the Purchaser in writing to approve the person so appointed. If the
Purchaser makes no objection to the appointment within fourteen (14) days, the Contractors
Representative shall be deemed to have been approved. If the Purchaser objects to the appointment
within fourteen (14) days giving the reason therefore, then the Contractor shall appoint a replacement
within fourteen (14) days of such objection, and the foregoing provisions of this GCC sub-clause no.3.5.1
shall apply thereto.

The Contractors Representative will have to be assisted by senior executives of the company in charge of
each discipline, i.e., Engineering, Planning, Procurement, Manufacturing and Quality Assurance etc. He
shall be vested with powers to take prompt decisions.

3.5.2 The Contractors Representative shall represent and act for the Contractor at all times during the currency
of the Contract. All notices, instructions, information and all other communications to be given by the
Purchaser to the Contractor under the Contract shall be given to the Contractors Representative, except
as herein otherwise provided. All the contractors notices, instructions, information and other
communication under the contract shall be given by the Contractors Representatives in the following
manner.
Regarding,
(a) Commercial Issues: Senior General Manager/ General Manager/ Additional General Manager/
Deputy General Manager, C&MM as specified in the Purchase Order
(b) Technical issues: Project Manager

3.5.3 The Contractor shall not revoke the appointment of the Contractors Representative without the
Purchasers prior written consent, which shall not be unreasonably withheld. If the Purchaser consents
thereto, the Contractor shall appoint some other person as Contractors representative, pursuant to the
procedure set out in GCC sub-clause 3.5.1.

3.5.4 The Purchaser may by notice to the Contractor object to any representative or person employed by the
Contractor in the execution of the Contract who, in the reasonable opinion of the Purchaser, may behave

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inappropriately, may be incompetent or negligent, the Purchaser shall provide evidence of the same,
where upon the Contractor shall remove such person from the execution of the Contract.

3.5.5 If any representative or person employed by the Contractor is removed in accordance with GCC sub-
clause 3.5.4, the Contractor shall, where required, promptly appoint a replacement.

3.6 Sub-contracting
3.6.1 The Contractor shall not sub contract any or all of the work without written consent of the Purchaser. The
Contractor shall be solely responsible to the Purchaser for all work including that of the sub-contractor, if
allowed by the Purchaser.

3.6.2 The corresponding Annexure (List of Approved Subcontractors) to the Contract specifies major items of
supply or services and a list of approved Subcontractors against each item, including vendors. The bidder
in his bid or Part-I bid in the case of two part tender, may indicate additional subcontractors for any of the
given items, for evaluation by the Purchaser and if found acceptable, inclusion of such subcontractor in
approved subcontractors list. In so far as no Subcontractors are listed against any such item, the
Contractor shall prepare and submit to Purchaser a list of Subcontractors for such items for approval and
inclusion in such list. List of sub-vendors as issued with the Contract shall be strictly adhered to for
procurement of goods/services from designated subcontractor(s). However, under very special and extra-
ordinary circumstances, Contractor may request Purchaser for change of subcontractor giving sufficient
reasons and submit name and credentials along with contractors recommendation of subcontractor(s)
proposed by him to the Purchaser for approval, in sufficient time so as not to impede the progress of
work. Approval by the Purchaser for any of the Subcontractors shall not relieve the Contractor from any
of its obligations, duties or responsibilities under the Contract.

3.6.3 The Contactor shall select and employ its Subcontractors for such major items from those listed in the
lists referred to in GCC sub-clause 3.6.2.

3.6.4 All payment to the sub-contractors shall be made by the Contractor.

3.6.5 In the event the Contractor violates the condition for obtaining consent under clause 3.6.1 above, the
Purchaser shall become entitled, in its discretion, to rescind that part of the Contract in respect of which
such violation has taken place, by giving 30 days notice to the Contractor. However, the Purchaser may in
the alternative, scrutinise such Sub-Contract or the Agreement entered into between the Contractor and
the Sub-Contractor, and either, ratify such sub-contract/ agreement subject to any conditions or
stipulations imposed by the Purchaser in that regard, or afford time to the Contractor to rectify/ remedy
his breach.

3.6.6 It will be the duty of the Contractor to make good any defects in the work of the Sub-Contractor or finish
any incomplete work at his own cost, and/or to compensate the Purchaser for any damage done by the
Sub-Contractor to the Property or Project of the Purchaser.

3.7 Subletting or Assignment of Contract


3.7.1 The Contractor shall not sublet, transfer or assign the Contract or any part thereof or bills or any other
benefits, accruing there from or under the contract without the prior written consent of the Purchaser.
Such assignment or sub-letting if approved by the Purchaser shall not relieve the Contractor from any
contractual obligation or responsibility under the Contract.

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3.7.2 Any breach of this condition shall entitle the Purchaser to cancel the Contract or any part thereof and to
purchase from other sources at the risk and cost of the Contractor in terms of GCC sub-clause no. 13.2
(Cancellation/Termination of Contract in Full or Part) hereof and/or recover from the Contractor damages
arising from such cancellation.

3.8 Quality Assurance


3.8.1 Procurement, Manufacture & Supply of Stores by the Contractor or Subcontractor(s) shall be subjected to
Purchasers Quality Assurance (QA) requirement as per GCC clause no. 10 (Quality Assurance,
Inspection, Acceptance and Rejection).

4 SUBJECT MATTER OF CONTRACT


4.1 Scope of Work
4.1.1 Unless otherwise expressly limited in the Technical Specifications, the Contractors obligations cover the
supply of all Plant and Equipment (covering design, engineering, procurement, manufacture, Quality
Assurance, testing, packing & forwarding transportation and delivery at site) in accordance with the plans,
procedures, specifications, drawings, codes and any other documents as specified in the Technical
Specifications. Such specifications include, but are not limited to, supply of Spares and Accessories.

4.1.2 In the case of any class of work for which there is no such specifications as referred to above, such work
shall be carried out in accordance with Bureau of Indian Standards Specifications. In case there are no
such specifications in Bureau of Indian Standards the work shall be carried out as per manufacturers'
specifications. In case there are no such Specifications as referred to above the work shall be carried out
in all respects in accordance with the instructions and requirements of the Project Manager.

4.1.3 The Contractor shall carry out / ensure the manufacture of Stores and all other execution of the
Contract with properly equipped facilities and non-hazardous materials, except as otherwise specified
in the Contract and without any extra cost to the Purchaser.

4.1.4 The Contractor shall, unless specifically excluded in the Contract, perform all such work and/or supply all
such items and materials not specifically mentioned in the Contract but that can be reasonably inferred
from the Contract as being required for efficient functioning of the Stores as per specifications of the
Tender, as if such work and/or items and materials were expressly mentioned in the Contract, and without
any extra cost to the Purchaser.

4.1.5 Alteration Of Specifications, Patterns And Drawings:


a) The Purchaser reserves the right to alter whenever necessary specifications, patterns and drawings. As
from that date, the Stores shall be in accordance with the specifications, patterns and drawings so
altered which the Contractor is bound to comply with.
b) In the event of such alteration involving a revision in the cost, or in the delivery period the same shall
be discussed and mutually agreed pursuant to GCC clause no. 11.2 (Changes Originating from
Purchaser).

4.2 Delivery Schedule


4.2.1 Date of delivery of the Stores stipulated in the Contract, shall be the essence of the Contract and delivery
of Stores must be completed by the dates specified therein. Unless otherwise agreed, the Contract shall
come into force from the date of issue of priced Purchase Order (Effective Date) and accordingly

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contractual delivery period shall be reckoned from that date for the purpose of fixing Contractual Delivery
Date (CDD).

4.2.2 The Contractor shall complete delivery of the Stores (or of a part where a separate time for delivery of
such part is specified in the Contract) within the Contractual Delivery Date (CDD) stated in the contract.
Acceptance by the Purchaser of the Stores delivered by the Contractor after expiry of CDD shall be
subjected to GCC clause no. 6.2 (Delay in Supply).

4.2.3 The Contractor shall also ensure that the work sub-contracted by him is duly completed in time period
specified herein.

5 CONTRACT PRICE AND PAYMENT


5.1 Contract Price
5.1.1 The contract price shall be as specified in Section-A of the purchase order, which shall be stated and
payable in the currency as mentioned in GCC clause no. 5.2 (Price Basis) and 5.3 (Currency of Payment)
below.

5.1.2 For contract(s) with contractual delivery period less than and upto 12 (twelve) months, the contract price
shall be firm. However, contract price for such contracts(s) can be subjected to price adjustment only in
the event of delay attributable to the Purchaser causing actual contract period to exceed 12 (twelve)
months, as provided in GCC Sub clause 5.4.2.

5.1.3 For contracts with contractual delivery period exceeding 12 (twelve) months, the contract price shall be
subjected to price adjustment either on positive or on negative side as per GCC clause nos. 5.4 & 5.5
below to reflect changes in the cost of labour, material etc. Any bid containing a proposal for alternative
system of pricing, other than so specified under GCC clause no. 5.4 & 5.5 below run the risk of rejection.
However, the offer submitted on fixed price basis will not be rejected, but will be treated as the offer with
price adjustment being zero. The offer shall specifically confirm adherence to the price adjustment clause
of the tender, or whether it is on fixed price basis. The name, source and origin of material and labour
indices to be applied for price adjustment shall be as indicated in the bid subject to GCC sub-clause no.
5.5.2 & 5.5.3.

5.1.4 Currency Exchange rate variation for imported raw materials/components shall not be claimed/considered
separately.

5.2 Price Basis


The Contract prices of all items and spares covered under the contract shall be on safe delivery basis to
the Purchasers site as under:
5.2.1 Price break-ups of indigenous items and spares shall be indicated as follows:
i) Ex-works price, including but not limited to CIF value of imported raw material / component required
for indigenous manufacture.
ii) Inland transportation and Transit insurance
The prices of indigenous items and spares shall be exclusive of all taxes, duties, cess, octroi, etc.
CENVAT benefits available to Indian manufacturers shall, however, be taken into consideration in quoted
prices and the Contractor shall pass on the benefits to the Purchaser. CIF value of the imported raw
materials/ components included in the Ex-works prices of indigenously manufactured items shall be

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shown separately for the purposes of 15% price preference loading vis--vis domestically manufactured
goods for availing Deemed Export benefits, if any.

5.2.2 Price break-ups of imported items and spares delivered directly to the Site from Indian port of entry shall
be indicated as follows:
i) FOB prices,
ii) Ocean/Air freight & Marine insurance,
iii) Port handling/clearance, inland transportation and inland transit insurance.
FOB prices shall be inclusive of all taxes, duties, levies, inland transportation up to the port of shipment
and export licensing charges. Other than FOB prices, remaining price elements shall be exclusive of
taxes, duties, cess, octroi, etc. applicable in India.

5.2.3 The prices of Commissioning/Start-up spares shall be included in the basic prices of the main equipment
and these spares are to be essentially dispatched with the respective main equipment only. In case of
shortage of the Commissioning/Start-up spares during the actual erection and commissioning of the main
equipments, additional Commissioning/Start-up spares shall be supplied by the contractor at his own cost
and no customs duty / deemed export benefits for such additional Commissioning/Start-up spares shall be
available.

5.3 Currency of Payment


5.3.1 The contract price shall be in the currency in which price has been stated by the successful bidder in
accordance with the following,
a) For supply of equipment, spares and other materials supplied from abroad and delivered directly to
the Site from Indian port of entry, FOB price of such items shall be in Indian Rupees (INR), and/or
any other three freely tradable foreign currencies or any combination of these currencies. Indian
Contractor, opting for payment in foreign currency, shall comply with the requirements laid down by
Government of India from time to time.
b) For Supply of equipment, spares and other materials from indigenous sources, Ex-works price of such
items inclusive of CIF value of imported raw material / component, shall be in Indian Rupees (INR).
c) Incidental charges for supply of indigenous items like transportation and transit insurance charges up
to the Purchasers site, in Indian Rupees (INR).
d) Ocean/Air Freight, Marine Insurance, Port Handling/Clearance, Local Transportation and Transit
Insurance charges for imported items to be delivered directly to the Purchaser, shall be in Indian
Rupees (INR).
e) Supervision Charges for Erection and Commissioning in INR. Charges for expatriate Supervisor
engaged for erection and commissioning, in INR, and/or any other three freely tradable foreign
currencies.

5.4 Price adjustment


5.4.1 The contract price shall be subjected to price adjustment during the execution of the contract, as provided
herein below. The price adjustment provisions shall not be taken into account for evaluation of offers.

5.4.2 The Contract Price adjustment under GCC clause no. 5.4 & 5.5 will only be applicable for the contracts,
where the original contractual completion period is more than 12 months.

For contract(s) where completion period as stipulated in NIT or Purchase order is less than and upto 12
(twelve) months and where there is a delay which is attributed to the Purchaser, due to which the period

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of the contract exceeds 12 months, the contract price adjustments will be applicable for the extended
period. (For example, where the original contract period is 10 months and there is extension for 3 months,
then adjustment is payable for one month i.e.13th month only). However, the Subscript value of 0
defined in GCC sub-clause nos. 5.5.1 below shall be the indices of the last month of the original contract
period (i.e., the 10th month in the above example).

5.4.3 Only the following components of the contract price will be subject to Price adjustment:
a) Ex-works price of indigenous plant and equipment excluding spares and value of free issue materials
(if any) to be supplied by the Purchaser. The price adjustment will be allowed up-to a ceiling of +/-
twenty percent (20%) of the total Ex-works price component. Price adjustment of individual items
will be allowed to such an extent that net price adjustment of all the items in a given currency does
not exceed this 20% ceiling and shall be payable/ recoverable accordingly.
b) FOB prices of imported plant and equipment excluding spares. The price adjustment will be allowed
up-to a ceiling of +/- twenty percent (20%) of the total FOB price component, in each of the contract
currencies separately. Price adjustment of individual items will be allowed to such an extent that net
price adjustment of all the items in a given currency does not exceed this 20% ceiling and shall be
payable/ recoverable accordingly.

5.4.4 No adjustment of prices is allowed on spares, tools, tackles and accessories. Engineering charges, testing
charges, analysis charges etc shown/payable separately shall also not be eligible for Price Adjustment

5.5 Price Adjustment Formula


5.5.1 The price adjustment formula to be applied to the ex-works/FOB price-component of the items shall be as
follows:

ECl = EC ( F + a.Ml f1+ b.Nl f2 + c.Ol f3+ d.Pl f4+ e.Ql f5+ lb.Ll flb )
M0 N0 O0 P0 Q0 L0
Where,
EC1 = Adjusted ex-works/FOB price-component of items /equipments.

EC = Basic ex-works/FOB price-component of items /equipments.

M, N, O, P & Q = Corresponding published price indices of various materials.

lb = Co-efficient of labour content in the ex-works/FOB cost of item/equipment.

L = Labour index.

F = Fixed portion of the ex-works/FOB component of the items/equipments


which will not be subject to any adjustment.
a, b, c, d & e = Coefficients of major materials involved in the ex-works/FOB price of the
items/equipments. The band of these coefficients is given separately and the
Bidders/ Contractors are required to select from the band the coefficients in
such a way that the sum of all these coefficients, F- Fixed portion and lb-
Labour coefficient shall add up to one.

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f1, f2, f3, f4, f5 . are exchange rate corrective factors for the respective materials and flb is the
exchange rate correction factor for labour with reference to the currency of
the country of origin of index and the respective contract currency (INR),
such that:

f= Z0
Z1

Where, Z is the number of units of the currency of the country of origin of index, which is equivalent to
one unit of contract currency (INR). The exchange rates to be used for calculation of factor f shall be
as per bills selling exchange rates established by The State Bank of India. In the event origin of index
happens to be India, f shall be equal to one (01).

Subscript 0 refers to indices/exchange rates as prevailing on the seventh day prior to the due date of
submission of bid [Submission of both Part - I (Technical & Commercial except Price) and Part II
(Price Bid)]. For the purpose of exchange rate, if this day happens to be a holiday, the nearest previous
working day shall be considered. The Contractor will submit authentic copies of relevant published
indices as on this date applicable to the tender, along with his offer or any time before opening of Price
bid.

Subscript 1 refers to the indices/ exchange rates as on:


a) 90 days prior to the date of dispatch for labour component, and
b) The expiry of 2/3rd period from the date of purchase order to the date of dispatch, for material
component.

For the purpose of this clause, the date of dispatch shall mean Contractual Delivery Date as per
Contract or actual date of dispatch, whichever is earlier. For the purpose of exchange rate, if this day
happens to be a holiday, the nearest previous working day shall be considered for this purpose.

5.5.2 Index of Indigenous Raw materials/components and Labour:


The indices for such material and labour subjected to Price Adjustment shall be clearly named in the offer
submitted. For the materials the indices as published by Reserve Bank of India and for the labour the
indices as published by Labour Bureau Shimla, only shall be applicable

5.5.3 Index of Imported Raw Materials/components:


The indices for such material and labour subjected to Price Adjustment shall be clearly named in the offer
submitted. The indices shall be well established and nationally recognized in the country of manufacture.
If any other index is proposed full justification for its use shall be provided. Preferably only Government
indices shall be used.

5.5.4 The Contractor is also required to provide authentic copies of indices pertaining to applicable end dates
along with each dispatch-wise invoice for arriving at adjusted ex-works/FOB price component without
which the invoices will not be processed.

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5.5.5 Adjusted Contract Price for Supply component


The adjusted contract price shall be:

EC1 + other elements of contract price, if any.

5.5.6 In case of supplies which are delayed beyond the Contractual Delivery Date (as given in the Contract) for
reasons attributable to the Purchaser, the price adjustment provisions shall continue to be applicable for an
additional period equal to delay caused by the Purchaser, subject to GCC sub-clause 5.4.1, 5.4.2 & 5.4.3.
This shall, however not deemed to be automatic extension of Contractual Date of Delivery.

In case of supplies which are delayed beyond the Contractual Delivery Date (as given in Contract) for
reasons attributable to the Contractor or Force Majeure events, the provision of Price Adjustment shall not
be applicable beyond the corresponding Contractual Delivery Date.

In case Supplies are delayed beyond the Contractual Delivery Date (as given in the Contract) and the total
delayed period can be apportioned between delays due to the Purchaser, the Contractor and / or Force
Majeure events, Price adjustments for the period of delay caused by the Purchaser will be allowed
considering as if this delay due to the Purchaser happened first, immediately after Contractual Delivery
Date, irrespective of actual point in time in which such delay by Purchaser occurs. No price adjustment
shall be allowed for delays apportioned to the Contractor and / or Force Majeure events.

5.5.7 The band of the coefficients applicable for price adjustment are given in GCC sub-clause no. 5.5.7.1
below. The Contractor shall choose each coefficient from the bands in such a way that the sum of all these
coefficients ie a, b, c the material coefficients, F- Fixed portion and lb- Labour coefficient shall
add up to one. Further the value of the co-efficients indicating weightage of various materials (a,b,),
weightage of fixed portion and labour portion (F and lb ), applicable indices, source and their base values
for the purpose of price adjustment under this contract are to be furnished by the contractor in his bid or
Part-I bid in the case of two part tender, as per the following formats:

5.5.7.1 Ex-works/FOB component of the Items (excluding spares, tools and tackles)
Value of Coefficient Value of base date indices
Source of
Bidders have to restrict each as prevailing 7 days prior
Sl. No. Item indices
coefficient within these to the date of submission of
used
bands Part-I and Part-II Bid.
1 Fixed portion F : 0.15 -- --
2 Materials
a. a=
b. b=
c. c= Between
d. d= 0.5 to 0.6
e. e=

3 Labour lb= Between 0.25 to 0.35.

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5.6 Terms of payment

5.6.1 Items & Materials (including spares) supplied from indigenous sources as well as those supplied from
abroad for delivery to Site directly from Indian Port of Entry

a) 90% of Ex-works / FOB price will be paid on pro-rata basis along with Transportation, Transit
Insurance charges, Price Adjustment amount and Taxes & Duties and levies as applicable, in full, on
receipt of the Stores at Site and against submission original shipping release, proof of receipt by the
consignee and other documents mentioned in the Contract.

b) Balance 10% Ex-works /FOB price will be released on acceptance of the Stores at Site after
inspection and issue of Site Stores Inspection Report / Receipt Voucher by the consignee (GCC Sub
clause 1.1.1 (a)), submission of bank guarantee by the Contractor for 10% of Purchase Order value
towards performance of stores as per GCC Sub clause 3.4.5 and if required under the Contract, and in
case of contract(s) with Free Issue Material (FIM) Certificate of completion of Free Issue Material
accounting by Purchasers representative and receipt of Receipted delivery challan for return of
balance Free Issue Material (FIM) to Purchaser's Stores.

For Supply of plant /equipments/machinery/instruments including erection and commissioning,


balance 10% (ten) percent of the Ex-works / FOB value for supply plus erection and commissioning
charges and taxes in full as applicable thereon will be released on acceptance of the plant/equipment
/machinery/instruments at Site after commissioning and final acceptance (GCC Sub clause 1.1.1 (b)),
and submission of other documentary evidence as mentioned in the first para of this GCC sub-clause
5.6.1 (b).

5.6.2 Ocean Freight and Marine Insurance, Port Clearance/Handling charges in respect of items supplied from
abroad for delivery to Site directly from Indian Port of Entry :

Ocean freight and Marine Insurance, Port Clearance/Handling charges along with applicable taxes and
duties thereon will be released on pro-rata basis against receipt of items at site i.e. along with 5.6.1 (a)
above.

5.6.3 Testing/ Analysis Charges


Testing/ Analysis charges in full along with Indian taxes and duties as applicable shall be paid on pro-rata
basis on successful completion of corresponding Testing/Analysis, submission of report thereof and
acceptance of the same by the Purchaser.

5.6.4 Supervision of Erection and Commissioning Charges:


Service charges for Supervision of erection and commissioning in full along with Indian taxes and duties
as applicable will be released on successful completion of erection and commissioning.

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5.7 Application for Payment


5.7.1 The Contractors shall submit their invoices for various payments due as per Purchase Order payment
terms, along with application for payment in the prescribed proforma to the Paying Authority named in
the Contract. Proforma of application for payment is enclosed as Annexure-D to the GCC.

5.7.2 Each such application for payment shall be accompanied by all required documents as set forth in the
Contract and/or intimated to the Contractor in advance. The application for payment by the Contractor if
found deficient in any respect, shall not be processed and in such an event, the Purchaser shall intimate to
the Contractor in writing within 15 days of receipt of such deficient application indicating the deficiency
for rectification of the same by the Contractor. Payment will be released within 30 days from the date of
receipt of application for payment complete in all respects and acceptable to the Purchaser.

5.8 Mode of Payment

5.8.1 All payments to the Indian Contractors shall be directly made by the Purchaser through Account Payee
cheque and/or through Wire Transfer/ ECS. In the event of payment through Demand Draft/Pay Order, if
requested by the Contractor, charges for the same shall be to the account of the Contractor.

5.8.2 No payment made by the Purchaser herein shall be deemed to constitute acceptance by the Purchaser of
the Facilities or any part(s) thereof.

5.8.3 The Purchaser reserves the right to carry out post payment audit and technical examination of the final bill
including all supporting vouchers, abstracts etc. The Purchaser further reserves the right to enforce
recovery of any overpayment when detected, not withstanding the fact that the amount of the final bill
may have been included by one of the parties as an item of dispute before an arbitrator appointed under
arbitration clause of this Contract and not withstanding the fact that the amount of the final bill figures in
the arbitration award.

5.9 Interest on Delayed Payment


5.9.1 The Purchaser will pay interest for delay in payments for final 10% basic price [GCC sub-clause no. 5.6.1
(b)] payable on acceptance of items at site at the rate shown in clause 5.9.2 below for the period beyond
95 days from the date of receipt of item(s) till the date of payment subject to receipt of invoice and all
supporting documents in acceptable form by the payment due date.

5.9.2 The Purchaser shall pay to the Contractor interest on the amount of such delayed payment at the rate(s)
stated herein below for the period of delay as per GCC sub-clause no. 5.9.1:

a) For payment in Indian Rupees: For delayed payment, applicable interest rate shall be Prime Lending
Rate (PLR) of State Bank of India.

b) For payment in Foreign Currency: For delayed payment, applicable interest rate shall be London Inter
Bank Offer Rate (LIBOR).

5.9.3 The provisions of this clause 5.9 ( Interest on Delayed Payment ) shall not apply in the event the
Contractor fail to deliver the stores or any part thereof Pursuant to GCC sub-clause 6.1
(Completion Time Guarantee ) within the original Contractual Delivery Date prescribed for the same

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5.10 Recovery of Advance Payments in case of breach of contract


5.10.1 In case the Contractor fails to execute the contract due to reasons not attributable to the Purchaser and
which do not fall under Force Majeure as per the tender conditions, the outstanding advance payments
made shall be recovered, along with the interest at the rate specified herein below. This shall be without
prejudice to the other remedies available to the Purchaser under the Terms and Conditions of the Contract.

5.10.2 Advance Payment in Indian Rupees: Recovery shall be made with Interest at PLR of State Bank of India.

5.10.3 Advance Payment in Foreign Currency: Recovery shall be made with Interest as per LIBOR.
5.11 Recovery of Sums Due
5.11.1 Whenever any claim for the payment of any Liquidated Damages or loss suffered by the Purchaser arises
in terms of money out of the Contract against the Contractor, the Purchaser shall be entitled to recover
such sums from the balance of the total sum, which at any time hereafter may become due to the
Contractor from this Contract or any other Contract with the Purchaser. Should this sum be not sufficient
to cover the amount of damages or loss that may be recoverable, the Contractor shall pay to the Purchaser
on demand the amount due. Purchaser shall also have the right to appropriating, in part or full, the
Security Deposit/Performance Bond submitted by the Contractor to recover any/all of its claims on the
Contractor.

5.11.2 If the Purchaser has made any claim, whether liquidated damages or otherwise against the Contractor
under this Contract or any other Contract with the Purchaser, the payment of all sums payable under the
Contract to the Contractor including the Security Deposit/Performance Bond shall be withheld to the
extent of claims due according to the Purchaser till such claims of the Purchaser are finally paid by the
Contractor, pending which the same will be adjusted. Notwithstanding the provision for recovery through
adjustment, the Purchaser shall be free to recover his claims from the Contractor as per the terms of the
Contract.

5.11.3 All sums payable by way of compensation under any of the conditions of contract shall be considered as
reasonable compensation to be applied to the use of the Purchaser wit++hout reference to the actual loss
or damage sustained; and whether or not any damage shall have been sustained.

5.12 Taxes and Duties


5.12.1 The Contractor shall bear all non-Indian taxes, duties, levies etc. payable upto FOB in respect of sourcing
items from abroad.

5.12.2 Contractor shall be responsible for payment of all Indian Taxes, Duties and all other statutory levies as
applicable in connection with supply of the Stores. This clause shall be read in conjunction with ITT
clause no. 9.0 and contractor can claim reimbursement of Indian Taxes, Duties, Levies paid from the
Purchaser only to the extent provided in the ITT clause no. 9.0. Price Adjustment (GCC clause nos. 5.4
and 5.5) amounts if any, shall be taken into account in Contract Price on which such Taxes, Duties,
Levies etc. are reimbursable by the Purchaser.

5.12.3 For extension in the contractual delivery period for the reasons attributable to the Purchaser and/or Force
Majeure, increase in existing taxes & duties, if any, and new tax component introduced in the extended
period shall be reimbursed to the Contractor, subject to ITT Clause no. 9.0 and submission of
documentary proof. No increase / new tax shall be payable for the delay period due to reasons attributable
to the Contractor.

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5.12.4 In case of any other new indirect taxes / cess, if levied by Government during the contractual delivery
period, the same shall be reimbursed / paid by the Purchaser, as the case may be, at actual against
documentary evidence. This provision shall not apply to changes in Personal Income tax or Corporate
Income tax or to changes in non-Indian Taxes.

5.12.5 Direct Tax:


a) The Purchaser shall have the right to withhold taxes on income, excess profits, royalty and other taxes
from payments due to Contractor under this Contract to the extent that such withholding may be
required by the government of India or any relevant authority thereof or by the government of any
other country, and payment by the Purchaser to the respective governmental office of the amount of
money so withheld will relieve the Purchaser from any further obligation to Contractor with respect to
the amount so withheld.

b) The Purchaser shall, at the time of its payments due to the Contractor, withhold the necessary taxes at
such rate as is required by any Government Authority, unless and to the extent that the Contractor
shall produce to the Purchaser any certificate issued by a Government Authority (having authority to
issue such certificate) entitling the Contractor to receive the payments under the Contract for a
prescribed period without deduction of any tax or deduction at a lower rate.

c) The Purchaser shall provide the necessary withholding tax certificates to the Contractor within the
time stipulated by the relevant law to enable the Contractor to file the same with the Government
Authority as a proof of payment of such taxes.

d) All taxes levied on Contractors corporate income or profits shall be for the account of Contractor and
shall not be reimbursed by the Purchaser. Contractor shall also be responsible for payment of income
taxes of its personnel levied in India or elsewhere.

5.12.6 Indirect Tax:


a) The Purchaser shall, at the time of its payments due to the Contractor, withhold the necessary tax at
source at such rate as is required under the respective state sales tax / value added tax legislation
unless and to the extent that the Contractor shall produce to the Purchaser any certificate issued by a
Government Authority (having authority to issue such certificate) entitling the Contractor to receive
the payments under the Contract for a prescribed period without deduction of any tax or deduction at
a lower rate.

b) The Purchaser shall provide the necessary withholding tax certificates to the Contractor within the
time stipulated by the relevant law to enable the Contractor to file the same with the Government
Authority as a proof of payment of such taxes.

6 GUARANTEES, LIABILITIES AND RISK DISTRIBUTION


6.1 Completion Time Guarantee
6.1.1 The Contractor guarantees that it shall complete the delivery of the Stores covered in the Purchase
Order(or a part for which a separate time is specified in the contract) on or before Contractual Delivery
Date (CDD) specified in the Purchase Order, or within such extended time to which the Contractor shall
be entitled under GCC clause no. 12.1 (Extension of Time for Completion) hereof.

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6.2 Delay in Supply


6.2.1 Should the Contractor fail to deliver the stores or any part thereof Pursuant to GCC sub-clause 6.1.1
within the CDD prescribed for the same, it shall be construed as a breach of the Contract and the
Purchaser shall be entitled at his option to the following:

(a) To receive the facilities after prescribed CDD with the right to recover from the Contractor agreed
Liquidated Damages (LD) at the rate indicated below:

S. Liquidated Damages, Maximum Amount


Delivery Period
No. Rate per Week (1) of L.D. (2)
1. Delivery period @ 1% of the value of 5% of the value of
(as originally stipulated) not delayed/ undelivered delayed/ undelivered
exceeding one year. portion of the supplies of portion of Supplies
Purchase Order, per of the Purchase
week or part thereof Order.
2. Delivery period @ 0.5% of the value of 5% of the value of
(as originally stipulated) delayed/ undelivered delayed/ undelivered
exceeding one year but not portion of the supplies of portion of Supplies
exceeding two years. Purchase Order, per of the Purchase
week or part thereof. Order.
3. Delivery period @ 0.25% of the value of 5% of the value of
(as originally stipulated) delayed/ undelivered delayed/ undelivered
exceeding two years. portion of the supplies portion of Supplies
Purchase Order, per of the Purchase
week or part thereof. Order.

However, the payment of liquidated damages shall not in any way relieve the Contractor from any of
its obligations and liabilities under the Contract.

(b) To terminate the contract in full or in parts as per GCC sub-clause no. 13.2 (Cancellation /
Termination of Contract in Full or Part).

6.3 Functional Guarantees


6.3.1 The Contractor guarantees that during the Guarantee Test, the Stores and all parts thereof shall attain the
Functional Guarantees specified in the Technical Specification of the Contract, subject to and upon the
conditions therein specified.

6.3.2 If, for reasons attributable to the Contractor, the level of the Functional Guarantees in respect of the
equipment designed and supplied by the Contractor are not met at any time upto expiry of Defect Liability
Period, as per the contract, either in whole or in part, the Contractor shall at his cost and expense make
such changes, modifications and/or additions to the Equipment or any part thereof as may be necessary to
meet level of such Guarantees. The Contractor shall notify the Purchaser upon completion of the
necessary changes, modifications and/or additions, and shall request the Purchaser to repeat the Guarantee
Test until the level of the Guarantees has been met. If the Contractor eventually fails to meet the level of
Functional Guarantees, the Purchaser shall have the right of recourse to levying damages as specified in
the Contract, without prejudice to any other rights of the Purchaser under the contract.

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6.4 Defect Liability


The Contractor shall warrant that the Stores, Plant & Equipments supplied under the Contract shall be
brand new, free from defects, manufactured with the latest state-of-art of manufacture and conform
strictly in accordance with the technical specifications, drawings and data sheets of the Contract. No
deviation from these specifications or alteration shall be made without specific and written accord of the
Purchaser. All Stores shall be guaranteed to be of the best quality of their respective kinds and shall be
free from defects in the design engineering, materials, workmanship, and be of specified size and capacity
so as to fulfil in all respects the requirements of the Purchaser as specified in the Contract.

6.4.1 Defect Liability Period


a) Items / Equipment / System / Spares / Tools / Tackles / Accessories

The defect liability period shall be 18 months from the date of receipt of items at site or 12 months
from the date of acceptance, whichever occurs first.

6.4.2 Contractors Liability for Defective Stores / Facilities


The Purchaser may accept the Store, if it is complete in all respects or alternatively accept the same on
such terms as may be considered appropriate. If the Stores after the acceptance thereof is found to have
defects, latent or otherwise, notwithstanding that such defects could have been discovered at the time of
inspection, or any defects therein are found to have developed during the Defect Liability Period while
under proper use or subsequently it is found that Stores failed to fulfil the requirements or Particulars of
the Contract, the Purchaser shall be entitled to give a notice to the Contractor during Defect Liability
Period and within two (2) months thereafter, setting forth details of such defects or failure and the
Contractor shall forthwith make the defective Stores good or alter the same to make it comply with the
requirements of the Contract at his own cost.

Further if in the opinion of the Purchaser, defects are of such a nature that the same cannot be made good
or repaired without impairing the efficiency or workability of the Stores or if in the opinion of the
Purchaser, such opinion being final, the Stores cannot be repaired or altered to make it comply with the
requirements of the Contract, the Contractor shall remove and replace the same with a Stores conforming
in all respects to the stipulated specifications, at the Contractor's own cost.

If the repair, replacement or making good is of such a character that it may affect the efficiency of the
Stores or any part thereof, the Purchaser may give to the Contractor a notice requiring that certain tests of
the defective part of the Stores shall be made by the Contractor immediately upon completion of such
remedial work, whereupon the Contractor shall carry out such tests at his own cost.

If such part fails the tests, the Contractor shall carry out further repair, replacement or making good (as
the case may be) until that part of the Stores passes such tests. The tests shall be agreed upon by the
Purchaser and the Contractor.

The Contractor shall also be responsible for any loss or damage to the Stores caused by the Contractor or
its Subcontractors in the course of any work carried out, pursuant to GCC Clause 6.4 (Defect Liability).

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6.4.3 Failure to Remedy Defects


If the Contractor fails to make the desired repairs/replacement within 15 days of issue of notice pursuant
to GCC Sub clause 6.4.2 then such repairs/ replacement at the cost of the Contractor shall be carried out
by the Purchaser, with Stores of the same Particulars or when the Stores conforming to the stipulated
Particulars are not in the opinion of the Purchaser readily procurable, such opinion being final, then the
nearest available substitute thereof.

The Purchaser may reject at the cost of the Contractor the whole or any part of the Stores, as the case may
be, which is defective or fails to fulfil the requirements of the Contract and make the desired
repairs/replacement as stipulated above. In the event of such rejection the Purchaser shall be entitled to
use the rejected Stores in a reasonable and proper manner for such time as sufficient to enable the
Purchaser to obtain replacement, as herein before provided.

6.4.4 Extension of Defects Liability Period


a) If the Stores or any part thereof cannot be used by reason of such defect and/or making good of such
defect, the Defect Liability Period of the Stores or such part, as the case may be, shall be extended by
a period equal to the period during which the Stores or such part cannot be used by the Purchaser
because of any of the aforesaid reasons. Upon correction of the defects in the Stores or any part
thereof by repair/replacement, such repair/replacement shall have the Defects Liability Period for a
period of twelve (12) months from the time such repair/replacement of the Stores or any part thereof
has been completed.

b) In addition, the Contractor shall also provide an extended warranty for any such Stores and during the
period of time as may be specified in the SCC. Such obligation shall be in addition to the defect
liability period specified under GCC sub-clause no. 6.4.1.

6.4.5 Latent Defects Liability

At the end of Defects Liability Period, the Contractors liability ceases except for latent defects. The
Contractors liability for latent defects warranty for the plant and equipments including spares shall be a
limited to a period of five (5) years from the end of Defects Liability Period of the respective plant and
equipment including spares.

In case, there is any dispute between the Purchaser and the Contractor regarding latent defects, any of the
parties listed in the Contract or any other third party as mutually agreed upon by the Purchaser and the
Contractor, shall be engaged by the Purchaser for settling the dispute.

The third party, so engaged by the Purchaser shall be paid fee plus reasonable expenditures incurred in the
execution of its duties as mentioned above. These costs shall be initially paid by the Purchaser. In case
of latent defect being proved, such costs shall be recoverable from the Contractor and the Contractor shall
bear and reimburse such costs to the Purchaser.

If the dispute regarding latent defects can not be settled as above, then the dispute shall be settled as per
provision of GCC Clause 14 (Settlement of Dispute)

6.5 Transfer of Ownership


6.5.1 Ownership of the imported stores (including spare parts) supplied by foreign sub-vendor of the main
Indian contractor to be directly delivered to Site shall be transferred to the Purchaser on the High Seas
Sales basis.

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6.5.2 Ownership of the indigenous stores (including spare parts) excluding items of interstate transaction shall
be transferred to the Purchaser when the Stores are brought on to the Site. The Purchaser will issue the
requisite sales tax declaration form(s) in order to get the benefit of any concession in the rate of sales tax.

6.5.3 Ownership of the indigenous stores (including spare parts) covered under interstate transaction shall be
transferred to the Purchaser on sale in transit basis. The Purchaser will issue the requisite sales tax
declaration form(s) in order to get the benefit of any concession in the rate of sales tax. Further, in case of
all components, equipments and materials identified by the Contractor and the Purchaser to be dispatched
directly from the sub-contractors works to Purchasers site in a State different from the State wherein
sub-contractors works are located, the Contractor shall effect sale in transit.

6.5.4 Transfer of title shall not in any way relieve the Contractor of its responsibilities and liabilities under the
contract. Notwithstanding the transfer of ownership of the Stores, the responsibility for care and custody
thereof together with the risk of loss or damage thereto shall remain with the Contractor until Safe
delivery of the Stores to the Purchasers site.

6.6 Intellectual Property Rights (IPR) Indemnification


6.6.1 The Contractor shall at all times indemnify and hold harmless the Purchaser and its employees and
officers from and against all claims which may be made in respect of Stores covered by this contract
against infringement of any right protected by Patent Registration, Law of Designs, Trade Marks, utility
model, copyright and other intellectual property rights registered or otherwise existing.

6.6.2 Provided that such indemnity shall not apply when such infringement has taken place in complying with
the specific directions issued by the Purchaser but the Contractor shall pay any royalties or other charges
payable in respect of any such use, the amount so paid being reimbursed to the Contractor only if the use
was the result of any drawings and/or specifications issued by the Purchaser after submission of the price
bid or revised price bid, if any.

6.7 Indemnity against Loss / Damage


6.7.1 Contractor shall indemnify the Purchaser against any risk of accidents or damage to the Stores till safe
delivery to the Purchasers site.

6.7.2 Contractor shall indemnify the Purchaser against all latent defects of the stores, for a period of five (05)
years from the end (i.e. satisfactory completion) of the Defect Liability period.

6.7.3 The Contractor shall indemnify the Purchaser and keep the Purchaser indemnified to the extent of full
value of Free Issue Material (FIM) issued by the Purchaser for fabrication of items at Contractors works
outside Purchasers site, till such time the entire contract is executed and proper account for the FIM is
rendered by the former to the latter.

6.7.4 The Contractor shall indemnify and hold harmless the Purchaser and its employees and officers, and their
respective agents, against all claims, demands, damages, losses, costs and expenses of whatsoever nature
(including legal fees and expenses) in respect of :
a) bodily injury, sickness, disease or death, of any person whatsoever
b) damage to or loss of any property, real or personal (other than the facilities whether accepted or not)
arising in connection with design, manufacture, supply and delivery of the stores and remedying of any

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defects, unless attributable to any negligence, wilful act or breach of the Contract by the Purchaser, its
employees, officers or their respective agents.

6.7.5 (a) The Contractor shall pay and indemnify the Purchaser against any liability in respect of any fees or
charges payable by him under any Act of Parliament, State Laws, any Government instrument, rule or
order and any regulations or by-laws of any Local authority in respect of the Stores prevailing on the date
of submission of tender.

(b) The Contractor shall indemnify and hold the Purchaser harmless from and against all claims, damages
and expenses arising out of his failure to obtain all permit and licenses which he is required to comply
with in respect of Laws, Ordinances, Regulations of the Central or State Government and/or Local/Public
Authorities.

6.7.6 Right of Recourse under Civil Liability for Nuclear Damages Act 2010 & Rule 2011 thereof;
(a) The Purchaser shall have Right to Recourse against the contractor in accordance with provisions under
Section 17(a) of Civil Liability for Nuclear Damage Act, 2010, with following limitations, as stipulated in
Rule 24 of the Civil Liability for Nuclear Damage Rules, 2011:
The Contractors liability shall be to the extent of the Operators liability under sub-section(2) of Section
6 of the Act or the value of the contract, whichever is less,
AND
The duration of Contractors liability shall be limited to duration of initial license issued by AERB or the
product liability period, whichever is longer.
(b) The term supplier and the duration and extent of suppliers liability are explained in Rule 24 of the Civil
Liability for Nuclear Damage (CLND) Rules, 2011. For any questions relating to suppliers liability
under section 17 of the Civil Liability for Nuclear Damage (CLND) Act, 2010, Government of Indias
clarifications dated February 08, 2015 may be referred to. These have been posted at the websites of
Ministry of External Affairs and the Department of Atomic Energy under the title Frequently Asked
Questions and Answers on Civil Liability for Nuclear Damage Act 2010 and Related Issues.
(c) In regard to contracts with manufacturers of or vendors for supply of systems, equipment, components, or
building of structures, or provision of services to nuclear installations which are operating or are under
construction or those to be installed in future for which NPCIL is the system designer and technology
owner, being responsible for safety design of such installations, NPCIL shall assume the role of supplier
in accordance with the explanation of the term supplier given in Rule 24 of the CLND Rules, 2011 and
in the context of section 17(a) and (b) of the CLND Act, 2010.
(d) Other suppliers can avail the Nuclear Suppliers Special Contingency (Against Right of Recourse)
Insurance Policy provided by the India Nuclear Insurance Pool to cover any liability exposure under
section 17(a) and (b) of the CLND Act, 2010. NPCIL maintains the operators statutory insurance under
the CLND Act, 2010 by subscribing to the Nuclear Operators Liability Policy offered by the India
Nuclear Insurance pool, thereby subrogating to the India Nuclear Insurance pool the operators right of
recourse against suppliers under section 17(a) & (b) of the CLND Act, 2010.

6.8 Indemnity for Taxes and Duties


6.8.1 Contractor hereby protects, indemnifies and holds harmless the Purchaser from any and all claims or
liability for income, excess profits, customs duties, royalty or any other taxes, duties, penalties etc.,
assessed or levied by the government of India or by any appropriate authority thereof or by the
government of any other country against Contractor or its Subcontractor or against the Purchaser for or on
account of any payment made to or earned by Contractor or its Subcontractor hereunder.

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Contractor further protects and holds the Purchaser harmless from all taxes assessed or levied against or
on account of wages, salaries or other benefits paid to Contractors employees or employees of its
Subcontractor and all taxes assessed or levied against or on the account of any property or Equipment of
the Contractor.

6.8.2 Contractor shall give prompt notice to the Purchaser of all matters pertaining to non-payments, payment
under protest or claim for immunity or exemption from any taxes and duties.

6.8.3 The Contractor shall be responsible for filing all necessary Tax returns (including, without limitation,
returns for Corporate Income tax, Personal Income tax, Service tax, Sales tax and Excise Duty) with the
relevant Government Authorities in accordance with all applicable statutory requirements and shall be
responsible for providing all information requested by such Government Authorities.

6.8.4 The Contractor shall also ensure that its subcontractors file such returns as stipulated by the relevant
Government Authorities and furnish such information as requested for by the relevant Government
Authorities.

6.8.5 In certain situations, a Government Authority may treat the Purchaser as the representative assessee of the
Contractor and/or its subcontractors and recover the Taxes due to the Government Authority by the
Contractor or its subcontractors from the Purchaser. In such situations, the Purchaser shall have the
following rights:

(a) The Purchaser shall be entitled to recover from the Contractor, the Taxes paid on behalf of the
Contractor or its subcontractors (together with any costs and expenses incurred by the Purchaser in
connection therewith) or to retain the same out of any amounts to be paid to the Contractor or its
subcontractors that may be in its possession (whether due under this Contract or otherwise) and shall
pay only the balance, if any, to the Contractor; and

(b) If the Purchaser is required to furnish any details or documents in such capacity, the Purchaser shall
request the details or documents to be furnished to it by the Contractor and the Contractor shall
immediately furnish the same to the Purchaser. If the Contractor fails to comply with the foregoing,
any penalty/interest levied on the Purchaser for non-filing or late filing of details or documents in this
regard shall be recoverable from the Contractor.

6.9 Limitation of Liability


6.9.1 Except in cases of criminal negligence or wilful misconduct,
(a) the Contractor shall not be liable to the Purchaser, whether in contract, tort, or otherwise, for any
indirect or consequential loss or damage, loss of use, loss of production, or loss of profits or interest
costs, provided that this exclusion shall not apply to any obligation of the Contractor to pay liquidated
damages and/or any other penalties/recovery etc. specifically provided for in the Contract, to the
Purchaser
(b) the aggregate liability of the Contractor to the Purchaser, whether under the Contract, in tort or
otherwise, shall not exceed the total Contract Price, provided that this limitation shall not apply to the

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cost of repairing or replacing defective equipment, or to any obligation of the Contractor to indemnify
the Purchaser with respect to IPR infringement.

6.10 Insurance
6.10.1 General Requirements for Insurances
The Contractor shall, at his own cost, take out and maintain in effect the following Insurance based on
reinstatement value during the performance of the contract and the Purchaser shall be named as co-
insured under all insurance policies. All Insurers rights of subrogation against co-insured shall be
waived. Deductibles / excesses if any, under the insurance policies shall be borne by the Contractor. The
identity of the insurers and the type of policies shall be subject to the approval of the Purchaser.

Unless otherwise stated, insurances under this sub-clause shall cover all physical loss / damage and third
party liability subject only to minimum compulsory / general exclusions.

Alterations to the terms of insurance shall not be made without the approval of the Purchaser.

The required insurance coverage referred to and set forth in this clause shall in no way affect or limit
Contractor's liability with respect to performance of the work or any obligation under the contract / law.

6.10.2 Insurance of Free Issue Materials


The Contractor shall take out and maintain insurance policy as per GCC Sub-clause No. 9.2.3 (Insurance
of FIM), to cover loss or damage to FIM supplied by the Purchaser.

6.10.3 Cargo Insurance during Transport


During Marine transit (Sea/Air) and Inland transportation, covering loss or damage as per ICC clause
A with War / Strike-Riot-Civil Commotions (SRCC) provisions, for full replacement value of the
consignment/cargo from the Contractors or Sub-contractors works or Stores until arrival at Purchasers
site.

6.10.4 In all insurance policies mentioned in this clause, Purchaser shall be named as Loss Payee.

6.10.5 Unless otherwise provided in the contract, the Contractor shall prepare and conduct all and any claims
made under the policies effected by it pursuant to this GCC sub-clause 6.10 and the monies payable by
any insurers to the Purchaser as Loss Payee shall in turn be paid to the Contractor as per the procedure
outlined in GCC sub-clause 6.10.6 below. The Purchaser shall give to the Contractor all such reasonable
assistance as may be required by the Contractor in preparation and / or settlement of claims with the
insurers. With respect to insurance claims in which the Purchasers interest is involved, the Contractor
shall not give any release or make any comprise with the insurer without the prior written consent of the
Purchaser.

6.10.6 a) Wherever the total damages / loss of equipment / materials would occur, the Contractor would be
entitled to payment to all amounts received from the insurer(s) except the following amounts :

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(i) the amount paid to the Contractor under the contract in respect of equipment / materials /
services damaged / lost, excluding pro-rata initial / mobilization advance but including
the entire amount of Price Adjustment, if any, already paid to the Contractor.
(ii) taxes, duties, and other statutory levies, which have already been reimbursed by the
Purchaser.
In the event the claim money settled is less than the total of the amounts in (i) & (ii) above, then
the entire claim money settled will be retained by the Purchaser and the Contractor will forewith
pay the Purchaser the shortfall amount between the claim money received from the insurer(s) and
the total of the amounts as per (i) & (ii) mentioned above.

Subsequent payments, if any, due under the contract shall be regulated by the relevant terms of
payment.

(b) In case of partial damage to any equipment / material during any stage, upon rectification of the
damaged equipment / material to the satisfaction of the Purchaser, the Contractor shall be paid to
the extent of claims settled by the Insurer(s).

(c) In both the scenarios (a) & (b) above, any amount(s) disputed by the Insurers and / or not settled
/ paid by them shall be to the Contractors account.

6.10.7 The Contractor shall ensure that, where applicable, its sub-Contractor(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 sub-Contractors are covered by the insurance policies taken out by the
Contractor

6.11 Force Majeure


6.11.1 Definition of Force Majeure
Force Majeure shall mean any event which is beyond the control of the Contractor or the Purchaser, as the
case may be, which they could not foresee or with a reasonable amount of diligence could not have
foreseen and which substantially affects the performance of the Contract, such as
a) war, hostilities or warlike operations (whether a state of war be declared or not), invasion, act of
foreign enemy and civil war,
b) rebellion, revolution, insurrection, mutiny, usurpation of civil or military government, civil
commotion,
c) embargo, import restriction, confiscation, nationalization, mobilization, commandeering or requisition
by or under the order of Central, State Government or Local Authority in India or any other act or
failure to act, of any local, state or national government in India,
d) riot, State/region/country wide transporters strike,
e) earthquake, landslide, volcanic activity, fire, flood or inundation, tidal wave, typhoon or cyclone,
hurricane, storm, lightning and pressure waves or other natural disaster,
f) nuclear event causing nuclear radiation, radioactive contamination.

6.11.2 Notice of Force Majeure


If either party is prevented, hindered or delayed from or in performing any of its obligations under the
Contract by an event of Force Majeure, then it shall notify the other in writing of the occurrence of such
event and the circumstances thereof within fourteen (14) days after the occurrence of such event.
A Party shall give notice to the other Party when it ceases to be affected by the Force Majeure.

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6.11.3 Duty to Minimise the effect


The party or parties affected by the event of Force Majeure shall use reasonable efforts to mitigate the
effect thereof upon its or their performance of the Contract and to fulfil its or their obligations under the
Contract.

6.11.4 Consequences of Force Majeure


The party who has given notice of Force Majeure shall be excused from the performance or punctual
performance of its obligations under the Contract for so long as the relevant event of Force Majeure
continues and to the extent that such partys performance is prevented, hindered or delayed. The Time for
Completion shall be extended in accordance with GCC clause no. 12.1 (Extension of Time for
Completion), even though such force Majeure event may occur after Contractors performance of his
obligations has been delayed for other cause.

No delay or non-performance by either party hereto caused by the occurrence of any event of Force
Majeure shall
(a) constitute a default or breach of the Contract,
(b) give rise to any claim for damages or additional cost or expense occasioned thereby;
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 currency of the Contract, the parties will
attempt to develop a mutually satisfactory solution.

6.11.5 Force Majeure Affecting Sub-Contractor


If any Subcontractor is entitled under any contract or agreement relating to Supply of Stores to relief from
Force Majeure on terms additional to or broader than those specified in this Clause, such additional or
broader Force Majeure events or circumstances shall not excuse the Contractors non-performance or
entitle him to relief under this Clause.

6.11.6 Limitations
Anything in this Contract to the contrary notwithstanding:
a) The affected Party shall not be relieved from obligations under this Contract to the extent any gross
negligence of the affected Party aggravates the Force Majeure Event; and
b) Force Majeure shall not apply to obligations of either Party to make payments to the other Party under
the Contract.

6.12 Liability of the Government of India


6.12.1 The Purchaser is an independent legal entity with power and authority to enter into Contracts solely on its
own behalf under the applicable Laws of India and general principles of Contracts Law.

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6.12.2 It is expressly stated that the Purchaser while entering into an agreement with the Contractor is doing so
solely on its own behalf. The Government of India is not a party to the agreement and has no liability,
obligations or rights in the deal.

6.12.3 It is expressly stated that the Purchaser is not an agent, representative or delegate of the Government of
India and the latter shall not be liable for any act, omission, commission, breaches or other wrongs arising
out of the Contract.

6.12.4 Accordingly, the Purchaser expressly waives releases and forgoes any and all actions or claims, including
cross claims, or counter claims against Government of India arising out of the Contract.

7 WORK PROGRAM
7.1 Contractors Organization
7.1.1 The Contractor shall deploy required number of qualified, experienced professionals in design,
engineering, planning, procurement, quality surveillance, etc. as committed under the Schedule of Key
Personnel at the time of submission of tender and shall submit to the Purchaser and Project Manager a
chart showing the proposed organization to be established by the Contractor, for carrying out work at
Contractors / Subcontractors premises. The chart shall include the identities of the key personnel together
with the curricula vitae of such key personnel to be employed within twenty-one (21) days of the
Effective Date. The Contractor shall promptly inform the Purchaser and the Project Manager in writing of
any deletion or alteration of such an organization chart.

7.1.2 The Contractor shall furnish a phase-wise, month-wise detailed organization he proposes to deploy on the
work. The organization set up shall indicate number, category and grade of personnel in different
disciplines, to ensure satisfactory and timely completion of the package contract. Cost and time over runs
arising out of insufficient deployment of manpower and non-supply of materials by contractor will be to
the contractors account.

7.1.3 It is to be noted that time is the essence of contract. In order to achieve the schedules dates and to meet the
targets, the contractor shall plan to carry out all the activities connected with the contract on two shifts or
round the clock shift basis right from the initial stages. Sufficient number of engineering and supervisory
staff and labour force will have to be deployed in each shift to ensure that the schedules/ milestone targets
are met.

7.2 Program of Performance


7.2.1 Within twenty-eight (28) days of the Effective Date, the Contractor shall prepare and submit to the Project
Manager a detailed program of performance of the Contract, made in the form specified in the Contract
or acceptable to the Purchaser and showing the sequence in which it proposes to design, engineering,
procurement, manufacture, inspect test and supply the Stores, as well as the date by which the Contractor
reasonably requires that the Purchaser shall have fulfilled its obligations under the Contract so as to
enable the Contractor to execute the Contract in accordance with the program and to achieve Completion
in accordance with the Contract. The program so submitted by the Contractor shall accord with the Time
Schedule included in the corresponding Section (Time Schedule) of the Contract and any other dates and
periods specified in the Contract.

7.2.2 The Contractor shall update and revise the program as and when appropriate or when required by the
Project Manager, but without modification in the Contractual Delivery Date (CDD) and any extension

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granted in accordance with GCC clause no. 12.1 (Extension of Time for Completion), and shall submit all
such revisions to the Project Manager with a copy to the Purchaser.

7.3 Work Procedures


7.3.1 The Contract shall be executed in accordance with the Technical Specification and as per provision of the
Contract.

7.3.2 The Contractor may execute the Contract in accordance with its own standard project execution plans and
procedures to the extent that they do not conflict with the provisions contained in the Contract.

7.4 Progress of Performance


7.4.1 A meeting will be held in the office of the Project Manager with the Contractors representative every
month to monitor the progress of work.

7.4.2 If at any time the Contractors actual progress falls behind the program referred to in GCC sub-clause no.
7.2 (Program of Performance), or it becomes apparent that it will so fall behind, the Contractor shall, at
the request of the Purchaser or the Project Manager, prepare and submit to the Project Manager a revised
program, taking into account the prevailing circumstances and shall notify the Project Manager of the
steps being taken to expedite progress so as to deliver the Stores within the Contractual Delivery Date
under GCC sub-clause no. 4.2.2, any extension thereof entitled under GCC sub-clause no. 12.1 (Extension
of Time for Completion), or any extended period as may otherwise be agreed upon between the Purchaser
and the Contractor.

7.5 Progress Report


7.5.1 The Contractor shall monitor progress of all the activities specified in the program referred to in GCC
sub-clause no. 7.2 above, and supply a progress report to the Project Manager every month.

7.5.2 The progress report shall be in a form acceptable to the Project Manager and shall indicate: (a) percentage
completion achieved compared with the planned percentage completion for each activity; and (b) where
any activity is behind the program, giving comments and likely consequences and stating the corrective
action being taken.

7.6 Hindrances
7.6.1 The Contractor is required to maintain Hindrance Register for reporting hindrance if any, while executing
the work, in an approved format. The Contractor shall get record of hindrances in the Hindrance
Register(s) approved / endorsed by the Project Manager. Such hindrance in the work endorsed by the
purchasers authority will only be taken into consideration for granting time extension.

8 DESIGN AND ENGINEERING


8.1 General Design Obligation
8.1.1 The Contractor shall undertake all design and engineering to the extent specified in Technical
Specifications and necessary for manufacturing, supply of the Stores in accordance and conformity with
the provisions of the contract.

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8.1.2 In order to ensure effective interface coordination between various items covered under the contract, the
Contractor shall review and provide for all required interfaces between items and also interfaces between
items covered under the contract with all external interfaces to other items covered by Purchaser/ other
contractors and ensure effective and efficient working of the interconnected systems of Purchasers units.

8.1.3 Preparation of design, engineering drawings and other documents for the Stores by the Contractor shall be
such that the Stores manufactured and supplied by the Contractor are capable of meeting the Performance
Guarantees and will be such as could be legally, safely and reliably placed in commercial operation by the
Purchaser in accordance with prudent engineering practices.

8.1.4 The Contractor shall co-operate with the Purchasers other Contractors and suppliers (if any) in the design
and engineering and otherwise accommodate their reasonable interface and interconnection requirements
within the limitations of Contractor's design and scope of work hereunder, provided that Purchaser's other
Contractors and suppliers shall also similarly co-operate with the Contractor. In case of any non-
agreement between the Contractor and Purchasers other contractors & suppliers in this regard, the
decision of the Purchaser shall be final and bidding on all the parties.

8.2 Codes and Standards


8.2.1 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, one (01) day prior to date of Price bid opening shall apply unless otherwise specified. During the
Contract execution, any changes in such codes and standards shall be applied after approval by the
Purchaser and shall be treated in accordance with GCC clause no. 11 (Changes in the Scope of Work).

8.3 Review / Approval of Contractors Documents


8.3.1 The furnishing of engineering drawing/document by the Contractor shall be done in a phased manner in
accordance with the Schedule as specified in the technical specifications and/or as mutually agreed
between the Purchaser and the Contractor. The review of these Drawing/Data by the Purchaser will cover
only general conformance of the Drawing/Data to the specifications and documents. This review and/or
approval by the Purchaser shall not be construed by the Contractor, as limiting any of his responsibilities
and liabilities for mistakes and deviations from the requirements specified under these specifications and
documents. Only deviations accepted by the Purchaser through official letter from Project Manager or
through approved Design Concession Request (DCR) shall be considered as accepted deviations to
Technical Specifications.

8.3.2 The Contractor shall prepare (or cause its Sub-contractors to prepare) and furnish to the Project Manager
the documents after due diligent checking and internal approval of the Contractor, that as per Technical
Specifications require approval or review by the Purchaser. Any part of the Stores covered by or related to
the documents to be approved by the Project Manager shall be executed only after the Project Managers
approval thereof. GCC sub-clauses no. 8.3.3 to 8.3.7 shall apply to those documents requiring the Project
Managers approval, but not to those furnished to the Project manager for its review only.

8.3.3 Within fourteen (14) days of date of receipt by the Project Manager of any document requiring the Project
Managers approval in accordance with GCC Sub-Clause no. 8.3.2 or the agreed date of submission of
such documents as per schedule, whichever is later, the Project Manager shall either return one copy
thereof to the Contractor with its approval endorsed thereon or shall notify the Contractor in writing of its
disapproval thereof and the reasons therefore and the modifications that the Project Manager proposes. If

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the Project Manager fails to take action within the said fourteen (14) days, then the Contractor shall be
entitled to extension of time in accordance with GCC Clause no. 12.1 (Extension of Time for
Completion). For documents submitted by the Contractor for Project Managers approval, beyond
scheduled/agreed date, the Contractors right to claim time extension as above shall stand extinguished.

8.3.4 The Project Manager shall not disapprove any document, except on the grounds that document does not
comply with Technical Specifications of the Tender or applicable codes/ standards or that it is contrary to
good engineering practice.

8.3.5 If the Project Manager disapproves the document, the Contractor shall modify the document and resubmit
it within seven (7) days for the Project Managers approval in accordance with GCC sub-clause no. 8.3.3.
If the Project Manager approves the document subject to modification(s), the Contractor shall make the
required modification(s), where upon the document shall be deemed to have been approved.

8.3.6 The Project Managers approval, with or without modification of the document furnished by the
Contractor, shall not relieve the Contractor of any responsibility or liability imposed upon it by any
provisions of the Contract except to the extent that any subsequent failure that results from modifications
required in writing by the Purchaser.

8.3.7 All costs due to modifications/revisions to documents, drawings and associated re-engineering etc.
required to be carried out by the Contractor due to Purchasers comments on Contractors documents/
drawings etc, shall be to the account of the Contractor.

8.3.8 The Contractor shall be responsible for making all necessary alterations of the Stores/ Facilities which are
occasioned due to any discrepancies, errors or omission in the drawings or other particulars submitted by
the Contractor irrespective of whether these have been approved by the Purchaser or not provided that
such discrepancies, errors or omissions are not because of inaccurate information furnished in writing to
the Contractor by or on behalf of the Purchaser. If the Contractor fails to make such alterations, the
Purchaser may do so at the risk and cost of Contractor. In addition to above, any and all other expenditure
incurred by the Purchaser in this connection shall also be to the account of the Contractor.

8.3.9 The Contractor shall not depart from any approved document unless the Contractor has first submitted to
the Project Manager an amended document and obtained Project Managers approval thereof, pursuant to
provisions of this GCC clause no. 8.3 (Review / Approval of Contractors Documents). If the Project
Manager requests any change in any already approved document and/or in any document based thereon,
the provisions of GCC clause 11 (Change in the Scope of Work) shall apply to such request.

8.3.10 The Contractor shall submit hard copies, reproducible and soft/scanned copies with passwords of all
drawings / documents including all latest/ as built drawings, to the Purchaser.

9 PROCUREMENT AND SUPPLY


9.1 General Provisions
9.1.1 The Contractor shall manufacture and/or procure and transport all the Stores in an expeditious and orderly
manner to the Site. The Contractor shall complete the process of placement of Purchase Order(s) on its
subcontractors and complete the procurement process in the respective time limits specified for these
activities in Technical Specifications.

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9.1.2 Procurement, Manufacture and Supply of Stores by the Contractor or Sub-contractor(s) shall be subjected
to Purchasers Quality Assurance (QA) requirement as per GCC clause no. 10 (Quality Assurance,
Inspection, Acceptance and Rejections).

9.2 Free Issue Materials (FIM)

9.2.1 For certain fabrication of items under supply portion, if specified in the tender, the Purchaser shall
provide Free Issue Material (FIM) to Contractor, as per quantities/sizes alongwith costs of such material
mentioned in the tender.

9.2.2 The Contractor shall submit cutting diagram or appropriate proposal for optimal utilisation of the FIM.
The cutting diagram or such proposal as approved by the Purchaser's Engineer shall form a part of the
Contract.

9.2.3 Unless otherwise specially mentioned in the Contract, on issue of the Contract, the Contractor shall be
advised to collect the FIM from any of the Purchaser's Stores at various sites/ headquarter and shall take
an Insurance Policy for the value of the FIM. The Insurance Policy shall be valid till the contractual/
actual delivery date or till the execution of the Contract and shall cover the following.

INSURED Name and address of the Contractor

BENEFICIARY Nuclear Power Corporation of India Limited, acting through Executive


Director, Directorate of Contracts and Materials Management or any other
officials authorised by NPCIL, .................. (address)

RISKS COVERED Any loss or damage to the Purchasers material due to fire, riot, burglary,
strike, theft, and any damages arising out of external sources such as damages
due to the materials falling on Purchasers materials.

9.2.4 The Contractor shall be responsible for the safety of the FIM after it is received by him and all through
the period during which the materials will remain in his possession. The Contractor shall take all
necessary precautions against any loss, deterioration or destruction of the FIM from whatever cause
arising whilst the said material remains in his possession and/or his custody or control. The Contractor
shall also not mix-up the material in question with any of his goods and shall render true and proper
account of the material actually used. The decision as to whether the Contractor has occasioned any loss,
deterioration or destruction of the FIM whilst in his possession, custody or control from whatever cause
arising, as also the decision regarding quantum of the damages suffered by the Purchaser shall be final
and binding upon the Contractor.

9.2.5 The Insurance Policy with the details indicated at GCC clause no. 9.2.3 shall be furnished by the
Contractor to the Purchaser for acceptance. On acceptance of the Insurance Policy and Indemnity Bond
submitted as per GCC clause no. 3.4.7, by the Purchaser, the Contractor shall lift the FIM from
Purchaser's Stores at his own cost.

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9.2.6 On completion of fabrication or Foreclosure of Contract (GCC clause no. 13.1) or Termination of
Contract (GCC clause no. 13.2), the Contractor shall prepare a full account of the material used for the
fabrication and the balance available with him for return to the Purchaser. This account of FIM shall be
verified and accepted by the Project Manager before the Contractor is allowed to return the balance
material to Purchasers Stores against such authorisation in writing.

9.2.7 The FIM account, accepted by the Project Manager alongwith proof of receipt of balance material by the
Stores Officer (Consignee), shall be produced by the Contractor for the release of the final payment to the
Contractor.

9.2.8 The Purchaser at all times have the right to enter the Contractor's premises where the free issue materials
are stored or where the free issue materials are under manufacture.

9.2.9 The Purchaser at his discretion may allow the balance material such as scrap, cut bits to be retained by the
Contractor in which event the value to be assigned to the balance material will be mutually agreed
between the Purchaser and the Contractor and the agreed amount shall be debited to the Contractor's
account while settling his final payment.

9.3 Packing and Marking


9.3.1 Packing for Shipment shall be in accordance with the packing specification if any, given in the Tender
Document. The Contractor shall be responsible for the Stores being sufficiently and properly packed and
crated for transport by sea, air, rail or road, so as to ensure that they are free from any loss or damages till
their arrival at destination. The packing and marking of packages shall be done by and at the expense of
the Contractor.

9.3.2 Each package shall contain a Packing Note quoting Contract number and date, copy of Shipping Release
and one set of copy of test certificates. Each package shall be marked with name and address of the
Contractor, Contract No and date, brief description of the Stores and name and address of the Consignee,
dimensions, weight, lifting points and special handling instructions, if any.

9.4 Transportation
9.4.1 Unless otherwise stated the Contractor shall give the Purchaser not less than 14 days notice of the date on
which any major plant and machinery or other major goods will be delivered to the Site stating details
such as the description of the Stores, the point and means of dispatch, and the estimated time of arrival at
the Site.

9.4.2 For Contracts placed on free and safe delivery to Purchasers site basis:
i) The Contractor shall transport at his own risk and expense and deliver the Items at the
destination specified by the Purchaser on free and safe delivery basis, by selecting any safe
mode of transport unless otherwise stated in the contract.
ii) Unless otherwise expressly mentioned in the Contract, the Contractor shall pay and bear all
freights and all costs and expenses for transporting the items to the place of delivery specified
in the Contract and the price specified in the Contract shall be inclusive of all such packing,
handling, forwarding, freight and transit insurance charges. The Contractor shall however,
indicate the break up price towards freight and transit insurance charges.
iii) Unless otherwise provided in the Contract, the Contractor shall be entitled to select any safe
mode of transport without any transhipment, to carry the Plant and Equipment.

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iv) The Contractor shall be responsible for obtaining, if necessary, approvals from the authorities
for transportation of the Stores to the Site. The Contractor shall indemnify and hold harmless
the Purchaser from and against any claim for damage to roads, bridges or any other traffic
facilities that may be caused by the transport of the Stores to the Site.
v) The Contractor shall indemnify and hold the Purchaser harmless against and from all
damages, losses and expenses (including legal fees and expenses) resulting from the transport
of Stores and shall negotiate and pay all claims arising from their transport.
vi) In the event any stores or item is damaged, lost, stolen, destroyed or otherwise impaired while
in storage or transit, Contractor shall at its own expense and cost restore or replace such
affected stores or item.

9.4.3 In the case of Contract with Ex-works prices, the Contractor shall arrange transportation of the Stores
after Purchasers prior approval of the selected transporter and transportation charges.

9.4.4 High Seas Sale


All imported capital goods and spares procured by indigenous contractor from foreign sub-contractor, to
be delivered directly to the Purchasers site from the port of import, shall be cleared on High Seas Sale
basis, at the price as shown in the Contract. In the event foreign Sub-contractors invoice values exceeds
the corresponding value shown in the Contract, implication if any towards Customs Duty shall be to the
Contractors account.

The contractor shall furnish all necessary documents for executing the High Seas sale agreement. In case
of delay / failure in submission of documents, the demurrage charges, penalty, sales tax, etc. shall be
borne by the contractor. Not withstanding High Seas sales, the Contractor shall remain responsible for all
work of port handling / clearance, inland transportation to site and till safe delivery of Stores at
Purchasers site.

9.4.5 Documentation for Supply of Imported Items


At least three (3) days prior to the embarkation for India of each shipment of Stores, the Contractor shall
send a tele-fax to Purchaser setting forth the following information concerning each such shipment:
i) A description of the Stores contained in such shipment
ii) The date of embarkation and departure
iii) The port of origin
iv) The means of shipment (air or sea)
v) The estimated date of arrival in India compared with Contract Network Schedule
vi) The port of entry in India
vii) The value of the shipment
viii) The approximate weight and volume (gross and net)
ix) The name, flag and owner of the vessel if shipment is by sea or the designation of aircraft if
shipment is by air and
x) The number and value of bill of lading or airway bill.

Within three (3) days after embarkation for India of each shipment, the Contractor shall send to Purchaser
by courier for information, a copy of each of the following documents:
i) Shipping documents consisting of full set clean bill of lading;

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ii) Declaration made by Contractor by tele-fax to the insurer and confirmation from the insurer that the
subject cargo is insured under marine cargo insurance;
iii) Invoice with itemised prices duly signed by Contractor;
iv) Copy of packing lists for each separate package;
v) Shipping release issued by Purchaser or his authorized representation;
vi) Certificate of origin;
vii) Any other documents needed for import clearance.

9.4.6 Documentation for Supply of Indigenous Items


On the day of transport, the contractor shall send to the Purchaser by courier for information, a copy of
each of the following documents:
i) Transportation documents like airway bill / lorry receipt / railway receipt / delivery challan, etc.
ii) Certificate of insurance;
iii) Invoice with itemised prices duly signed by Contractor.
iv) Copy of packing lists for each separate package;
v) Any other documents needed for excise / octroi clearance.
vi) Shipping release issued by Purchaser or his authorized representation;
vii) Contractor shall also be responsible for obtaining clearances for all indigenous items from excise,
octroi, entry tax etc. for timely and safe delivery of items to the site.

9.4.7 All demurrage, wharfage and other expenses incurred due to delayed clearance of the material for any
reason, other than those for which the Purchaser is responsible, shall be to the account of the Contractor.

9.5 Custom Clearance (For imported items ordered by indigenous main contractor from foreign sub-
contractor)
9.5.1 The Contractors scope of work shall include obtaining all customs clearance, completing all clearance
formalities and handling at all ports of all equipment and material of nonIndian origin including those
where Purchaser is named importer.

9.5.2 The Contractor shall, at its own expense; handle all imported Stores at the point(s) of import and shall
handle any formalities for customs clearance. This clause shall be read in conjunction with ITT clause no.
9.0 for the purpose of Customs Duty. The Purchaser will make available to the Contractor all documents /
applications that are required to be made in the name of the Purchaser as per applicable laws or
regulations including requisite documents or certifications as per the extant rules and procedures for
availing the exemptions/concessions in Customs Duty, if any. However, it is the responsibility of the
Contractor to approach the Purchaser and obtain necessary documents / certificates from the Purchaser
well in advance.

9.5.3 The Contractor shall be responsible for the timely clearance of Stores through customs and for all
necessary documentation and procedural matters associated there with. The Contractor shall be
responsible for meeting the agreed contractual dates notwithstanding any customs delays and will not be
entitled to extension of time for completion of supply, it being the Contractors responsibility to allow
sufficient time for clearance through customs.

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9.6 Training
9.6.1 The Contractor shall, if required by the Purchaser, provide facilities for the practical training of
Purchasers engineering or technical personnel for operation and maintenance of the Stores. The
Purchaser shall bear boarding, lodging and travelling expenses of its personnel deputed for such training.

9.7 Manuals
Contractor shall submit to Purchaser, the manuals required for the Stores as listed in the technical
specification including but not limited to:

9.7.1 Quality Control Manual:


Quality assurance for material, procurement, manufacturing, packing and forwarding, preservation at site,
erection / Construction including field quality plan etc. shall be furnished with the bid by the Contractor
conforming to the standards to be employed by Contractor under the contract

9.7.2 Instruction manuals for equipments / systems:


Contractor shall forward Instruction Manuals, for operation and maintenance along with dispatch of
respective equipments/systems required for the plant, as provided by manufacturer / suppliers of
equipments / systems.

9.7.3 Operating Manual (Comprehensive & Integrated):


Contractor shall prepare and deliver to Purchaser, the Operating Manual having, but not limited to
complete equipment and system instructions for the start-up, operation and maintenance of the plant.
Contractor shall consult with Purchaser in the preparation of the Operating Manual and Purchaser will be
permitted to make recommendations as to the final form and substance of the Operating Manual. The
Operation Manual shall be consistent with Prudent Utility Practices, such that the various operations
under anticipated operating conditions, result in operation of the Stores at the capacity, efficiency,
reliability, safety and maintainability levels contemplated in the contract and shall in no way impair any
warranty or guarantee on equipment, materials or services relating to the Stores supplied by Contractor
under the contract.

10 QUALITY ASSURANCE, INSPECTION, ACCEPTANCE AND REJECTIONS


10.1 Quality Assurance Program
10.1.1 The Stores under the scope of this Contract whether manufactured or performed within the Contractors
Facilities or at his Sub-contractors premises or at the Purchasers site or at any other place of work shall
be subjected to quality surveillance commensurate with Purchasers QA programme to control such
activities at all stages necessary, and inspection by the Purchasers authorised Quality Surveillance
Engineer.

10.1.2 Quality Management System of Contractor: In order to provide assurance to the purchaser, the contractor
shall, based on the Purchaser's QA Programme, prepare a QA manual, which shall be finally accepted by
the Purchaser after discussions before commencement of work. The Quality Management System of the
contractor shall generally cover, but not limited to the following:

a) His organization structure for the management and implementation of the proposed quality
management system including interfaces.
b) Design capabilities & control.
c) Documentation control system.

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d) Qualification data for Contractors key personnel.


e) The procedure for purchase or materials, parts, components and selection of Sub-contractors services
including vendor analysis, source inspection, incoming raw material inspection, verification of
materials purchased etc.
f) Traceability of material used in production.
g) System for shop manufacturing and construction/fabrication controls through QA plans.
h) Control of non-conforming items and system for corrective and preventive actions, including disposal
of non-conforming items.
i) Inspection and test procedures for manufacturing activities.
j) Control of calibration and testing of inspection, measuring and testing equipment
k) System of indication and appraisal of inspection status.
l) System of quality audits.
m) Training, certification and authorization of personnel.
n) System for authorizing release of manufactured product to the Purchaser. System of intimation by the
contractor, and approval by the Purchaser of stages of completion of Stores.
o) System for maintenance of records.
p) System for handling, storage, preservation and delivery of items.

10.1.3 In addition, the contractor shall establish a quality plan detailing out the specific quality control procedure
to be adopted for controlling the quality characteristics relevant to each item of Stores which are to be
supplied as per the contract, in consultation with the Project Manager and have it approved by him before
start of the work. The contractor shall also submit a list of all key persons to be engaged in the contract,
along with their qualification, experience, organizational position etc.

10.1.4 It is to be understood that the role of NPCIL QA is mainly to ensure that proper QA System, as agreed
upon mutually between Purchaser and Contractor, is being implemented by contractor and his sub-
contractor, and not inspection. NPCIL QA will carry out random quality check, for which certain
tests/inspections may be required to be repeated, as stipulated in approved QAP. For compliance with
above requirements, Quality Assurance in Supply contracts attached in the tender document shall be
followed.

10.1.5 The Contractor shall be required to submit the relevant Quality Assurance document within three weeks
of completion, which shall include relevant test reports connected with all engineering controls adopted
by him during manufacture/construction. The Project Manager/ Purchaser or his duly authorized
representative reserves the right to carry out Quality Audit and Quality Surveillance of the systems and
procedures of the Quality Management and Control Activities of the Contractor/ his vender.

10.2 Inspection, Testing and Rejection


10.2.1 The Project Manager, his duly authorised representative and/or an outside inspection agency acting on
behalf of the Purchaser shall have at all reasonable times access to the Contractors premises or facilities
and shall have the power at all reasonable times to inspect and examine the materials and workmanship
during manufacture and if part of the Stores is being manufactured or assembled at other premises or
works, the Contractor shall obtain for the Project Manager and for his duly authorised representative
permission to inspect as if the Stores were manufactured or assembled on the Contractors own premises.

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10.2.2 The Contractor shall give the Purchasers Personnel full opportunity to carry out these activities,
including providing access, facilities, permissions and safety equipment. No such activity shall relieve the
Contractor from any obligation or responsibility.

10.2.3 The Stores (in part or full) shall be offered by the Contractor for inspection at place of manufacture and/or
on the site or at such places as may be specified by the Inspector at the Contractor's risk, expense and
cost. The Contractor shall give notice of readiness of Stores for inspection to the Inspector and shall
perform all tests and inspection in presence of the Inspector as per the terms of the Purchase specifications
and approved inspection plan. In default of such notice, the Project Manager/ Purchaser shall be entitled
to appraise the quality and extent thereof.

10.2.4 Test Certificates and Guarantee Certificates if required by the Inspector shall be obtained and furnished to
him free of cost by the Contractor and/or from the specified agency.

10.2.5 The Contractor shall promptly forward to the Purchaser duly certified reports of the tests. When the
specified tests have been passed, the Purchaser shall endorse the Contractors test certificate, or issue a
certificate to him, to that effect.

10.2.6 Where consignments are required to be delivered / despatched after inspection by the Inspector as per the
Contract, a "Shipping Release" issued by the Inspector shall be enclosed along with the delivery challan
or other shipping documents viz. (Lorry Receipt, Railway Receipt) accompanying the consignments.

10.2.7 The Contractor agrees that neither the execution of a test and/or inspection of Stores or any part of the
Stores, nor the attendance by the Purchaser, nor the issue of any test certificate, shall release the
Contractor from any other responsibilities under the Contract.

10.2.8 If any dispute or difference of opinion shall arise between the parties in connection with or arising out of
the test and/or inspection of the Stores that cannot be settled between the parties within a reasonable
period of time, it may be referred to Arbitration for determination in accordance with GCC clause no. 14
(Settlement of Disputes).

10.2.9 Except as otherwise specified in the Contract, the Contractor shall provide all apparatus, assistance,
documents and other information, electricity, equipment, fuel, consumables, instruments, labour,
materials, and suitably qualified and experienced staff, as are necessary to carry out the specified tests
efficiently. The Contractor shall agree, with the Purchaser the time and place for the specified testing of
any Stores.

10.2.10 The Purchaser may require the Contractor to carry out any test and/or inspection not covered by the
Contract, provided that the Contractors reasonable costs and expenses along with taxes & duties as
applicable, incurred in the carrying out of such test and/or inspection shall be payable extra by the
Purchaser. Further, if such test and/or inspection impedes the progress of work on the Stores and/or the
Contractors performance of its other obligations under the Contract, due allowance will be made in
respect of the Time for Completion and the other obligations so affected.

10.2.11 The stores received by the Purchaser will also be subject to inspection and test as may be considered
necessary by the Quality Surveillance Engineer / Purchaser and his decision as regards rejection of Stores
shall be final and binding on the Contractor. If any stores are rejected as aforesaid, without prejudice to
the foregoing provision, the Purchaser shall be at liberty to:

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a) Allow the Contractor to resubmit without prejudice to the Purchasers right to claim and recover
Liquidated Damages as provided in GCC clause no.6.2 (Delay in Supply), Stores in replacement of
those rejected within a time specified by Purchaser, the contractor bearing the cost of freight for such
replacement without being entitled to any extra payment thereof.

b) Buy the quantity of Stores rejected or other items of similar nature from elsewhere at the risk and cost
of the Contractor in accordance with the provisions contained in GCC clause no. 13.2 (Cancellation /
Termination of Contract in Full or Part).

10.2.12 Any Stores submitted for inspection and rejected by the Inspector must be removed by the Contractor
within fourteen days from the date of receipt of intimation of rejection provided that in case of dangerous,
infected or perishable Stores, the Inspector (whose decision shall be final) shall notify the Contractor to
remove such Stores within 48 hours of receipt of intimation of rejection and it shall be the duty of the
Contractor to remove such rejected Stores and the same shall lie at the Contractor's risk from the time of
such rejection and if not removed within the aforementioned time, the Purchaser shall have the right either
to return the rejected Stores to the Contractor at the Contractor's risk by such mode of transport as
Purchaser may select, dispose off or segregate such Stores as he thinks fit at the Contractor's risk and on
his account and appropriate such portion of the proceeds as may be necessary and recover any damages or
expenses incurred by the Purchaser in connection with said sale and storage, if any. Freight paid by the
Purchaser on Stores received and rejected after examination at destination shall be recoverable from the
Contractor.

10.3 Supervision of Erection & Commissioning:


10.3.1 The Contractor shall depute qualified personnel to Purchasers site during erection and commissioning of
the Stores as specified in SCC/ Contract.

11 CHANGE IN THE SCOPE OF WORK


11.1 Right to vary
11.1.1 Purchaser shall have the right to propose, and order the Contractor from time to time during the
performance of the Contract to make any change, modification, addition or deletion to, in or from the
Stores (hereinafter called Change), provided that such Change falls within the general scope of the
work and does not constitute unrelated work and that it is technically practicable, taking into account both
the state of advancement of the work and the technical compatibility of the Change envisaged with the
nature of the Stores as specified in the Contract.

11.1.2 The Contractor may from time to time during its performance of the Contract propose to the Purchaser
(with a copy to the Project Manager) any Change that the Contractor considers necessary or desirable.
The Purchaser may at its discretion approve or reject any Change proposed by the Contractor.

11.1.3 Notwithstanding GCC sub-clauses no. 11.1.1 and 11.1.2, no change made necessary because of any
default of the Contractor in the performance of its obligations under the Contract and/or for Contractors
convenience, shall be deemed to be a Change, and such change shall not result in any adjustment of the
Contract Price or the Time for Completion.

11.2 Changes Originating from Purchaser

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11.2.1 If the Purchaser proposes a Change pursuant to GCC sub-clause no.11.1.1, it shall send to the Contractor
a Request for Change Proposal, requiring the Contractor to prepare and furnish to the Project Manager
as soon as reasonably practicable a Change Proposal, which shall include the following:
(a) brief description of the Change
(b) effect on the Time for Completion
(b) estimated cost of the Change
(c) effect on Functional Guarantees (if any)
(d) effect on any other provisions of the Contract.

11.2.2 Upon receipt of the Change Proposal, the Purchaser and the Contractor shall mutually agree upon all
matters therein contained. Within thirty (30) days after such agreement, the Purchaser shall, if it intends to
proceed with the Change, issue the Contractor with a Change Order.
If the Purchaser is unable to reach a decision within thirty (30) days, it shall notify the Contractor with
details of when the Contractor can expect a decision.
If the Purchaser decides not to proceed with the Change for whatever reason, it shall, within the said
period of thirty (30) days, notify the Contractor accordingly.

11.2.3 If the Purchaser and the Contractor cannot reach agreement on the price for the Change, an equitable
adjustment to the Time for Completion, or any other matters identified in the Change Proposal, the
Purchaser may nevertheless instruct the Contractor to proceed with the Change by issue of a Pending
Agreement Change Order.
Upon receipt of a Pending Agreement Change Order, the Contractor shall immediately proceed with
effecting the Changes covered by such Order. The parties shall thereafter attempt to reach agreement on
the outstanding issues under the Change Proposal.
If the parties cannot reach agreement within ninety (90) days from the date of issue of the Pending
Agreement Change Order, then the matter may be resolved in accordance with the provisions of GCC
clause no. 14 (Settlement of Disputes).

11.3 Changes Originating from Contractor


11.3.1 If the Contractor proposes a Change pursuant to GCC sub-clause no. 11.1.2, the Contractor shall submit
to the Project Manager a written Change Proposal giving reasons for the proposed Change and including
the information specified in GCC sub-clause no. 11.2.1. Upon receipt of the Change Proposal, the parties
shall mutually agree on cost implications thereof.

12 TIME EXTENSION
12.1 Extension of Time for Completion
12.1.1 The Time(s) for Completion specified in the Contract pursuant to GCC sub-clause no. 4.2.2 shall be
extended if the Contractor is delayed or impeded in the performance of any of its obligations under the
Contract by reason of any of the following:
(a) any Change in the Scope of Work as provided in GCC clause no. 11.
(b) any occurrence of Force Majeure as provided in GCC clause no. 6.11,
(c) any delay in approval of drawing / document by the Purchaser, under GCC Sub-clause no. 8.3.3.
(d) any default or breach of the Contract by the Purchaser, specifically including failure to supply the
items listed in the Contract, or any activity, act or omission of any other contractors employed by
the Purchaser.

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(e) delays attributable to the Purchaser and included in Hindrance Register pursuant to GCC clause no.
7.6 (Hindrances)
(f) 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 reflect the delay
or impediment sustained by the Contractor

12.1.2 Except where otherwise specifically provided in the Contract, the Contractor shall submit to the Purchaser
a request for an extension of the Time for Completion, 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 request and supporting
particulars, the Purchaser shall intimate the Contractor the period of such extension. In the event that the
Contractor does not accept the Purchasers estimate of a fair and reasonable time extension, the
Contractor shall be entitled to refer the matter for resolution, pursuant to GCC clause no. 14 (Settlement
of Disputes).

12.1.3 The Contractor shall at all times use its reasonable efforts to minimize any delay in the performance of its
obligations under the Contract.

12.1.4 The Purchaser shall extend the time(s) for completion as agreed between the parties pursuant to GCC sub-
clause no. 12.1.2 without levy of Liquidated Damages. In the event of grant of such extension of time, the
Purchaser shall also reimburse the contractor increase in Statutory levies, if any, in the extended delivery
period.

12.1.5 In the event of grant of extension of time as per this GCC clause no. 12.1 (Extension of Time for
Completion), the provisions of price adjustment as per GCC clause no. 5.4 (Price Adjustment) shall also
be applicable in this extended time for completion subject to overall ceiling of price adjustment as per
GCC sub-clause no. 5.4.3 (a) and (b) and as per provision of GCC sub-clause no. 5.5.6.

12.1.6 In the event of extension of time for delays due to reasons attributable to the Contractor, the provisions of
this GCC clause no. 12.1 (Extension of Time for Completion) shall not be applicable and provisions of
GCC clause no. 6.2 (Delay in Supply) and/or GCC clause no. 13.2 (Cancellation / Termination of
Contract in Full or Part) shall be applicable in such cases.

13 FORECLOSURE AND TERMINATION


13.1 Foreclosure of Contract
13.1.1 If at any time after acceptance of the tender / during execution of work the Purchaser shall decide to
abandon or reduce the scope of the work for any reason whatsoever and hence not require the whole or
any part of the work to be carried out, the Purchaser shall give notice in writing to that effect to the
Contractor and the Contractor shall have no claim to any payment of compensation or otherwise
whatsoever, on account of any profit or advantage which he might have derived from the execution of the
work in full but which he did not derive in consequence of the foreclosure of the whole or part of the
Contract.

13.1.2 Upon receipt of the notice of foreclosure under GCC sub-clause no. 13.1.1, the Contractor shall either
immediately or upon the date specified in the notice of foreclosure

a) Cease all further work, except for such work as may be specified in the notice of termination for the

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sole purpose of protecting that part of the Stores already executed.

b) Terminate all subcontracts, except those to be assigned to the Purchaser pursuant to paragraph d (ii)
below

c) Stop all further purchasing and/ or subcontracting activities related to work foreclosed.

d) In addition, the Contractor, subject to the payment specified in GCC sub-clause 13.1.4, shall
i) deliver to the Purchaser the parts of the Stores executed by the Contractor up to the date of
foreclosure
ii) to the extent legally possible, assign to the Purchaser all right, title and benefit of the Contractor
to Stores as of the date of foreclosure, and, as may be required by the Purchaser, in any
subcontracts concluded between the Contractor and its Subcontractors.
iii) deliver to the Purchaser all non-proprietary drawings, specifications and other documents
prepared by the Contractor or its Subcontractors as at the date of foreclosure in connection with
the stores.

13.1.3 The Purchaser shall have the option to take over Contractors materials or any part thereof of which the
Contractor is legally bound to accept delivery from supplier (for incorporation in or incidental to Stores)
provided, however, the Purchaser shall be bound to take over the materials or such portions thereof as the
Contractor does not desire to retain.

13.1.4 In the event of Foreclosure of the Contract under GCC sub-clause no. 13.1.1, the Purchaser shall pay to
the Contractor the full amount at contract rates, properly attributable to supplies completed and/or the
parts of the Stores executed by the Contractor as of the date of foreclosure. In addition the Purchaser shall
also pay a further reasonable amount as certified by the Project Manager but not more than the amount
proportionate to the value of balance work, for the items hereunder mentioned which could not be utilized
on the work to the full extent because of the foreclosure:

a) For contractors materials taken over or to be taken over by the Purchaser pursuant GCC clause no.
13.1.3, cost of such materials as detailed by the Purchaser. The cost shall however take into account
purchase price, cost of transportation and deterioration or damage which may have been caused to
materials whilst in the custody of the Contractor, provided that the value so arrived should not be
more than the proportionate rate of item of the Contract.

b) If any Free Issue Materials are supplied by the Purchaser the contractor shall furnish a full account
of the same pursuant to GCC sub-clause no. 9.2.6 and balance FIM, shall be returned by the
Contractor to the Purchaser at rates not exceeding those at which these were originally issued. Any
deterioration or damage which may have been caused whilst the Free Issue Materials were in the
custody of the Contractor shall be to the account of the Contractor. In addition, cost of
transportation of such Free Issue Materials from Contractors works/stores to the stores of the
Purchaser, if so required by the Purchaser, shall be paid to the Contractor.

The Contractor shall, as required by the Purchaser, furnish to him books of account, wage books, time
sheets and other relevant documents as may be necessary to enable him to certify the reasonable amount
payable under this clause

13.2 Cancellation / Termination of Contract in Full or Part


13.2.1 The Purchaser, without prejudice to any other rights or remedies it may possess, may terminate the
Contract forthwith as a whole or only such items of work in default, in the following circumstances by

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giving a notice of termination and its reasons thereof to the Contractor, referring to this GCC sub-clause
13.2.1:

If the Contractor;
a) shall offer, or give or agree to give to any person in the Purchasers service or to any other person on
his behalf any gift or consideration of any kind as an inducement or reward for doing-or forbearing to
do or having done or forborne to do any act in relation to the obtaining or execution of this or any
other Contract for the Purchaser; or
b) shall enter into a contract with the Purchaser in connection with which commission has been paid or
agreed to be paid by him or to his knowledge, unless the particulars of any such commission and the
terms of payment thereof have previously been disclosed in writing to the Purchaser; or
c) Shall obtain a Contract with the Purchaser as a result of wrong tendering or other non-bonafide
methods of competitive tendering; or
d) Adopts or has engaged in fraudulent practice like misrepresentation of facts in order to influence a
procurement process or the execution of a contract to the detriment of the Purchaser, collusive
practice among bidders (prior to or after bid submission) designed to establish bid prices at artificial
non-competitive levels and to deprive the Purchaser of the benefits of free and open competition.
e) Adopts or has engaged in coercive practice like harming or threatening to harm, directly or
indirectly, persons or their property to influence their participation in the procurement process or
affect the execution of a contract.
f) being an Individual, or if a firm, any partner thereof, shall at any time be adjudged insolvent or have a
receiving order or order for administration of his estate made against him or shall take any
proceedings for liquidation or composition (other than a voluntary-liquidation for purpose of
amalgamation or reconstruction) under any insolvency Act for the time being in force or make any
conveyance or assignment of his effects or composition or arrangement for the benefit of his
creditors or purport so to do, or if any application be made under any insolvency-Act for the time
being in force for the sequestration of his estate or if a trust deed be executed by him for benefit of his
creditors; or
g) Being a company, shall pass a resolution or the Court shall make an order for the liquidation of its
affairs, or a receiver or manager on behalf of the debenture holders shall be appointed or
circumstances shall arise which entitle the Court or debenture holders to appoint a receiver or
manager; or
h) Shall suffer an execution being levied on his goods and allow it to be continued for a period of 21
days; or
i) assigns, transfers, subcontracts (engagement of labour on a piece-work basis or of labour with
materials not to be incorporated in the work shall not be deemed to be subletting) or attempts to
assign, transfer or subcontract the entire work or any portion thereof without the prior written
approval of the Purchaser.

13.2.2 In the event of default by the Contractor in the following circumstances, the Purchaser may, without
prejudice to any other rights it may possess under the Contract, give a notice to the Contractor stating the
nature of the default and requiring the Contractor to remedy the same. If the Contractor fails to remedy or
to take steps to remedy the same within fourteen (14) days of its receipt of such notice, then the Purchaser
may terminate the Contract as a whole or only such items of work in default, by giving a notice of
termination and its reasons thereof to the Contractor referring to this GCC sub-clause no. 13.2.2.

If the Contractor

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(a) has abandoned or repudiated the Contract or otherwise plainly demonstrates the intention not to
continue performance of his obligation under the contract, or
(b) has without valid reason failed to commence work on the Stores promptly or has suspended the
progress of Contract performance for more than twenty-eight (28) days after receiving a written
instruction from the Purchaser to proceed, or
(c) persistently fails to execute the Contract in accordance with the Contract or persistently neglects to
carry out its obligations under the Contract without just cause, or
(d) refuses or is unable to provide sufficient materials, services or labour to execute and complete the
supply of Stores in the manner specified in the program furnished under GCC clause 7.2 at rates of
progress that give reasonable assurance to the Purchaser that the Contractor can attain Completion of
the supply of Stores by the Time for Completion as extended, or
(e) at any time makes default in proceeding with the work with due diligence and continues to do so after
a notice in writing of 7 days from the Purchaser, or
(f) commits default in complying with any of the terms and conditions of the Contract and does not
remedy it or take effective steps to remedy it within 7 days after a notice in writing is given to him in
that behalf by the Purchaser, or
(g) fails to deliver the Stores or any part thereof on or before the Contractual Delivery Date(s), and does
not complete them within the period specified in a notice given in writing in that behalf by the
Purchaser.

13.2.3 In case the Contract is terminated under GCC sub-clause no. 13.2.1 or 13.2.2 above the Contractor shall
not be entitled to recover or be paid any sum for any work thereof or actually performed under this
Contract unless and until the Project Manager has certified in writing the performance of such work and
the value payable in respect thereof and he shall only be entitled to be paid so certified.

13.2.4 In case the Contract is terminated under GCC sub-clause 13.2.1 or 13.2.2 above, the Purchaser shall on
such termination have powers to purchase from elsewhere, at the risk and cost of the Contractor, the
Stores or part thereof, not delivered and contract for which is terminated, or other items of similar
description when such Stores exactly complying with the Particulars are not in the opinion (such opinion
being final) of the Purchaser readily procurable.

13.2.5 In the event of action being taken under GCC clause no. 13.2.4, the Contractor shall also be liable for
Liquidated Damages for delay in deliveries, which the Purchaser is entitled to recover as per GCC clause
no. 6.2 (Delay in Supply) on that account provided an agreement for such alternate purchase from
elsewhere, is made within (six) 6 months of the letter of cancellation sent to the Contractor. The
Contractor shall not be entitled to any gain on such purchase made on account of default. The manner and
method of such alternate purchase shall be at the entire discretion of the Purchaser, whose decision shall
be final. This right shall be without prejudice to the right of the Purchaser, to recover the damages for
breach of Contract by the Contractor as provided in the Contract or under the general law.

13.2.6 The termination of the Contract under this clause shall not entitle the Contractor to reduce the value of the
Performance Security Bond Guarantee nor the time thereof. The Performance Security Bond Guarantee
shall be valid for the full value and for the full period as per the Contract.

13.2.7 In the event of anyone or more of the above courses under this GCC clause no. 13.2 being adopted by the
Purchaser, the Contractor shall have no claim to compensation for any loss sustained by him by reasons of
his having purchased or procured any materials or entered into any engagements or made any advances on
account or with a view to the execution of the work or the performance of the Contract.

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13.2.8 In any case in which any of the powers conferred upon the Purchaser by this clause, shall have become
exercisable and the same are not exercised, the non-exercise thereof shall not constitute a waiver of any of
the conditions hereof and such powers shall notwithstanding be exercisable in the event of any future case
of default by the Contractor and the liability of the Contractor for compensation shall remain unaffected.

13.3 Termination of Contract on Death


13.3.1 If the Contractor is an individual or a proprietary concern and the individual or the proprietor dies or if the
Contractor is a partnership concern and one of the partners dies then unless the Purchaser is satisfied that
the legal representatives of the individual Contractor or of the proprietor of the proprietary concern and in
the case of partnership, the surviving partners, are capable of carrying out and completing the Contract,
the Purchaser shall be entitled to cancel the Contract as to its incomplete part without the Purchaser being
in any way liable to pay any compensation to the estate, of the deceased Contractor and/or the surviving
partners of the Contractor's firm on account of the cancellation of the contract The decision of the
Purchaser that the legal representatives of the deceased Contractor or the surviving partners of the
Contractor's firm cannot carry out and complete the Contract shall be final and binding oh the parties. In
the event of such cancellation, the Purchaser shall not hold the estate of the deceased Contractor and/or
the surviving partners of the Contractor's firm liable for damages for not completing the Contract.

14 SETTLEMENT OF DISPUTE
14.1 Settlement by Mutual Consultation:
14.1.1 If any dispute of any kind whatsoever shall arise between the Purchaser and the Contractor in
connection with or arising out of matters covered in the Contract, including without prejudice to
the generality of the foregoing, any question regarding its existence, validity or termination, or
execution of the facilities whether during the progress of the facilities or after their completion
and whether before or after the termination, abandonment or breach of the Contract, the parties
shall seek to resolve any such dispute or difference by mutual consultation. Efforts shall be made first to
resolve such dispute or difference at the level of Sr. GM (C&MM)/ Project Manager/ Engineer-in-charge
level, failing which the matters in dispute shall be discussed for settlement at Corporate Level of the
Purchaser and the Contractor. If the parties fail to resolve such dispute or difference by all such mutual
consultation(s), then the either party may give a thirty (30) days notice to the other party conveying its
intention to commence Arbitration as hereinafter provided as to the matter in dispute, and no Arbitration
in respect of this matter may be commenced unless such notice is given.

14.2 Arbitration
14.2.1 Any dispute in respect of which notice of intention to commence Arbitration has been given, shall be
finally settled by Arbitration. The Arbitration may be concluded prior to or after completion of the
facilities. Arbitration proceedings shall be conducted in the manner as herein below provided.

14.2.2 Consequent to issue of notice of intention to commence Arbitration by either party, both the Purchaser
and the Contractor shall appoint one Arbitrator each. These two Arbitrators shall agree between
themselves and shall appoint a third Arbitrator. The issue in dispute shall then be referred to these
Arbitrators. In any Arbitration invoked at the instance of either party to the Contract, the Arbitrator(s)
would be free to consider the counter claim of the other party even though they are not mentioned in the
reference to Arbitration. The decision either by consensus or by majority of these three Arbitrators shall
be final and binding on both the parties and shall be implemented by the parties forthwith.

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14.2.3 For Contract issued to an Indian Contractor or to a Consortium in which the Indian Contractor is the lead
partner, the provisions of the Arbitration & Conciliation Act, 1996, and Rules made there under and/or
any statutory modifications or re-enactment thereof for the time being in force shall apply to such
Arbitration proceedings. The Arbitrator may, from time to time, with the consent of the parties, enlarge
the time for making and publishing the award.

14.2.4 For Contract awarded to a foreign Contractor or to a consortium in which the Foreign Contractor is the
lead partner, Rules of Conciliation and Arbitration of the International Chamber of Commerce shall apply
to such Arbitration proceedings. The Arbitrator may, from time to time, with the consent of the parties,
enlarge the time for making and publishing the award.

14.2.5 For Contract awarded to a Public Sector Enterprise, all matters in dispute to be settled through arbitration
shall be referred to the Permanent Arbitration Mechanism (PAM) of the Department of Public Enterprise,
Government of India.

14.3 General

14.3.1 Notwithstanding any reference to Arbitration as herein before provided (a) the Parties shall continue to
perform their respective obligations under the Contract with due diligence, unless they otherwise agree,
(b) the Purchaser shall continue to pay to the Contractor any moneys due and undisputed to the
Contractor.

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15. ABBREVIATIONS USED

BHP Brake Horse Power


BOQ Bill of Quantity
C&MM Contracts and Materials Management Department
ECC Erection Completion Certificate
EPC Engineering, Procurement and Construction Contract
CDD Contractual Delivery Date
CENVAT Centralised Value Added Tax
CMRCIV Contractors Material Receipt Cum Issue Voucher
DCR Design Concession Request
DRB Dispute Resolution Board
ECS Electronic Clearance System
FIM Free Issue Material
FOB Free on Board
GCC General Conditions of Contract
GR Good Receipt
IPR Intellectual Property Rights
ITT Invitation to Tender
INR Indian Rupees
kW Kilo Watt
kWh Kilo Watt Hour
L/C Letter of Credit
LD Liquidated Damages
LIBOR London Inter Bank Offer Rate
LR Lorry Receipt
MRICAR Material Receipt Intimation Cum Acceptance Report
NDT Non Destructive Testing
NPCIL Nuclear Power Corporation of India Limited
PLR Prime Lending Rate
PO Purchase Order
QA Quality Assurance
Rs. Indian Rupees
RR Railway Receipt
SCC Special Conditions of Contract
Sq. Square
T&P Tools, Plants and Equipments
USD US Dollar
UKP UK Pound
VAT Value Added Tax
WCT Works Contract Tax

GCC/SUPPLY-1/R-4 (28.12.2016) 54 of 54
(To be submitted in Non-judicial Stamp Paper of appropriate value) Annexure-A

ADVANCE PAYMENT

NUCLEAR POWER CORPORATION OF INDIA LIMITED


(Acting through) Executive Director,
Directorate Of Contracts & Materials Management
NUB, Anushaktinagar, Mumbai-400094.

1. WHEREAS on or about the __________________day of 201_

M/s.________________________________________ a Company registered

under the Companies Act 1956 and having its registered office at

_____________________________________________________________

(hereinafter referred to as The Contractor) entered into an agreement bearing

No.________________________ (hereinafter referred to as The Contract),

with Nuclear Power Corporation of India Limited (A Government of India

Enterprise) acting through Executive Director, Contracts & Material

Management (hereinafter referred to as (Purchaser) for _____________

_____________ (hereinafter referred to as The Equipment).

2. AND WHEREAS under the terms & conditions of the contract an amount of Rs.

___________(Rupees _______________________________ only) representing

____ per cent advance payment out of a contract value of Rs______ (Rupees

____________________________ only ) is to be paid by the Purchaser to the

contractor.

3. AND WHEREAS the Purchaser has agreed in pursuance of the said terms and

conditions of the contract to make an advance payment of Rs. _________ ( Rupees

________________________ only) to the Contractor on the Contractor furnishing a

Bank Guarantee in the manner herein contained.

Page 1 of 4
4. NOW WE, the _______________________________________________(Bank) in

consideration of the purchaser having agreed to pay to the contractor an advance

payment of Rs, ________ ( Rupees ____________ only) do hereby agree and

undertake to indemnify the Purchaser and keep the Purchaser indemnified to the

extent of a sum not exceeding the said sum of Rs.________ ( Rupees

______________ only ) against any damage or loss that may be suffered by the

Purchaser by reason of non-fulfilment of any of the terms and conditions of the

contract by the contractor.

5. WE, _________________________________________ ( Bank ) do hereby

undertake to pay the amount due and payable under this guarantee without any

demur merely on a demand from on behalf of Messrs NUCLEAR POWER

CORPORATION OF INDIA LTD stating that the amount claimed is due by way of

loss or damage caused to or would be caused to or suffered by the Purchaser by

reason of breach by the said Contractor (s) of any of the terms and conditions

contained in the said agreement or by reason of the Contractor(s) s failure to perform

the said agreement. Any such demand made on the bank shall be conclusive as

regards the amount due and payable by Bank under this guarantee. However, our

liability under this guarantee, shall be restricted to an amount not exceeding Rs.

______ ( Rupees _____________________________________ only ).

6. We undertake to pay to the Purchaser any money so demanded not withstanding any

dispute or disputes raised by the Contractor (s) in any suit or proceeding pending

before any Court or Tribunal relating thereto our liability under this present being

absolute and unequivocal. The payment so made by us under this bond shall be valid

discharge of our liability for payment thereunder and the Contractor (s) shall have no

claim against us for making such payment.

Page 2 of 4
7. AND WE _____________________________________________( Bank ) hereby

further agree that the decision of the said NUCLEAR POWER CORPORATION OF

INDIA LTD., as to whether the Contractor has committed breach of any such terms

and conditions of the contract or not and as to the amount of damages or loss

assessed by the said NUCLEAR POWER CORPORATION OF INDIA LTD., as

damage or loss suffered by the Purchaser on account of such breach would be final

and binding on us.

8. AND WE ______________________________________________( Bank ) further

agree with the Purchaser that the Purchaser shall have the fullest liberty without our

consent and without affection in any manner our obligations hereunder to vary any of

the terms and conditions of the said agreement or to extent time of performance by

the said Contractor (s) from time to time or to postpone for any time or from time to

time any of the powers exercisable by the Purchaser against the said Contractor (s)

and to forbear or enforce any of the terms and conditions relating the said agreement

and we shall not be relieved form our liability by reason of any such variation or

extension being granted to the said contractor (s) or for any forbearance, act or

omission on the part of the Purchaser or any indulgence by the Purchaser to the said

contractor (s ) or by any such matter or thing whatsoever which under the law relating

to sureties would, but for this provision, have effect of relieving us.

9. This guarantee will not be discharged due to the change in the constitution of the

Bank or the Contractor (s ).

Page 3 of 4
10. Our guarantee shall remain in force until

_____________________________________ and unless a claim under the

guarantee is lodged with us within three months from that date all rights of the

Purchaser under the guarantee shall be forfeited and we shall be relieved and

discharged from all liabilities, thereunder.

11. Notwithstanding anything contrary contained in any law for the time being in

force or banking practice, this guarantee shall not be assignable or

transferable by the beneficiary. Notice or invocation by any person such as

assignee, transferee or agent of beneficiary shall not be entertained by the

bank. Any invocation of the guarantee can be made only by the beneficiary

directly.

Dated the __________________ day of _______________________201_

For_________________________________________
( Indicate the name of the bank )

Page 4 of 4
(To be submitted in Non-judicial Stamp Paper of Appropriate Value) Annexure - B

SECURITY DEPOSIT

NUCLEAR POWER CORPORATION OF INDIA LIMITED


(Acting through)
Executive Director,
Directorate of Contracts and Materials Management,
Nabhikiya Urja Bhavan,
Entrance Block, Ground Floor,
Anushaktinagar, Mumbai 400 094.

Sir,

1. In consideration of the NUCLEAR POWER CORPORATION OF INDIA LIMITED


(herein after called The Purchaser) having agreed to
exempt___________________________________________________________
__________________________________________(herein after called The said
Contractor(s)) from the demand, under the terms and conditions of an agreement
no.________ dated ___________ made between ________________________
and ______________________for________________(herein after called The
said Agreement) of security deposit for the due fulfillment by the said
contractor(s) of the terms and conditions contained in the said agreement on
production of a Bank Guarantee for Rs.__________________
(Rupees_______________________only).
We, ____________________________ (indicate name of bank) at the request
of____________________________ contractor(s) do hereby undertake to pay to
the Purchaser an amount not exceeding Rs.____________
(Rupees_________________________________________) against any loss or
damage caused to or suffered or would be caused to or suffered by the Purchaser
by reason of any breach by the said Contractor(s) of any of the terms and
conditions contained in the said agreement.

2. We, ____________________________________________________(Bank) do
hereby undertake to pay the amount due and payable under this guarantee
without any demur merely on a demand from the Purchaser stating that the
amount claimed is due by way of loss or damage caused to or would be caused
to or suffered by the Purchaser by reason of breach by the said Contractor(s) of
any of the terms and conditions contained in the said agreement or by reason of
the Contractor(s)s failure to perform the said agreement. Any such demand made
on the bank shall be conclusive as regards the amount due and payable by Bank
under this guarantee. However, our liability under this guarantee, shall be
restricted to an amount not exceeding Rs.__________
(Rupees___________________________________only)

3. We undertake to pay to the Purchaser any money so demanded not withstanding


any dispute or disputes raised by the Contractor(s)/supplier(s) in any suit or
proceeding pending before any Court or Tribunal relating thereto our liability
under this present being absolute and unequivocal. The payment so made by us
under this bond shall be a valid discharge of our liability for payment thereunder
and the Contractor(s)/Supplier(s) shall have no claim against us for making such
payment.

1
4. We, _______________________________________(indicate the name of Bank)
further agree that the guarantee herein contained shall remain in full force and
effect during the period that would be taken for the performance of the said
agreement and that it shall continue to be enforceable till all the dues of the
Purchaser under or by virtue of the said agreement have been fully paid and its
claims, satisfied or discharged or till the NUCLEAR POWER CORPORATION OF
INDIA LTD certifies that the terms and conditions of the said agreement have
been fully and properly carried out by the said Contractor(s) and accordingly
discharges this guarantee. The guarantee is valid until ________ and unless a
demand or a claim under this guarantee is made on us in writing on or before the
________________ (i.e. including claim period of three months) we shall be
discharged from all liability under this guarantee thereafter.

5. We, _________________________________________(indicate the name of


bank) further agree with the purchaser that the Purchaser shall have the fullest
liberty, without our consent and without affecting in any manner our obligations
hereunder, to vary any of the terms and conditions of the said agreement, to
extend time of performance by the said contractor(s) from time to time or to
postpone for any time or from time to time any of the powers exercisable by the
Purchaser against the said Contractor(s) and to forbear or enforce any of the
terms and conditions relating to the said agreement and we shall not be relieved
from our liability by reason of any such variation or extension being granted to the
said Contractor(s) or for any forbearance, act or omission on the part of the
Purchaser or any indulgence by the Purchaser to the said contractor(s) or by any
such matter or thing whatsoever which under the law relating to sureties would,
but for this provision, have effect of so relieving us.

6. This guarantee will not be discharged due to the change in the constitution of the
Bank or the Contractor(s)/Supplier(s).

7. We,_____________________________________________________(indicate
the name of the bank) lastly undertake not to revoke this guarantee during its
currency except with the previous consent of Purchaser in writing.

8. Notwithstanding what is stated in the above paragraphs, our liability under this
guarantee will be restricted to Rs._______________
(Rupees__________________________only).

9. Notwithstanding anything contrary contained in any law for the time being in force
or banking practice, this guarantee shall not be assignable or transferable by the
beneficiary. Notice or invocation by any person such as assignee, transferee or
agent of beneficiary shall not be entertained by the bank. Any invocation of the
guarantee can be made only by the beneficiary directly.

Dated the_______________day of________________201___

For____________________________
(indicate the name of the Bank)

***

2
(To be submitted in Non-judicial Stamp Paper of Appropriate Value) Annexure - C

PERFORMANCE BOND

NUCLEAR POWER CORPORATION OF INDIA LTD.


(Acting through)

Executive Director,
Directorate of Contracts and Materials Management,
Nabhikiya Urja Bhavan,
Entrance Block, Ground Floor,
Anushaktinagar, Mumbai 400094.
(Date of purchase order)
1. WHEREAS on or about the _________________day of _________201_
M/s____________________________________ a Company under the Companies
Act 1956 and having its registered office at
_________________________________________________________________
(hereinafter referred to as 'The Contractor') entered into an agreement bearing
No.___________________________ dated __________ (hereinafter referred to as
'The Contract), with Nuclear Power Corporation of India Ltd ( A Government of India
Enterprise) acting through Executive Director, Directorate of Contracts & Materials
Management (hereinafter referred to as Purchaser) for supply
of________________________(hereinafter referred to as 'The Equipment').

2. AND WHEREAS under the terms and conditions of the contract an amount of
Rs._____________________(Rupees_______________________________only)
representing balance_____________per cent payment out of the total value of the
contract i.e Rs.___________________(Rupees___________________only) is to be
paid to the contractor on the final acceptance of the equipment and on the Contractor
furnishing a Bank Guarantee in a manner herein contained duly executed by a
Scheduled/Nationalised Bank towards satisfactory performance of the equipment
during warranty period, viz _______________months from date of receipt &
acceptance of the equipment/material at Purchasers Site, as defined in the conditions
of the Contract.

3. NOW WE, the___________________________________(Bank) in consideration of


the promises and the payment of the said sum of
Rs.__________(Rupees_________________________________only) by the
Purchaser to the Contractor do hereby agree and undertake to pay to the Nuclear
Power Corporation of India Limited, on behalf of the Contractor, the amount due and
payable under the guarantee without any demur, merely on a demand from the Nuclear
Power Corporation of India Limited, stating that the amount claimed is due by way of
loss or damage caused to, or suffered by, the Purchaser by reason of unsatisfactory
performance of the equipment during the warranty period. Any such demand made on
the bank shall be conclusive as regards the amount due and payable by the Bank
under this guarantee. However, our liability under this guarantee shall be restricted to
an amount not exceeding Rs.___________________
(Rupees__________________________________________only.)

1
4. We undertake to pay to the Purchaser any money demanded notwithstanding any
dispute or disputes raised by the Contractors, in any suit proceedings pending before
any court or tribunal relating thereto, our liability under this present being absolute and
unequivocal. The payment so made by us under the bond shall be a valid discharge of
our liability for payment thereunder and the Contractor(s) shall have no claim against
us for making such payment.

5. WE HEREBY further agree that the decision of the Nuclear Power Corporation of India
Limited as to whether the said equipment is giving satisfactory performance or not
during the warranty period and as to the amount of damages suffered by the Purchaser
on account of unsatisfactory performance of the said equipment shall be final and
binding on us.

6. AND WE, the__________________________________(Bank) do hereby agree that


our liability hereinunder shall not be discharged by virtue of any agreement between
the Purchaser and the Contractor whether with or without our knowledge and/or
consent or by reason of the Purchaser showing any indulgence or forbearance to the
Contractor whether as to payment, time for performance, or any other matter
whatsoever relating to the contract, which but for this provision, would amount to
discharge of the surety under the law.

7. THIS guarantee will not be discharged due to the change in the constitution of the
Bank or the Contractor(s).

8. OUR Guarantee shall remain in force until______________and unless a claim under


the guarantee is lodged with us within three months from that date, all rights of the
Purchaser under the guarantee shall be forfeited and we shall be relieved and
discharged from all our liabilities hereunder.

9. Notwithstanding anything contrary contained in any law for the time being in force or
banking practice, this guarantee shall not be assignable or transferable by the
beneficiary. Notice or invocation by any person such as assignee, transferee or agent
of beneficiary shall not be entertained by the bank. Any invocation of the guarantee
can be made only by the beneficiary directly.

Dated the _______________ day of_____________ 201_

For__________________________
(indicate the Name of the bank)

***

2
Annexure-D

APPLICATION FOR PAYMENT

Will be issued later


Annexure - E

FORMAT OF INDEMNITY BOND AGAINST FREE ISSUE MATERIALS (FIM) TO BE


EXECUTED O N A NON-JUDICIAL STAMP PAPER OF APPROPRIATE VALUE.

INDEMNITY BOND

This Indemnity Bond made this_____ day of______ between


M/s_________________________ having its registered office at______________
hereinafter referred to as The Contractor which expression shall include its successors
and assigns on one part and Nuclear Power Corporation of India Limited (A Govt. of
India Enterprise), acting through Executive Director, CMM or other Officers)
________________________________________ hereinafter referred to as The
Purchaser, which expression shall include its successors and assigns, on other part.

Whereas the Nuclear Power Corporation of India Limited has placed a Purchase
Order/Contract No.__________________________________________ dated ________
hereinafter referred to as Purchase Order on the Contractor and the Contractor has
accepted to execute the Purchase Order.

And whereas, the Purchaser has agreed to supply the Free Issue Materials referred to in
the Contract/Purchase Order for the purpose of fabrication, machining and supply of the
equipment and stores as referred to in the Contract/Purchase Order.

And whereas, the Contractor has agreed to furnish an Indemnity Bond for a sum of
Rs.______________________________________(Rupees________________________
__________) being amount equivalent to the value of the free issue materials to be
supplied by the Purchaser.

Whereas it is explicitly understood that the materials to be supplied is held by the


Contractor for and on behalf of Nuclear Power Corporation of India Limited and that
ownership of the materials used for fabrication/machining etc. rests with Nuclear Power
Corporation of India Limited, till the fabricated/machined equipment/components are
delivered to the Purchaser and balance and left over materials as per free issue material
account as approved by the Purchasers engineer is/are returned to the Purchaser.
NOW THIS DEED WITNESSETH THAT IN CONSIDERATION OF THE FREE
ISSUE MATERIALS SUPPLIED BY THE NUCLEAR POWER CORPORATION OF
INDIA LIMITED.
1. The Contractor hereby undertake to pay to the Nuclear Power Corporation of
India Limited on demand the said sum of
Rs.______________(Rupees_______________________________) in the event
of any breach of the conditions of the Purchase Order, loss and damage of the
material and balance material not being returned on or
before________________________or any other date mutually agreed.

2. The Contractor shall be totally responsible for safety of the material during
which it remains in their custody/control and adequate care for preservation of
the item.

3. The Contractor shall undertake to preserve the material with due and proper care
and to keep it insured for the period during which it remains in their
custody/control.

4. The Contractor shall be responsible for safe return of the balance materials off
cuts, scraps to the final destination.

5. This bond shall remain in force and effect so long as the full account of free
issue materials is settled to the satisfaction of the Purchaser and balance material
is returned to the Purchaser.

6. The Contractor shall not stand discharged or released from the Indemnity Bond
given by them under this bond on account of any alteration in the obligation of
the parties to the Contract or on account of any indulgence or forbearance as to
the payment, time, performance, or otherwise granted by Nuclear Power
Corporation of India Limited to the Contractor in relation to the Purchase Order.

It witness whereof the parties hereto have caused the bond to be duly executed on the day
and the year first above written.

For (Contractors Name)

***
ANNEXURE-F

The Supplier/Contractors while submitting their bill to the Paying Authority shall furnish the
following certificates:
Certified that:
1. Excise Duty claimed in this/these bill/bills is/are not more than what is / are payable
under the provisions of the relevant act or the rules made there under.

2. The amount of Rs____________________ claimed as Excise Duty in this bill has


been/will be paid to the Excise Authorities in respect of stores covered by the bill as
per the procedure laid down by the Excise Authorities.

3. No refund of Excise Duty for the goods covered under the bill/bills has/have been
received from the Central Excise Authorities nor our appeal for refund of Excise Duty
for the goods covered under the bills are pending with the Central Excise Authorities.

4. In the event of any refund of Excise Duty being received, we undertake to promptly
pass on the same to NPCIL. In addition, we also authorise the paying authority in
NPCIL to recover such amount from our outstanding bills against the present or
future contracts.

--------------------------------------------------------------------------------------------------------------------------
ANNEXURE-G

Certificate to be furnished by the Contractor along with the invoice/bills when sales/ Central
Sales Tax as extra is claimed.
Certified that:
1) Goods and packing charges on which sales tax (Central or State)/ VAT claimed are
not exempted from payment of Sales Tax (Central or State)/ VAT under the
Provisions of Sales Tax Act or Rules.

2) We, as a registered dealer, are being assessed to Sales Tax.

3) In the event of our getting refund in whole or part of Sales Tax already paid from
Sales Tax Authorities, we shall promptly pass on the same to the Purchaser. In
additions we also authorise the paying authority in NPCIL to recover such amount
from our outstanding bills against the present or future contracts.

4) We are registered as dealers in the State of _________________ and our


local/Central Sales Tax Registration No. is __________________________.
ANNEXURE-H

Certificate to be furnished by the contractor along with the Invoice/Bills when


service tax is claimed.

Certified that:

1. Services on which service tax claimed are not exempted from payment of
service tax under the provisions of Extant Rules.

2. We are registered with Central Excise Department for service tax and our
Registration number is _____________________.

3. We undertake to pursue the matter for refund in case the exemption is


received by NPCIL from the Govt. of India for payment of service tax. In
the event of our getting refund in whole or part of Service Tax already paid
to Service Tax Authorities, we shall promptly pass on the same to the
purchaser. In addition we also authorise the paying authority in NPCIL to
recover such amount from our outstanding bills against the present or
future contracts.

4. We hereby confirm that Service Tax has been remitted/will be remitted in


accordance with the Service Tax Rules.

Signature of Contractor or their Authorised Representative.