‘This Consortium Agreement (“Agreement”) is enteed into at Place) on his day of 2020 BY AND BETWEEN M/s an catty constituted in accordance with the laws of [Nate of the ‘Country and having its Office a seting through | its duly authorized representative, Me / Ms Pen insert fname and designation) (hercinater refered to as the ‘Fist Participant’ Member’ which expression ualess excluded by or repugnant tothe subject or context be deemed to ean aad include its succesorsin-nterest, authorized representatives, administstors, and. permitted signs) ofthe Fist Past, AND Mis Couatzy) and having its Office 2 scting through its daly authorized sepresenative, Mr. / Ma [Please inset ‘name and designation} (hereinafter referred to at the ‘Second Pastcpant Member’ which , 49 eatty constiute in accordance withthe laws of [Name of the expression unless excluded by or repugnant to the subject or context be deemed to mesn and Incade its succesorsn-nterest, authorized representatives, administrators, and. permited assigns) ofthe Other Par. [WHEREAS Uttar Pradesh Skill Development Mission(UPSDM), having its Registered Office TT1Campas, Alias, Lucknow, Uta Pradesh 226024 has invited bids for ——-— (hereinafter called the “Project”) and the bid conditions requte thatthe applicints bidding fo the same may form s Consortium for bidding as well as executing the Projet. AND WHEREAS the Paes of the Fist and Second Past jointly sts the lig citeia bhi down by UPSDM for participating inthe bidding process by forming « Convorium benween themeclves.‘The Parties hereby form such a Consortium subject to the following terms and conditions and {his Agreement shall form a part and parcel ofthe Agreement fo foe ‘execution ofthe Project by UPSDM, ifand when avatded 1 the Pases hereto: a ‘he objet of this apeement is forthe pits rca to anive at = stg ndesanding with eachother to pool thee reoures, cooperate with ach oer and indy prepae and implement the scope of work which hs been decd inthe Aagcement entre in to wth UPSDM for providing ting nde ferent iting programe asin the target and apr the tems and condons gen the UPSD Exclusivity: ‘The Lead Member shall not walkout after the peoject is approved. All he commitments 1s per the sanction order for project delivery have to be met by dhe Lead Member in case the Consortium Join fils to da so, ‘The Parties herein also ave represented and assured each other that they wil side by and be bound by the tems and conditions stipulated by UPSDM for awarding the Agreement for inching signing the contact with all sike holders inthe execution of ‘his Agreement fr cating ont the ha....comtespondling tothe RFE-22 ‘Project Coondination: “The targets would be allocsted by the UPSDM in favour of the consort, However the Jead member sepresenting the consortium as authoszed signatory woul be obligated to Aiabue the targets between itself andthe othe associate partner to te consortium as per their mutual understnding including allocation of diticts and jeb role. The lead member would be required to submit the target ditbution sheet to the UPSDM. However, the ead partner would have the leverage to modify the target Sistbusion tit sssocate patsner anytime dusag the agreement but the same woule roqire «prior ‘information to the UPSDM. ‘The batch wise invoices would be sised by the lead pariner only but the same would clexly specify a to which partner of the consortium has tisned it aad eo whom the payment ofthe batch is consequendy due. The led member would ieate the bank accouat deuils ofthe associate member and would authorize the UPSDM to credit che due amount sgrnet a particular batch in the account of associate parte 2‘The Passes hereby agree that dhe Pasty ofthe Fist Pat shall ct a the Lead Partner for self and on behalf ofthe other pacts and execute the Agreement for itself ané on behalf of the ‘other partes. The parties herein further deche and confiem tht they are joinly and severally ‘bound to UPSDM for execution of the Agrtinent for tmining against RFE-22 i accordance with its terms and shall joindy and sevesally be lable to UPSDM to perform all contractual obligations, including technical geaantees mentioned therein and in this Agreement. The Lead Purmer is authorized to incur lables and seceiveiastractions for and on bealf of any ot all ‘Pasiners of the Consortium. 4 i i fhe Pa ‘The responsibilities and obligations ofthe consortium ate delineated in Par-S ofthis Agreement which may be shared benween the consortium pattaers acondiag to thet spesience,capabiles and experts. It is agreed that the Lead member shall beat entire financial responsibility for the project, including fulfilment of ‘demand/recovery by the Government in case of any default oF deviation in the projector for which work has not been completed as per the sanction. It is furs greed that che above-mentioned shasing of responsibilities and obligation sll aot in any way bea lnitaion to the joint and sever tesponibiles ofthe Pasties herein to LUPSDM under he projector the Agreement for ‘The conor orits members herby grees that 1 The Lead Member undertakes to develop the capabilites of th other member sho, The Lead Member shal abo full al nancial ligt cite in terms of the RFE, +The applicant PTP shal be responsible for delivery ofthe projctas per sanction. Both the parmers in the consortium shall collectively fall ll aoa Gnancial light criteria Technical cig stated in the RFE * The projec shall be sanctioned inthe name of the applicant PIP, and it shal be -dealy mentioned that the projec i being undertaken a8 a consodium, ‘+ The oversight mechani ofthe Lead Members explicit and adeuate + Both the members of consortium may chim credit for the wotk done in proportion of targets accomplished by each of them under consortim for categorization in faste project. 3* The Bid shoud include a brief description of the roles and responsbilites of individual members, paticulaly with seference to thee Gana and technical obligations, * An individual Bidder cannot atthe same time be member of a Consortiam, Funes, a member ofa pasicula Bidder Consortium cannot be member of ay other Bidder Consortium; ‘+ Except as provided under this RFE and the Bidding Document, there shall not bbe any amendment to the Jt: Bidding Agreement without tae prior written conten of the Authoriy. ‘+ Waiver — No waives of aay provision of this Agreement shall be binding upon 2 pny unless such waiver set forth ina wsten instrument which i executed and ‘elvered on behalf of such pay by ts authorized sgnatsies. Sch waiver shall be effective only to the extent speciclly se forth in uch written instrument. + Amendments, Modifications and Consents — Excep: as otherwise contemplated hersin no addon to, and 20 cancelation, recewsl, extension, sodiication oe amendment of, this Agreement shall be binding upoa a pay unless such addon, cancellation, renewal, extension, modification ot amendment rset forth i a writen instrument executed and delivered on behalf ‘of ech pty by ite authorized signatories ‘Logistics and Operational Management: ‘Manpower Management: The pary/partis of the consortium either exclasively or jointly stl be lable to maintain al dhe manpower and ensue theittinely dlvry of the work a5 pet the requirement and standasd of Sponsoring Agency including tnined & ceriied ‘Training of Trainers ~ The pasy/pases of the consorium ether excusively o jointly shall, ‘catty out the job of taining and choosing the tines who shall execute the taining rogram and all shall be extied tines through concemed SSC. Delivery of Training The pary/pantes ofthe consortium either exchsively or jointly has 420 oblignion to carryout the ening program timely as per the standard and reqeizement given by the UPSDM. The training program shall be cried out with utmost sincexty ‘which shal hep dhe candidates to pas the assessment and qualify asa tined candidate. “Mobilization- ‘The pasty/panties of dhe consostium either exchsvely ot jitly will range mobilization camp, peimary sreening, and collection of documents and finalization of candidates at per the norms ofthe UPSDM.55 Attendance of Trainees- The paxty/pasies ofthe consortium either exhusively ot joy hnas/have to maintain the atendance ofthe trainees and shall mains the daly records of attendance a per the desied noms, 56 Infrastructure arcangement & Establishment of Lab - The pasy/partiee of the ‘consortium ether exclusively or jointly has to set up all the equipments which ace required ia cating out taining program as per Sponsoring Agen’ standatds and 51 MIS- The patty/panes of the consortium elther exclusively or joiatly shall maintain and keep a tac ofall the enrolled stadeats, drop ou students and their attendance and share ‘with fs party on seul basis or whenever required S58 Assessment ~ The parry/puries of the consortium either excosively or jointly has to loversce the entre asessment process at the end of the taining, Cost pertaining to assessment and assessment fees willbe borne by the Second pany. 59 Placement ~ The party/paries of the consortium either exclsively of jointly would be responsible to ensure placement ofthe tained and svecesflly assessed candidates within ‘3 moaths after their clearing the third party assessment. The candidates woul be deemed pliced as pe the definition and provision of the common norm esued bythe Ninisty of Skil Development and Fatepreneusship, Govt. of India 510 Tracking, Backward and Upward Linkages ~ The pary/parties ofthe consortium either exclusively or jointly wil maintain the ecking ofthe candidates from commencement af tovning il the placement of 12 moaths or as per the sandasd norms of sponsoring gency. ‘That Second party wil be maiatsining the MIS and will ary otal dhe work of teaching the data of enrolled candidates, delivery of cession, atendance ofthe candidates, assesment of the candidates, ceriication of candidates, plcemeats and tacking of candidates afer placements SII Release of payment from UPSDM- The pary/pasties ofthe coasostue either exclave ‘or join shall carry out all such activity of complying the records of tining actvisy ‘which the UPSDM sets out co receive payment from the later S512 Eamest Money deposit EMD willbe borne by Fisst/Second party ofthe consort (ts mutually decided) and dhe amount/instrament of the EMD shall be setined by the LUPSDM al he stipulated time,‘3B Operational Arca- The consostium would prefer tobe allocated targets between is partacss in the allocate distcts. The division of diticts and sesponsbiltis ofboth the membess of consortium either individually os jointly i appended with the agreement at Annexute= 4 6. Cooperation: G1 The Lead Partner undetakes to coopente with the other Pasties in order to ensure smooth performance and execution of the Project. The Lead Partner nderaes o provide [UPSDM with ll information at ity spor for due performance of the Agreement for “The Pasties herein also undertake eo inform in time each other and UPSDM segardng any financial problems or other impedinents which may have an impact on the timely execution of the Project or performance of the Agreement for ________ shat ike al eredil measures to ensure success pesformance of all the obligtions of the consort hereunder and under the Agreement fo 2 Notwithstanding the Lead Parner’ ability in term of this Agreement, each Pasty shall be filly sponsible, lable and accountable forall financial wansacions under this ‘Agreement and the Agreement for______and each Pst shall pay its ‘own taxes and make other statutory and mandatory payments / tas / duses. The Pasties hesein futher undertake to ensure that all applicable legal segulstions are observed, appropriate records are kept of all nancial transactions and appropriate documentation, including, but not limited to contacts, ordess and confirmations, seceipts and invoices, time sheets of sa and payroll ealeultions ate rene for all matters petsining to this Agreement and the Agreement for The Lead Partner shall be responsible to maintain contact with UPSOM aad request, datfaton, guidance or advice whenever seeded. The other Parties herein shall route all hei cequests with sega to clafcation and guidance though the Laud Pastner. 0 flict of Is “The Parties herein undertake to take all necessary measures inorder to avoid any conflict, of interest dating the pecformance ofthe Agreement or the project 6Confidentiality: ‘That all the partes entering into this consortium agreement aver to keep in confidence and not disclose to any other all knowlege, information and data furnished to either by the other par. “Limitation shall not be applicable and shall impose no obligation on a pay with respect to any portion of confidential information whieh i. Was at the ime received or which thereafter becomes, through ao ator flue onthe part ‘of such party, generally known of availble tothe public is known to such parry at the time of receiving such information as evidenced by documentation thn sight in dhe possession of citer patty, i. I furnished to others by the other paity without restiction of disclosure; Both the parties would be responsible to msntsin confdentlry of information and cannot use the confidential internal information's of simile importance for any legal spose, j.Has been disclosed pursuant to the requirements of law or cout order withowt restrictions or other protection against public disclonue; provided, however, tht the other pay sll Ihave been given a reasonable opportunity to ress diselosure and/or to obtain a suiable protective order, Post Contract Liabilities: For any loss or damage on account of any breach of this Agreement ot the Agreement for oF any shor in the execution of the Project, meeting the guaranteed performance / parameters a pee scope of wetk / documents relating to the Tender or the Agreement forthe ‘Lead Parner a8 well as che other Pasties undertake to promptly make good auch loss of damage on UPSDM's demand without any demus, UPSDM shall have the sight to proceed agunst any one of the Pasties herein in this cegard and it shall aither be necessary nor obligatory on the part of UPSDM to proceed against the Lead Partner before proceeding against the other Pats herein, Assignment: ‘The rights and obligations of First and Second Pastipant Member under thie Agreement shall aot be asigned to any thd pary without the por wien consent of UPSDM.11 Applicable Law: ‘This Consortium Agreement shall be govemed, construed and interpreted in accordance swith the vs of nia 2, Tesm of the Agreement - This agreement shall remain valid tl the time work order fasued in the favour of consortium does aot gets complete ia accordance with the guidlines ofthe UPSDM. Part of Contract: 1 is furher agreed by the Parties herein that this Consortium Agieement shall be ‘nrerocable an shall frm an intepal part ofthe Ageeement and shall continue to be enforceable aginst the Pasties Doren by UPSD tilde erm ofthe Agreement fo ate flflled. It tl be effective on the date fet mentioned above forall porpotesand-atends, IN WITNESS WHEREOF, the Parties herein have through their respective authorized representatives have executed these presents and affixed thee hands and common seal of the especie companies on the day, month and yea aforementioned. ForM/s. Managing Director For and on behalf ofthe party ofthe Fest Part and the First and Lead Member (Authorized Representative) ‘WITNESS Name Designation: ForM/ —EE Forand on behalf ofthe party ofthe Second Past and second participant member (Authorized Representative)