mS ta INDIA NON JUDICIAL Se a 2 wi ax ey SB Certificate No. : IN-DL98929326062847Q Certificate Issued Date + 01-Nov-2018 03:32 PM ‘Account Reference 2 IMPACG (IVy/ dl94650/ DELHI DL-DLH || Unique Doc. Reference 1 SUBIN-DLDL94650303209777362203Q "| Purchased by : CSC E GOVERNANCE SERVICES INDIA LIMITED Description of Document 1: Article 5 General Agreement Property Description + Not Applicable | | Consideration Price (Rs.) 1 0 (Zero) First Party 1 CSC E GOVERNANCE SERVICES INDIA LIMITED: Second Party 2 OJL MARKETING COMPANIES ‘Stamp Duty Paid By 1 CSC E GOVERNANCE SERVICES INDIA LIMITED: Stamp Duty Amounts) : ‘ono Hundred only) Please write or type below this line. tp so be verted a wont sclstamp cen ay deeropency ithe sé on Bis Cortes and Ten fe users of the catal ore Competent Ahr.S| csc Memorandum of Understanding between Indian Oil Corporation Limited, Bharat Petroleum Corporation Limited, Hindustan Petroleum Corporation Limited and CSC eGovernance Services India Limited for availing services of Common Service Centres This Memorandum of Understanding (“MoU”) entered into on the 3° day of the month of November in the Year 2018 (“Effective Date”). BETWEEN INDIAN OIL CORPORATION LIMITED (Marketing Division) a Company incorporated under Indian Company Act, 1956 having its Registered Office and its marketing Head office at Indian Oll Bhavan, G-9, Ali Yavar Jung Marg, Bandra (East), Mumbai 400 051 hereinafter referred to as “Corporation” (hereinafter referred to as “IOCL”) (which expression shall, where the context so admits, be deemed to include its successors, executors and administrators) of the ONE PART. AND BHARAT PETROLEUM CORPORATION LIMITED a company incorporated in India under the Indian Companies Act, 1913 and having its registered office at Bharat Bhavan, Currimbhoy Road, Ballard Estate, Bombay — 400 001 (hereinafter referred to as “BPCL”) (which expression shall, where the context so admits, be deemed to successors, executors and administrators) of the Second PART. Jude AND HINDUSTAN PETROLEUM CORPORATION LIMITED, a company incorporated under ‘Commpanies Act, 1956 having its registered office at Petroleum House, 17 Jamshedji Tata Road, Churchgate, Mumbai 400 020 and its Marketing Headugarters at Hindustan Bhawan, 8 Shoorji Vallbhdas Marg, Ballard Estate, Mumbai 400 001.hereinafter referred to as “HPCL") (which expression shall, where the context so admits, be deemed to include its successors, executors and administrators) of the Third PART. AND CSC e-Governance Services India Limited, incorporated under the Companies Act 1956 by the MeitY (Ministry of Electronics and Information Technology), GOI, having its registered office at Electronics Niketan, 4" Floor, MeitY, Program Management Unit, 6, CGO Complex, Lodhi Road, New Delhi, Delhi-110003 (hereinafter referred to as “CSC SPV") represented by Dr Dinesh Tyagi, 1[Page Cc hei to=>Director, CSC SPV (which expression shall, where the context so admits, be deemed to include its successors, executors and administrators) of the OTHER PART. JOCL, BPCL, HPCL and CSC SPV shall hereinafter be collectively referred to as “Parties” and individually as “Party”. JOCL, BPCL and HPCL shall hereinafter be collectively referred to as “Oil Marketing Companies” or “OMCS”} WHERE AS OMCs are engaged in the business of refining, marketing and sale of petroleum products, including Liquefied Petroleum Gas (LPG) to its domestic and non-domestic customers spread across India. WHEREAS CSC SPV has represented in a meeting to the OMC that it has a network of over 3 lakh CSCs who can perform the services set out in the Agreement. WHEREAS OMCs are desirous to facilitate their distributors to avail the following services through SCs; ‘+ Booking new LPG connection (Ujjwala & General category) ‘© Booking of LPG refills (14.2 kg cylinders) ‘* Supply & distribution of LPG cylinders (storage up to 100 Kgs) through CSCs. WHEREAS CSC SPV has represented to the OMCs that it has the resources and ability to perform the services set out in this MoU. AND WHEREAS the Parties have accordingly agreed to execute this MoU in order to record their mutual understanding. Now it is hereby agreed by and between the Parties as follows:- ARTICLE 1 - TERMS 1.1 The following are the terms of this MoU:- {a) This MoU shall com years from the effective date. Ini Odisha and Meghalaya. (b) Learning from the experiences in the pilot, a MOU would be reviewed and extended subsequently on pan India basis which may be renewed time to time as mutually agreed by parties. (c) This MoU may be terminated by either Party by giving 30 days’ prior written notice to the other Party. However, if such termination notice is given by one of the OMCs, the other two OMCs are at liberty to continue their business relations with CSC SPV, subject to execution of a fresh MOU ¢ 2|Page im >, 10 force on the effec lly, the e date and will be valid for a period of 2 lots will be conducted in the states ofstrlen Inari © e eS cse (d) Incase any irregularity (as defined in Marketing Discipline Guidelines which are applicable to OMC LPG distributors currently) is established at any POS / VLE while giving services to LPG customers as per point / para 6 below, the respective OMC would be free to take punitive action, including outright termination of that particular POS / VLE, along-with recovery of monetary penalty (if any) from CSC. {e) A separate MOU between the OMC LPG distributor and the mapped POS / VLE, covering the operational / commercial aspects and disciplinary issues, would be signed on one to one basis, as per the standard agreement format (copy attached) before start of POS / VLE operations. (f) In case, a new distributor gets appointed to serve in the area where POS / VLE is in operation; the services of POS / VLE would be terminated by respective OMC after giving 30 days’ notice to CSC.. The stock with the CSC VLE will be returned back to the original distributor. ARTICLE 2 — DEFINITIONS 2.1 “MOU or “this MoU” means and includes this MoU together with all Appendices, Annexures, Schedules, and any other attachments thereto, includes recitals written hereinabove, and as amended or modified from time to time. 2.2 “Benefit 2.3 “VLE” means Village Level Entrepreneur registered under CSC Scheme. 2.4 “Distributors” means authorized LPG distributors of OMCs with whom the OMCs have valid agreement for sale and distribution of LPG (packed and bulk). ries” means existing LPG customers applying for OMCs Services. ARTICLE 3 — SCOPE OF MOU 3.1 The following scope of MoU is mutually agreed between the Parties and has been signed with following objectives: a) Providing access to Distributors of OMCs to avail services such as booking new LPG Connections (under Ujjwala & General categories), booking of refill and distribution of LPG cylinder (storage upto 100 KGs of cylinder) through CSCs. b) To provide online access to CSCs to deliver services mentioned in point (a) above to LPG customers across India. ARTICLE 4 — ROLE OF CSC SPV 4.1 The following will be the role of CSC SPV:- a) Assist Distributors of OMCs by providing access to CSCs network across the country for assisted online delivery of services.b) od) d) e ) e) h) i) ese ‘Support for integration with online platform of OMCs wherein an authorized VLE can access online services through CSC SPV’s Digital Seva Portal (https://digitalseva.csc.gov.in), ‘Support OMCs in advertising of its services through banners at CSC workshops and other awareness campaigns including CSC Newsletters. To spread awareness among VLEs, CSC SPV will design the marketing collaterals for OMCs. Nominate a single point of contact for OMCs and the Nodal officer shall be over-all in-charge of the project. Training and capacity building of VLEs of online application to apply services. CSC SPV will deposit interest free refundable security money in the form of security deposit, payable to OMCs in the ratio IOCL: BPCL: HPCL :: 2 : ividually to each company. The deposit will be paid by CSC SPV on behalf of CSCs at the rate of Rs 5,00,000 per 500 cylinder maximum upto Rs 20 Lakhs, as the count of cylinders and security amount is total of all three OMCs . OMCs will raise claim against loss or damage to any equipment to CSC, if any, which will be paid within 15 days from the date of claim, Failing do so, OMCs shall recover the same from the security deposit along-with simple interest prevailing at that point of time. Both the parties shall ensure the strict adherence to SOP, copy attached. it ARTICLE 5 ~ ROLE OF THE OMCs 5.1 The OMCs will have following role: a) 5) °) a) 8) h) Support for integration of CSC platform with OMCs website for assisted online application access for new connection and refill request through Common Service Centres across India. Provide details to CSC SPV regarding number of online request, processed, approved or rejected in an online MIS dashboard for reconciliation purposes. Ensure the high availability of online platform at all times with adequate hosting environment & necessary bandwidth, for all the VLEs. To spread awareness among citizens for the availabi of LPG booking services at CSCs. Participation in work-shops and other training sessions for the VLEs regarding this initiative. OMCs and CSC SPV will make the Standard Operating Procedure (SOP) / guidelines with roles and responsibilities of CSCs and Distributors. OMCs and CSC SPV will circulate these guidelines to all the stake holders for the smooth implementation of this project. OMCs will map CSCs with their local distributors. There could be more than one CSC mapped with single distributor. However, one CSC would be mapped to only one OMC distributor. Nominate a single point of contact for CSC SPV, and the Nodal officer shall be over-all in- charge of the project.ARTICLE 6 — FINANCIAL / COMMERCIAL 6.1 All Parties mutually agree rates as given below: csc No Service Type Charges Mode of Payment _ Booking of new gas Per Rs 20 per * CSC SPV will raise connection (under Ujjwala | transaction | connection monthly invoice to & General categories).This | (with clear | inclusive of GST | OMCs, and payment includes collection of KYC | KYC for shall be made to CSC and enteringit into the | PMUY & spv OMC portal General) 2, | Refilling booking by LPG | Per Rs2foreach | Tobe directly collected customers transaction | refill booking by | by POS / VLE from the VLE inclusive of | LPG customers ost | 3. * | Distribution of Gas Per cylinder | Rs 10 each Cylinders through CSCs inclusive of GST | « An additional If, the cylinders are to be agreement to be signed delivered by distributor at Benwcen Diseniiters pos / vie mremises and VLEs for delivery of 4, ** | Distribution of Gas Per cylinder |Rs.19.50 each | ‘iinder. The payment Cylinders through CSCs If, cylinders are to be uplifted by POS / VLE thru its own vehicle, from the LPG go-down of the distributor inclusive of GST for delivery of cylinders will be paid directly by distributors to VLEs ‘* OMCs shall ensure the delivery of ordered cylinder at VLEs and requisite support from distributors Note: (A) If any additional transportation charges are approved by District Magistrate / Collector, for going beyond the distributors operational area in case of point no.3 * Distributor will keep the additional transportation. Point no.4 ** CSC-VLE will get the additional transportation. (8) The one-time cost of making caged storage (as approved by PESO), for storing 100 Kg LPG in cylinders at each POS / VLE, would be borne by CSC. c siete|e csc ARTICLE 7 — CONFIDENTIALITY 7.1 All the Party are to abide to the followings: a) All the Parties shall take all reasonable care to ensure that intellectual property, privacy and confidentiality of any information (inclusive but not limited to beneficiaries’ data, software, designs, dataset, etc.) from other Party (and other institutions, as applicable) are not compromised, b) Each Party will treat as confidential all confidential information of the other Parties and shall not disclose such confidential Information to any third party without prior written consent of the owner of such Confidential Information. ©) Each Party will promptly notify the other Parties of the actual or suspected misuse or unauthorized disclosure of the other Party’s confidential information. d) The employees and all other persons concerned with the provision of the services under this MoU are aware of and understand the duty of confidentiality imposed on them under this Agreement, e) Exceptions: Notwithstanding the above, either Party will have liability to the other with regards to any confidential information of the other which the receiving Party can demonstrate: (i) Was in the public domain at the time it was disclosed or has become in the public domain through no fault of the receiving Party. (ii) Was known to the receiving Party through no breach of any other confidentiality provisions at the time disclosure, as evidenced by the receiving party/ documents in existence at the time of disclosure. (iii) Was independently developed by the receiving Party as evidenced by the receiving Party's file/documents in existences at the time of disclosure. (iv) Is disclosed by the disclosing Party to any third party without confidentiality obligations similar to those contained in this MoU; or (v) Is disclosed pursuant to the order or requirement of a court administrative agency, or other governmental body, provided, however, that the receiving Party will provide prompt notice thereof to the disclosing Party prior to any disclosure to enable the disclosing Party to seek a protective order or otherwise prevent or restrict such disclosure. (vi) Ifareceiving Party claims that confidential information falls under one of the above subsections such receiving Party has the burden of estal such exception by clear and convincing evidence. slrese ew 2 ¢9 e je ee ARTICLE 8 — LIMITATION of LIABILITY 8.1 Neither Party shall be liable to other Parties in contract tort negligence breach of statutory duty or otherwise for any loss damage, costs or expenses of any nature whatsoever incurred or suffered by that other Parties that are: (a) OF, indirect, special, or consequential nature; or (b) Any toss of turnover, profits, , business opportunity; ARTICLE 9 — INDEMNITY 10.1. Each Party shall indemnify and hold harmless each other from any third party claims and losses arising in connection with this MoU to to extent that such claims or losses are attributable to or arise from the MoU action or omissions of its own employs or agent. ARTICLE 10 —TERMINATION 11.1. Either Party may terminate this MoU upon 30 days’ written notice sent to the other Party by registered post acknowledgment to the other Parties. In the event of termination, a termination plan shall be mutually agreed to manage the orderly wind down of the project within the notice period. ARTICLE 12- REPORTS 12.1 All Parties shall provide transactional and operations reports periodically to each other, which may be specific to a services, geographic region or consolidated in a format specified by the Parties. These reports would help in understanding the effectiveness of the services, Issue faced in the field and potential improvement areas and infrastructure and other complements under its scope of operations. ARTICLE 14- NOTICES 14.1 All notices and other communications under this MoU shall be in writing and in English and either delivered by hand or sent by registered Addresses first mentioned above. ARTICLE 15- RELATIONSHIP BETWEEN THE PARTIES 15.1 The Parties are independent entities, and no agency, partnership, joint venture or employer relationship is intended or created by this MOU. Neither Party will make any warranties or representa ns on behalf of the other. ARTICLE 16- MODIFICATIONS 16.1 No modifications to this MOU will be effective unless agreed to in writing by the Parties. Cc reveetor .@ e ee ARTICLE 17 — SEVREBILITY 17.1 If any of the provisions of this MoU are declared to be invalid, such provisions shall be severed from this MoU and the other provisions here of shall remain in full force and effect. ARTICLE 18 — DISPUTE RESOLUTION 18.1 In case of any disputes or difference arising between the Parties in relation to this agreement, such disputes or differences shall be amicably settled by mutual discussions between the parties at the level of their respective Executive Directors or such officials so authorized by the Parties. If, however the dispute and differences cannot still be settled between parties within 30 days of such reference, all such disputes and differences shall be referred to arbitration of a Sole Arbitrator as per the provisions of Arbitration & Conciliation Act, 1996. The venue and seat of arbitration proceedings shall be Delhi. Arbitration proceedings shall be conducted in English Language. The Agreement will be governed by Indian Laws and Parties submit themselves to exclusive jurisdiction of courts at Delhi. ARTICLE 19 — FORCE MAJEURE 19.1 Notwithstanding any provision contained in this agreement, neither Party shall be liable to the other to the extent fulfilment or performances of any terms and conditions of this agreement is delayed or prevented by revolutions, civil disorders, wars, acts of enemies, strikes, , , fires, floods, rains, snows, ice, earthquake, natural, calamity, central, states or municipals action, statute, ordinance, or regulation or without limiting the foregoing, any other cause not within its control and which by the exercise for reasonable diligence it is unable to prevent, whether of the class of causes hereinbefore enumerated or not . If any force majeure event occurs, the affected Party will give prompt written notice to the other Parties and will use reasonable efforts to minimize the impact of such event. ARTICLE 20 — MISCELLANEOUS 20.1 All Parties agrees that: a) Assisted online services and Gas Cylinder through CSCs are purely optional for the Benefi b) All the terms & conditions for service delivery through CSCs are solely defined by OMCs and CSC SPV, no single party can changes or alter anything. CSCs will only be another mode of service accessibility for the Beneficiaries apart from usual modes offered by OMCs. ©) CSC SPV shall ensure a close coordination with OMCs and ensure overall supervision on functioning of CSCs for the services covered under this agreement. 8.Ion IN WITNESS WHERE OF, the Parties here to have signed this MoU hereunder on the dates respectively mentioned against the signature of each. For Indian Oil Corporation Limited ae “es (wea) Name Designation Witness Name Designation For Bharat Petroleum Corporation Limited . Lue Designation Witness Name Designation For Hindustan Petroleum Corporation Limited Name Designation Witness Name Designation For CSC eGovernance Services India Li Cy owe Name Designation Witness Name Designation 91 Page csc