Page No.

Clause no Header Description Deviations

1.2.2 Design and Drawings shall include the following amongst others:
a) Raw material testing, if necessary.
b) Basic design, layout, engineering, drawings including P&ID.
c) Detailed design, layout, engineering, drawings & documents.
d) Drawings / data for carrying out Plant Engineering and detailed design/drawings of civil, structural and services.
e) Technical services relating to planning, procurement, manufacturing, inspection, expediting, failure analysis & mitigation plans
etc.
f) Technical consultation / guidance as required by Employer to complete the Project in all respects.
g)Schedule of parts for each Equipment, giving part numbers with reference to assembly drawings and the total number of each
part, for equipment within Contractor’s Scope of work/ services.
h) Recommended brand names and Indian equivalent thereof as well as technical purchase specification for all consumables, e.g.
flushing oils, lubricating oils etc., their yearly requirement for normal operation and maintenance for equipment supplied by the
Contractor.
i) Bills of materials, data sheet, engineering calculation as may be required for completeness of work.
1.2.2 Schedule 1 (1.2 -Engineering Services)
j) As and when requested by the Employer, the Contractor must send its representative, who has been selected and / or approved
by Employer, to attend review and/or coordination meetings at site.
k) The Contractor shall act as a coordinator between supplier of the equipment and the Employer.
l) The Contractor shall also provide the sequence of construction activities, crane position and details of other enabling activities
required for construction of the Project.
m) Provide details resources required for erection, commissioning, operation and maintenance of Plant including but not limited
to number & category of workmen, Erection Equipment, special tools, lifting and hoisting equipment, consumables, etc.
n) Work methods including but not limited to assembly at site & erection schemes, construction cable routing, storage plans,
crane positioning plans. detailing steps to be followed to ensure safe erection testing, commissioning and level of quality
mentioned in Technical Specification or any drawing and document.
o) The Contractor agrees to share their experience/learning, which will avoid failure or improve performance and maintainability
of the Plant, with the Employer from other similar installations as and when basis throughout the life of the plant.
1.2.2 Design and Drawings shall include the following amongst others:
a) Raw material testing, if necessary.
b) Basic design, layout, engineering, drawings including P&ID.
c) Detailed design, layout, engineering, drawings & documents.
d) Drawings / data for carrying out Plant Engineering and detailed design/drawings of civil, structural and services.
e) Technical services relating to planning, procurement, manufacturing, inspection, expediting, failure analysis & mitigation plans
etc.
f) Technical consultation / guidance as required by Employer to complete the Project in all respects
g)Schedule of parts for each Equipment, giving part numbers with reference to assembly drawings and the total number of each
part, for equipment within Contractor’s Scope of work/ services.
h) Recommended brand names and Indian equivalent thereof as well as technical purchase specification for all consumables,
e.g. flushing oils, lubricating oils etc., their yearly requirement for normal operation and maintenance for equipment supplied by
the Contractor.
i) Bills of materials, data sheet, engineering calculation as may be required for completeness of work.
j) As and when requested by the Employer, the Contractor must send its representative, who has been selected and / or
approved by Employer, to attend review and/or coordination meetings at site.
k) The Contractor shall act as a coordinator between supplier of the equipment and the Employer.
l) The Contractor shall also provide the sequence of construction activities, crane position and details of other enabling activities
required for construction of the Project.
m) Provide details resources required for erection, commissioning, operation and maintenance of Plant including but not limited
to number & category of workmen, Erection Equipment, special tools, lifting and hoisting equipment, consumables, etc.
n) Work methods including but not limited to assembly at site & erection schemes, construction cable routing, storage plans,
crane positioning plans. detailing steps to be followed to ensure safe erection testing, commissioning and level of quality
mentioned in Technical Specification or any drawing and document.
o) The Contractor agrees to share their experience/learning, which will avoid failure or improve performance and maintainability
of the Plant, with the Employer from other similar installations as and when basis throughout the life of the plant.

The Contractor shall supply adequate commissioning spares along with the plant & equipment mentioned in Clause .........., No commissioning spares are envisaged. However HEIL shall supply all the materials required to complete the work under HEIL
hereof. The supply of commissioning spares shall not be limited to the items & quantities included in Table .... & .... of Schedule scope, as detailed in our offer
START UP AND COMMISSIONING ...........
10 1.3.2
SPARES Should the commissioning spares found to be inadequate, the Contractor shall supply without any extra cost to the Purchaser,
additional commissioning spares within the time schedule to ensure that the Project is commissioned. The un-used
commissioning spares shall be the property of the Employer.
The Contractor shall supply along with the Equipment, all the materials the oils, grease & lubricants required for the initial fill
The Contractor shall supply along with the Equipment, the oils, grease & lubricants required for the initial fill including flushing
fluids and also chemicals for pickling, etc., well in advance, for commissioning of the Equipment. Should the oil, grease & including flushing fluids and also chemicals for pickling, etc., well in advance, for completing the work as detailed under the
lubricants found to be inadequate, the Contractor shall supply without any extra cost to the Employer, additional required oil, clause nos 1.1.4C and 1.1.4D of the `Scope of Work/ Activity at site' of our offer R5. commissioning of the Equipment. Should
grease & lubricants, within the time schedule to ensure commissioning is not held-up. The un-used oil, grease & lubricants shall the materials oil, grease & lubricants found to be inadequate, the Contractor shall supply without any extra cost to the
be the property of the Employer. These oils, grease & lubricants should be preferably of Indian Origin. In the case of imported oil,
Employer, additional materials ( as defined above) required oil, grease & lubricants, within the time schedule to ensure
grease & lubricant, Specification for the same shall be furnished by the Contractor for procurement in future along with equivalentcommissioning is not held-up. The un-used materials oil, grease & lubricants shall be the property of the Employer. These oils,
10 1.3.4 INITIAL FILLS/ CONSUMABLES indigenous replacement. The Contractor shall also furnish consumption rates of all the consumables along with estimated annual grease & lubricants should be preferably of Indian Origin. In the case of imported oil, grease & lubricant, Specification for the
requirement and purchase specification for timely procurement by the Employer for future requirements same shall be furnished by the Contractor for procurement in future along with equivalent indigenous replacement. The
The Contractor shall supply foundation bolts, anchor bolts, shims, packing materials and any other consumable that may be Contractor shall also furnish consumption rates of all the consumables along with estimated annual requirement and purchase
required during/ after installation of equipment but is not a part of the pre-assembled equipment. These items shall be delivered specification for timely procurement by the Employer for future requirements
along with the equipment. The Contractor shall supply foundation bolts, anchor bolts, shims, packing materials and any other consumable that may be
required during/ after installation of equipment but is not a part of the pre-assembled equipment. These items shall be
delivered along with the equipment.
In the event the Contractor does not supply or delay in supplying, beyond sixty (60) days from date of notice from the Employer, In the event the Contractor does not supply or delays in supplying a particular operation and maintenance spare, beyond sixty
in supplying operation & maintenance spares, the Employer shall have unfettered right to directly procure from sub- (60) days , over and above the delivery period offered for that spare that item from date of notice from the Employer, in
vendor(s)/supplier(s) of the Contractor. Any contract agreement between the Contractor and its sub-vendor(s) / supplier(s) supplying operation & maintenance spares, the Employer shall have unfettered right to directly procure that item from sub-
restricting the Contractor’s sub-vendor(s)/ supplies(s) to directly supply said operation & maintenance spares to the Contractor’s vendor(s)/supplier(s) of the Contractor. Any contract agreement between the Contractor and its sub-vendor(s) / supplier(s)
11 1.3.5.5
customer(s) shall not be binding on sub-vendor(s) /supplier(s) of the Contractor and absolve Contractor’s sub-vendor(s )/ restricting the Contractor’s sub-vendor(s)/ supplies(s) to directly supply said operation & maintenance spares to the Contractor’s
supplier(s) from any obligations arising out of breach of this condition in contract agreement between the Contractor & its Sub- customer(s) shall not be binding on sub-vendor(s) /supplier(s) of the Contractor and absolve Contractor’s sub-vendor(s )/
vendor(s) / supplier supplier(s) from any obligations arising out of breach of this condition in contract agreement between the Contractor & its Sub-
vendor(s) / supplier
Ten (10) Hard copies along with soft copies of maintenance manuals shall be supplied by the Contractor progressively and no later Ten (10) Two (2) Hard copies along with soft copies of maintenance manuals shall be supplied by the Contractor progressively
than three (3) months prior to scheduled commencement of cold tests, covering all Equipment/item supplied by the Contractor as and no later than three (3) months prior to scheduled commencement of cold tests, covering all Equipment/item supplied by
well as those purchased by the Contractor from other sources. These manuals shall interalia cover procedure for adjustment, the Contractor as well as those purchased by the Contractor from other sources. These manuals shall interalia cover procedure
dismantling (if any) and re-assembly of Equipment, all phases of preventive maintenance including detailed explanation of for adjustment, dismantling (if any) and re-assembly of Equipment, all phases of preventive maintenance including detailed
1.3.7 Equipment/system operation with lubricating charts, showing every point requiring lubrication, type and grade of lubricant, explanation of Equipment/system operation with lubricating charts, showing every point requiring lubrication, type and grade of
schedule for lubrication, and the correct amount and grade of oil or grease necessary for refill after drainage, as required lubricant, schedule for lubrication, and the correct amount and grade of oil or grease necessary for refill after drainage, as
One (1) copy of the maintenance manual relevant for each Equipment shipment shall be delivered as a part of the consignment to required
the Port of Shipment on F.O.B / FOT basis, as applicable. One (1) copy of the maintenance manual relevant for each Equipment shipment shall be delivered as a part of the consignment
Submission of Maintenance Manual to the Port of Shipment on F.O.B / FOT basis, as applicable.
Ten (10) Hard copies along with soft copies of operating manuals/instructions shall be supplied by the Contractor, not later than Ten (10) Two (2) Hard copies along with soft copies of operating manuals/instructions shall be supplied by the Contractor, not
three (3) months prior to commencement of cold tests of equipment/items including all details necessary to ensure proper later than three (3) months prior to commencement of cold tests of equipment/items including all details necessary to ensure
procedure and sequence of operation and safety instructions for its Scope of Work. proper procedure and sequence of operation and safety instructions for its Scope of Work.
1.3.8
One (1) copy of the operating manual relevant for each Equipment shipment shall be delivered as a part of the consignment to One (1) copy of the operating manual relevant for each Equipment shipment shall be delivered as a part of the consignment to
the Port of Shipment on F.O.B / FOT basis, as applicable the Port of Shipment on F.O.B / FOT basis, as applicable
Submission of Operation Manual
The Contractor shall be responsible for carrying out dismantling / demolition of necessary existing buildings and structures The Contractor shall be responsible for carrying out dismantling of Transformer accessories / demolition of necessary existing
DISMANTLING & DEMOLITION OF including foundations, covered works and plant & equipment and stacking and expeditious removal of the debris to the dumping buildings and structures including foundations, covered works and plant & equipment and stacking and expeditious removal of
1.4
EXISTING BUILDING, STRUCTURES, ground to be specified by the Employer the debris to the dumping ground to be specified by the Employer and handing over the same to TSL to enable TSL to shifting
PLANT & EQUIPMENT the dismantled items to the designated repair shop
The Contractor shall arrange for training in India & abroad of the Employer's personnel for operation, maintenance and other The Contractor shall arrange for training at site in India & abroad of the Employer's personnel for operation, maintenance and
services of the Project. The travelling and living expenses of the Employer's trainees shall be borne by the Employer. The other services of the Project. The travelling and living expenses of the Employer's trainees shall be borne by the Employer. The
Employer shall also arrange necessary travel documents for its trainees. The Contractor shall, however, assist in arranging visa and Employer shall also arrange necessary travel documents for its trainees. The Contractor shall, however, assist in arranging visa
medical insurance for such trainees, wherever necessary and medical insurance for such trainees, wherever necessary
The break-up of the Contract Price is indicated in the Summary Price Schedule and detailed break-up of Summary Prices is given in The break-up of the Contract Price is indicated in the Offer of Hitachi Energy (I) Ltd Summary Price Schedule and detailed break-
the following Tables, hereafter. (However, in case the Contractor is a Consortium of two or more parties, the break-up of the up of Summary Prices is given in the following Tables, hereafter. (However, in case the Contractor is a Consortium of two or
Contract Price is to be indicated separately for each member of Consortium, in the Tables given hereafter). more parties, the break-up of the Contract Price is to be indicated separately for each member of Consortium, in the Tables
Contract Price Break up given hereafter).
No later than twenty one (21) days following the Effective Date, the Contractor shall furnish the Employer an irrevocable and We request Tata Steel Ltd to waive the submission of CPBG.
CONTRACT PERFORMANCE unconditional bank guarantee for five (05) percent of the Contract Price from an Acceptable a Bank, acceptable by the Employer,
42 2.7
GUARANTEE BY THE CONTRACTOR in the format enclosed at Annexure II towards security for the fulfilment of its obligations under the Agreement;

The Contractor shall conduct the Integrated Cold Test (ICT) within ........................... months, in all respects, from the effective In the present case, the single milestone of `Completion of work and handing over the same to Tata Steel Ltd' will cover both
3.1
44 Integrated Cold Test date of the Contract and: a) expeditiously; the milestones ICT and PAC.
LIQUIDATED DAMAGES FOR NON-FULFILMENT OF PERFORMANCE GUARANTEE PARAMETERS OF PROJECT No performance parameter are applicable for this work and so Performance LD isn't applicable

3.5 LIQUIDATED DAMAGES FOR NON-

FULFILMENT OF PERFORMANCE
46 GUARANTEE PARAMETERS OF PROJECT
An advance payment of five percent (5%) of the Contract Price as indicated under Clause 2.1.1 of Schedule -2 shall be paid by An advance payment of five Ten percent (5% 10%) of the Contract Price as indicated under Clause 2.1.1 of Schedule -2 shall be
Employer to Contractor within thirty (30) days from the date of submission of: paid by Employer to Contractor within thirty (30) days from the date release of PO, against submission of ABG of equivalent
value
Terms of Payment A. For Design portion (applicable only for the first transformer) :
10% to be paid as advance, along with PO (against submission of ABG of equiavelnt amount). Balance 90% to be paid within
thirty days of approval of drawings
B. For Supply portion:
a. 10% Advance within 30 days after submission of ABG
b. 80% (with 100% GST) within 30 days post GRN as per approved billing schedule.
c. 10% within 30 days after submission of FAC ( to be issued after 21 days after charging of Transformer) & PBG of 10% value
48 4 Terms of Payment valid till warranty period.
C. For Service portion: ( For each Transformer )
a. 40% of the Order value ( with corresponding GST) to be paid after 30 days of start of work ( against approved
milestone)
b. 30% of the Order value ( with corresponding GST) to be paid after 60 days of start of work ( against approved
milestone)
c. Last 30% after completion of job and charging clearance of the transformer

INSPECTION AND TESTS DURING INSPECTION AND TESTS DURING MANUFACTURE Factory inspection is not envisaged for any of the items that we shall be supplying in this project.
65 5.11 (1 to 11)
MANUFACTURE QAP is also not applicable for the present work.
FOLLOW UP AND EXPEDITING OF FOLLOW UP AND EXPEDITING OF MANUFACTURING ACTIVITIES Not applicable for the present project.
69 5.12
MANUFACTURING ACTIVITIES
COMPREHENSIVE MARINE AND COMPREHENSIVE MARINE AND ERECTION INSURANCE Supply items will be covered under our open transit insurance policy. The Erection work ( as detailed in the Scope of work of
70 5.15
ERECTION INSURANCE our offer) will be covered under insurance policy.

GUARANTEE PERIOD AND FINAL
95 8.2
ACCEPTANCE
GUARANTEE PERIOD AND FINAL
95 8.3
ACCEPTANCE
REJECTION OF DEFECTIVE PROJECT/
102 14
PLANT
Clause nos 17 (Assignment),
18(Ownership), 20 (Risk and Cost), 21 (
Dissolution/ Bankruptcy), 22 (Force
Majeure), 23 (Suspension &
Termination), 25(Indemnity), 26
(Remedies), 27( Consequential
damages), 28(Confidentiality),
29(Dispute resolution), 30 (Patent
Infringement), 31 (Prohibition of
publicity) , 32(Anouncement),
33(Agency, Partnership etc), 34
(Further assurance), 35(Severance), 36
(Corrupt and Fraudulent Practices) and
104-116 17 -37 37( Maximum Liability)
The guarantee period shall be twelve (12) months (except for latent / hidden defect) from the date of issue of Provisional Warranty on Supply items : 12/ 24 months
Acceptance Certificate of the Project as defined under clause 13.7 hereof. During the guarantee period, the Contractor shall at his
own expense, upon written demand by the Employer, promptly modify / repair all or any portion of Equipment, which Warranty on Workmanship : 3 months.
a) may not comply with the Technical Specifications therefor and representations and guaranties set forth herein, or
b) may be of defective, faulty or incorrect and does not facilitate efficient working of plant Warranty clause in detail is mentioned in our Technical offer R5
c) under normal and proper use proves incorrect or deficient in performance.
Corrections / modification/ replacement for the aforesaid cases shall be undertaken by the Contractor without any cost to the ICT/ PAC : The date of completion of job and handing over the Transformer from our side will be considered as the date of
Employer ICT/ PAC
FAC : 21 days from the date of charging of the Transformer shall be consdired as FAC. However, in case the charging of the
Transformer gets delayed , for reasons not attributable to Hitachi Energy (I) Ltd, the FAC date shall be mutually discussed and
agreed upon by TSL and HEIL.
All such modification(s) / repair(s) /replacement(s) of any part(s) of Plant / Project carried out by the Contractor to modify / rectify
defects covered under Contractor’s guarantee hereunder shall be made up to the level/standard defined in the Technical
Specification. For any part(s) of Plant / Project which is so modified / repaired / replaced by the Contractor, the Guarantee Period
shall be extended by twenty-four (24) months thereafter.
The Contractor further confirms to make good the affected portion of Plant / Project due to such faulty Work. In the event
Contractor fails to such repairing of the Plant / Project within a reasonable time, the Employer may repair or replace the same at
the Contractor's sole risk and expense without prejudice to any other rights which the Employer may have under the Contract.
Prior to taking such remedial action, the Employer will advise the Contractor regarding the steps to be taken by the Contractor
and will give ten (10) days' notice to the Contractor to take suitable action. Failure to reply in ten (10) days after the receipt of
such notice by the Contractor outlining the steps being taken by the Contractor to the satisfaction of the Employer will constitute
authority for the Employer to proceed with the repairs or replacements as aforesaid.
The Employer reserves the right to recover the cost plus twelve (12) percent of the cost, incurred against such corrections,
modifications and / or purchase of Equipment
On completion of guarantee period or extended guarantee period as the case maybe, the Employer will issue a Final Acceptance
Certificate to the Contractor, subject to the provisions of clause 8.7 below.
At the end of the Guarantee Period, the contractor liability ceases except for latent defects. The contractor's liability for latent
defects guarantee for the Work shall be limited to a period of five (5) years from the end of Guarantee Period of the Project /
Plant. For the purpose of this clause, the latent defects shall be the defects inherently lying within the material or arising out of
any kind of deficiency which do not manifest themselves during the Guarantee Period.
The Final Acceptance Certificate, as per Sub-Clause 8.6hereof, will not be issued till such time the Contractor has discharged all his If the issuance of FAC is delayed beyond the FAC date , described in the above clause, for reasons not attributable to HEIL,
obligations under the Contract then HEIL shall not be liable to extend the PBG any further than the original validity date
REJECTION OF DEFECTIVE PROJECT/ PLANT Rejection of any work, already completed by HEIL, shall be based on mutual discussion and agreement between TSL and HEIL
Clause nos 17 (Assignment), 18(Ownership), 20 (Risk and Cost), 21 ( Dissolution/ Bankruptcy), 22 (Force Majeure), 23 (Suspension All the Legal and Statutory clauses will be as agreed between Tata Steel Ltd and Hitachi Energy (I) Ltd , in the following signed
& Termination), 25(Indemnity), 26 (Remedies), 27( Consequential damages), 28(Confidentiality), 29(Dispute resolution), 30 (Patent contracts
Infringement), 31 (Prohibition of publicity) , 32(Anouncement), 33(Agency, Partnership etc), 34 (Further assurance), 35(Severance), 1. Higher Value contract
36 (Corrupt and Fraudulent Practices) and 37( Maximum Liability) 2. Lower value supply contract
3. Lower value service contract