Appendix-1

Statement showing existing vis-à-vis modified provisions of Integrated MM Manual.

Para No. Existing provisions Modified Provisions

24.8.1 The cases for constitution of OEC should be sent by The cases for Resolution of disputes through conciliation
the concerned work center to the Chief (legal by OEC shall be processed as per the guidelines issued
Services),New Delhi who will put up the same directly vide circular No. (35/2015 dated 22.09.2015), as may be
to CMD, through concerned Director along with the list amended from time to time.
of OEC members ( with full particulars of background
and empanelment) and current workload for each
panellist for selection
 Appendix-2

Statement showing existing vis-à-vis modified provisions of standard contract conditions for procurement of Goods and Services
(including Charter hire of rigs).

Para No. Existing provisions Modified Provisions

42.1 & 33.1 Resolution of disputes through conciliation by OEC Resolution of disputes through conciliation by OEC (Not
under (Not applicable in cases valuing less than Rs 5 lakhs): applicable in cases valuing less than Rs 10 lakhs):
Annexure-2
of BL 01 & If any dispute, difference, question or disagreement If any dispute, difference, question or disagreement arises between
02 arises between the parties hereto or their respective the parties hereto or their respective representatives or assignees,
respectively representatives or assignees, in connection with in connection with construction, meaning, operation, effect,
and 27.3 construction, meaning, operation, effect, interpretation interpretation of the contract or breach thereof which parties are
under of the contract or breach thereof which parties are unable to settle mutually, the same may first be referred to
Annexure-2 unable to settle mutually, the same may first be conciliation through Outside Expert Committee (“OEC”) to be
of BL/03 referred to conciliation through Outside Expert constituted by CMD, ONGC as provided hereunder:
and Committee (“OEC”) to be constituted by CMD, ONGC
standard as provided hereunder:
contract
conditions
for Service
contracts.

1. The party desirous of resorting to conciliation shall Proposal for OEC

send a notice of 30 (thirty) days to the other party of
its intention of referring the dispute for resolution
through OEC. The notice invoking conciliation shall
specify all the points of disputes with details of the
amount claimed to be referred to OEC and the party
concerned shall not raise any new issue thereafter.
2. CMD, ONGC shall nominate three outside experts,
one each from Financial/commercial, Technical and
Legal fields from the Panel of Outside Experts
maintained by ONGC who shall together be
referred to as OEC (Outside Experts Committee).
1. Conciliation through OEC will be resorted in cases involving
disputed amount upto Rs. 250 crores only. The disputed amount
will be calculated by considering the amount of claim and counter-
claim of the parties.
2. Claimant shall give notice for conciliation. In cases where the
contractor is claimant then the notice shall be given to the
concerned ONGC office as per the contract, clearly bringing out
the points of dispute and the amount claimed with documents in
support of the claim and the party concerned shall not raise any
new issue thereafter.
3. Parties shall not claim any interest on Constitution of OEC
claims/counterclaims from the date of notice
3. CMD, ONGC will have the sole discretion to constitute OEC.
invoking conciliation till execution of settlement OEC will be formed from the panel of experts maintained by ONGC
agreement, if so arrived at. In case, parties are and will normally comprise of three members, one member from
unable to reach a settlement, no interest shall be each category i.e. Technical; Finance/Commercial; and Legal.
claimed by either party for the period from the date However, there will be a single member OEC for disputes involving
of notice invoking conciliation till the date of OEC a claim and counter claim (if any) upto Rs 1 crore, CMD will have
recommendations in any further proceeding. authority to reconstitute an OEC to fill any vacancy or if any OEC
member is not available to attend the OEC Meetings.
4. The Proceedings of the OEC shall be broadly
governed by Part III of the Arbitration and 4. Upon constitution of the OEC, Chief Legal Services, ONGC will
Conciliation Act, 1996 including any modifications issue the appointment letters to OEC members and the parties
thereof. concerned.
5. The OEC members shall give a declaration of independence
5. OEC shall hear both the parties and recommend and impartiality (as per Annexure C*) to both the parties before the
possible terms of settlement between the parties. commencement of the OEC proceedings.
The recommendations of OEC shall be non-binding
and the parties may decide to accept or not to Proceedings before OEC
accept the same. Parties shall be at liberty to
6. The claimant shall submit its statement of claims to OEC
accept the OEC recommendation with any members, and to the parties prescribed in the appointment letter
modification they may deem fit. within 30 days of the issue of the appointment letter (as per
Annexure D*).
6. Where recommendations are acceptable to both the
parties, a settlement agreement will be drawn up in 7. The respondent shall file its reply and counter claim (if any)
terms of the OEC recommendations or with such within 30 days of the receipt of the statement of claims.
modifications as may be agreed upon by the 8. Parties may file their rejoinder/additional documents if any in
parties. The settlement agreement shall be signed support of their claim/counter claim within next 15 days. No
by both the parties and authenticated by all the documents shall be allowed thereafter, except with the permission
OEC members either in person or through of OEC
circulation. This settlement agreement shall have
the same legal status and effect as that of an 9. OEC will commence its meetings only after completion of the
arbitration award on agreed terms on the substance pleadings.
of the dispute rendered by an arbitral tribunal under 10. In case of 3 members OEC, 2 members will constitute a valid
Section 30 of the Arbitration and Conciliation Act, quorum and the meeting can take place to proceed in the matter
 1996. after seeking consent from the member who is not available. If
necessary video conferencing may be arranged. However, OEC
7. The parties shall keep confidential all matters Recommendations will be signed by ail Members. Further, efforts
relating to the conciliation proceedings. must be made for unanimous recommendations.
Confidentiality shall extend also to the settlement 11. The parties shall be represented by their in-house
agreement, except where its disclosure is employees/executives. No party shall bring any advocate or
necessary for purposes of implementation and outside consultant/advisor/agent. Ex-officers of ONGC who have
enforcement. handled the matter in any capacity are not allowed to attend and
present the case before OEC on behalf of Contractor. However,
8. The parties shall not rely upon or introduce as ex-employees of parties may represent their respective
evidence in any further arbitral or judicial organizations.
proceedings, whether or not such proceedings
12. Solicitation or any attempt to bring influence of any kind on
relate to the dispute that is the subject of the
either OEC Members or ONGC is completely prohibited in
conciliation proceedings, conciliation proceedings and ONGC reserves the absolute right to
close the conciliation proceedings at its sole discretion if it
(a) views expressed or suggestions made by the apprehends any kind of such attempt made by the Contractor or its
other party in respect of a possible representatives.
settlement of the dispute;
(b) admissions made by the other party in the 13. Parties agree to rely only upon documentary evidence in support
course of the OEC proceedings; of their claims and not to bring any oral evidence in the OEC
(c) proposals made by the OEC; proceedings.
(d) the fact that the other party had indicated his
14. OEC will give full opportunity of hearing to the parties before
willingness to accept a proposal for settlement
giving its recommendations.
made by the OEC.
15. OEC will conclude its proceedings in maximum 10 meetings,
9. The parties shall present their case before OEC and give its recommendations within 90 days of its first meeting.
only through their in-house executives. Neither OEC will give its recommendations to both the parties
party shall be represented by a lawyer unless OEC recommending possible terms of settlement CMD, ONGC may
specifically desires that some issue of legal nature extend the time/ number of meetings, in exceptional cases, if OEC
is in dispute that needs to be clarified / interpreted requests for the same with sufficient reasons.
by a lawyer. 16. OEC members will be paid fees and provided facilities (as
detailed under point 27 of this clause) hereinafter, subject to
10. OEC members shall be entitled for the following revision by ONGC from time to time and subject to Government
fees and facilities: guidelines on austerity measures, if any.
(Circular No. 21/2014 dated 24.11.2014)
17. Depending upon the location of the OEC members and the
 parties, the venue of the OEC meeting shall be either Delhi or
Sl. Fees/ Facility Entitlement To be Mumbai whichever is most economical from the point of view of
No paid/ travel and stay etc.
arranged 18. Parties shall not claim any interest on claims/counterclaims from
by the date of notice invoking conciliation till execution of settlement
1. Fees Rs. 20,000 per Contractor agreement, if so arrived at. In case, parties are unable to reach a
meeting subject to settlement, no interest shall be claimed by either party for the
maximum of Rs. period from the date of notice invoking conciliation till the date of
2,00, 000 for the OEC recommendations and 30 days thereafter in any further
whole case. In proceeding.
addition, one OEC
member chosen
19. Legally, parties are under no obligation to refer a dispute to
by OEC shall be conciliation or continue with conciliation proceedings. Parties are
paid an additional free to terminate the conciliation proceedings at any stage as
amount of Rs. provided under the Arbitration and Conciliation Act, 1996.
10,000 towards
secretarial
Actions after OEC Recommendations
expenses in
writing 20. The recommendations of OEC are non-binding and the parties
minutes/OEC may decide to accept or not to accept the same. Parties are at
recommendations. liberty to accept the OEC recommendation with any modification
2. Additional Fee Rs. 10,000/-. Contractor they may deem fit.
for attending
meeting to 21. The contractor shall give its response to ONGC within 7 days
authenticate receiving OEC Recommendation.
the settlement 22. If the Recommendations are acceptable to the contractor partly
agreement or fully, ONGC will consider and take a decision on OEC
recommendations. Key executive shall communicate the decision
3. Transportation Luxury car or Rs. Contractor of ONGC to the contractor, If decision of ONGC is acceptable to
in the city of 2,000 per day. the contractor, a settlement agreement under Section 73 of the
the meeting Arbitration and Conciliation Act, 1996 will be signed within 15 days
of contractor's acceptance and same shall be authenticated by all
4. Venue for ONGC conference ONGC the OEC Members.
meeting rooms/Hotels 23. The timelines mentioned in the above guidelines are with an
objective to achieve expeditious conclusion of OEC proceedings,
 Facilities to be provided to the out -stationed However, it does not mean that any action beyond the timelines
member will be invalid. However, the party concerned will make all efforts to
5. Travel from Business class air Contractor complete the actions within the stipulated time.
the city of tickets/ first class 24. The parties shall keep confidential all matters relating to the
residence to train tickets/ conciliation proceedings including minutes of OEC meeting and
the city of Luxury car/ Recommendations of OEC. Parties shall not rely upon them as
meeting reimbursement of evidence in any Forum / arbitration / court proceeding, whether or
actual fare. not such proceedings relate to the dispute that is the subject of the
However, conciliation proceedings,
entitlement of air
a. views expressed or suggestions made by the other party
travel by Business
in respect of a possible
class shall be settlement of the dispute'
subject to b. admissions made by the other party in the course of the
austerity OEC proceedings;
measures, if any, c. proposals made by the OEC;
ordered by Govt d. the fact that the other party had indicated his willingness
of India. to accept a proposal for
6. Transport to Luxury car or Rs. Contractor settlement made by the OEC.
and fro airport 3,000/-.
/ railway 25. Confidentiality extends also to the settlement agreement, except
station in the where its disclosure is necessary for purposes of implementation
city of and enforcement. This stipulation will not apply to disclosure made
residence by ONGC to Govt, of India or its authorities, if required.
7. Stay for out 5 Star Hotel. ONGC 26. Subject to terms and conditions contained in the above paras,
stationed the provisions of the Part III of Arbitration and Conciliation Act,
members 1996 shall be applicable to the conciliation proceedings and the
8. Transport in Luxury car or Rs. Contractor parties and the OEC members shall be bound by the same.
the city of 2000 per day.
meeting 27. Fees and facility to the OEC Members
1, OEC members shall be entitled for the following fees and
11. All the expenditure incurred in the OEC facilities (All the expenditure incurred in the OEC proceedings
proceedings shall be shared by the parties in equal shall be shared by the parties in equal proportion. The parties
proportion. The parties shall maintain account of shall maintain account of expenditure and present to the other
expenditure and present to the other for the for the purpose of sharing on conclusion of the OEC
purpose of sharing on conclusion of the OEC proceedings):
 proceedings. :
SI. Fees/ Facility Entitlement To be
12. If the parties are not able to resolve the dispute No paid by
through OEC or do not opt for conciliation through .
OEC, the party may invoke arbitration clause as i. Fees Rs. 20,000 per meeting subject to Contractor
provided in the contract. maximum of Rs. 2,00,000 for the
whole case. In addition, one OEC
member chosen by OEC shall be
paid an additional amount of Rs.
10,000 towards secretarial
expenses in writing minutes /
OEC Recommendations.
ii Fee for Rs. 10,000 Contractor
attending
meeting
to
authenticate
the settlement
agreement
iii Transportation Car as per entitlement or Rs. Contractor
in the city of 2,000 per day
the meeting
iv Venue for ONGC conference rooms/Hotels ONGC
meeting

Facilities to be provided to the out -stationed member

v Travel from Business class air tickets/ first Contractor

the city of class train tickets/ Luxury car/
residence to reimbursement of actual fare.
the city of However, entitlement of air travel
meeting by Business class shall be subject
to austerity measures, if any,
ordered by Govt of India.
vi Transport to Car as per entitlement or Rs. Contractor
and fro airport 3,000
/ railway
station in the
city of
residence
vii Stay for out 5 Star Hotel ONGC
 stationed
members
viii Transport in Car as per entitlement or Rs. 2000 Contractor
the city of per day
meeting

* Annexure C and D of the circular No. 3 of 2015 dated

29.07.2015 of Director (HR)- Work centre to give suitable
Annexure No. for incorporating the same in contract
conditions)