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Ref No. : NTPC/Unchahar/Ash-Sale/2016-17

Dated: 05.04.2016

NOTICE

INVITATION OF REQUEST FOR SUPPLY OF DRY FLY ASH

FROM NTPC-UNCHAHAR ON PRICE

1.This is for information to all that fly ash from the silos of units of Stage- II & III of NTPC-Unchahar is already being sold by NTPC to various parties @Rs. 210.60 per MT. Parties interested in taking delivery of Dry Fly Ash are here by informed that about 2,00,000 MT/annum approx of dry fly ash on ‘as available basis’ is available for allocation upto 31.03.2017

2.Interested parties may submit written request in sealed envelopes in prescribed format of NTPC to undersigned at C&M department, NTPC Unchahar before 03.05.2016. In case the cumulative quantity requested for additional allocation is more than available quantity, allocation shall be made on pro rata basis. Fly ash shall be supplied against the payment of CPG (equivalent to 5% value of allocated quantity) and advance payment towards cost of monthly allocated quantity of fly ash. Preference in delivery shall be given to parties having Long-term contracts for 15 years (Stage-II & III), originally awarded through bidding process. All effort will be made to issue ash to the buyers, however NTPC does not guarantee to issue dry fly ash as per quantity allocated.

3.EMD equal to 2% of the value of Bid quantity @ Rs. 210.60 per MT is to be submitted along with the bid. Bid received without EMD is liable to be rejected. For example, if the bid quantity is 50,000 MT, EMD value shall be 2% of 50000 x 210.60 is i.e. = Rs. 2,10,600. EMD should be in the form of DD or Bankers cheque in favor of “NTPC Ltd” payable at any of the two banks: SBI, Unchahar (SBIN0004344) or PNB, Unchahar (PUNB0412000). DD or Bankers Cheque submitted as EMD should not be of date earlier than date of issue of this notice ie 05.04.2016. EMD of successful bidders shall be converted to CPG.

4.In addition to above, taxes and duties at actual shall be payable extra by the buyers.

5.Parties are required to off take minimum 90% of the allocated/ adjusted quantity. In case off- take, falls below 90%, a penalty @Rs 25/- MT shall be charged on the shortfall quantity.

6.Contract will be terminated if fly ash off taken falls below 80% of the contracted/ adjusted quantity, whichever is lower in any consecutive 03 months on cumulative basis.

7.In addition to above, parties will be required to submit an undertaking to utilize the fly ash in Cement, Construction or any other Ash Based Product/Industries, “letter of undertaking” and no deviation certificate in prescribed format with application for quantity allocation.

8.All possible measures would have to be taken by the buyer to avoid pollution to the satisfaction of the plant officials. Similarly, while transporting, no spillage of fly ash would be permitted to avoid air pollution. If the process adopted by the buyer is found deficient, NTPC-Unchahar shall have right to stop the supply of fly ash.

9.Terms and conditions will be applicable as per bid specification NTPC/Ash-Sale/Short-Term/UNCHAHAR/16-17. Application and its related documents can be downloaded from NTPC tender website (http://ntpctender.com) or can be obtained by submitting a request letter to DGM (CS) NTPC-Unchahar.

10.Other information related to application submission: a ) Minimum application quantity : 10,000 MT/annum b) Maximum application quantity: 2,00,000 MT/annum

c) Issue of application documents from 06.04.2016 to 26.04.2016 d) Last date for clarification 29.04.2016

e) Last date and time for application submission: 03.05.2016 before 05:30:00 pm, which shall be opened on 06.05.2016 at 11:00:00 hrs.

11. NTPC reserves the right to force close the contract at any time by giving 7 days notice without assigning any

reasons and no compensation will be payable in this case.

12.The above information supersedes any other information related to application opening date, any other documents of application.

(Shree Prakash Pradhan)

DGM (CS)

NTPC-Unchahar

	Table of Contents
INVITATION FOR APPLICATIONS		Page No.
1. Introduction .............................................................................................			4
2. Scope of Fly ash sale: ..............................................................................			4
3. Application Document ...............................................................................			4
4. Downloading of Application Documents .................................................			4
5. Deadline for submission of Applications.................................................			5
6. Address for issue of Application document, communication and ........			5
Application Submission
7. Websites: - ..................................................................................................			5
DEFINITIONS
8. Definitions ………………………………………………………..…………..……6
INSTRUCTION TO APPLICANTS
09.	Introduction ................................................................................................		7
10.	Scope of Fly ash sale ................................................................................		7
11.	The Application Documents......................................................................		7
12.	Validity of Applications..............................................................................		7
13.	Submission of Applications .....................................................................		7
14.	Signature of Applications………………………………………………………8
15.	Late Applications .......................................................................................		8
16.	Modification and Withdrawal of Applications .........................................		8
17.	Opening of Applications............................................................................		8
18. Supplier’s Right to accept any Application or to reject any or all
Applications ....................................................................................................			8
19. Supplier’s Right to Vary quantities at the Time . ...................................			8
of allocation/Fly ash sale
20.	Contract Performance Guarantee (CPG).................................................		9
21.	Understanding and Clarification of Application Documents. ...............		9
22.	Award for fly ash sale of Fly Ash.............................................................		9
23.	Application for Quantity Allocation .........................................................		9
24.	Uniform Application quantity over the allocation period .......................		9
25.	Check List ...................................................................................................		9
26. Deviation .....................................................................................................			9
	GENERAL CONDITIONS OF FLY ASH SALE
27.	Acquaintances of local conditions;...........................................................		10
28. Language of the Contract ……………….……………………………..…........			10
29. Confidentiality …………………………………..………………………….……..10
30.	Examination of Applications and Determination of Responsiveness ....		10
31.	Correction of Arithmetical errors...............................................................		10
32. Settlement of disputes …………….…………………………………………….10
33. Arbitration …………………..………………………………………….….………10
34. Force Majeure …………………………………………...…………………………11
35. Insurance & Buyer’s Liability ......................................................................			11
36.	Suspension of the fly ash sale....................................................................		12
37.	Indemnity for defence of Suits....................................................................		12
38. Recovery of Sums Due ................................................................................			12
39.	Safety Requirements....................................................................................		12
40.	Disorderly Conduct .....................................................................................		12
41. Jurisdiction of Court ………………...……………………………..........………12

SPECIAL CONDITIONS OF FLY ASH SALE
42.	Source of Fly Ash .. ..	.. ... .. .. .. .. ... .. .. .. ... .. .. .. ... .. .. .. ... .. .. .. ... . .. .13
43.	Scope of Fly ash sale	................................................................................ 13
44. Working Hours…………………………………………………………………….13
45.	Delivery Point .............................................................................................	13
46.	Quality of fly ash ........................................................................................	13
47.	Pricing ...............................………………………………………………...........13
48. Award Criteria…………… ……………………..………………..……………….13
49. Award Price ……………………………………………...………………………..13

50.Payment terms & Bank Charges ……….........……………………………….13

51.Commencement of first off take …………….........…………………….…….14

52.	Weighment for invoicing: ..........................................................................	14
53. Shortfall in fly ash sale by Supplier .........................................................		14
54.	Compensation against short fall during regular off take: ......................	14
55.	Termination of contract .............................................................................	14
56.	Taxes, Duties, Levies etc...........................................................................	14
57. Delivery…………………………………………………………………………… 14
58.	Responsibility during Transportation ………………………………............15
59.	Billing..........................................................................................................	15
ANNEXURES
Annexure - I NO DEVIATION CERTIFICATE............................................................................		16
Annexure - II CHECKLIST FOR SUBMISSION ALONG WITH DOCUMENTS…...…….….........17
Annexure - III UNDERTAKING FOR USAGE OF FLY ASH ……………… ………………….......18
Annexure - IV LETTER OF UNDERTAKING…………………………………………………………19
Annexure - V MODEL AWARD LETTER FOR FLY ASH SALE OF FLY ASH FROM NTPC
UNCHAHAR……22
Annexure - VI APPLICATION FOR QUANTITY ALLOCATION…………………………………..23

NTPC LIMITED

FEROZ GANDHI UNCHAHAR THERMAL POWER PROJECT – Unchahar

INVITATION OF APPLICATION FOR SALE OF FLY ASH FROM

FGUTPP - UNCHAHAR

Tender No: NTPC/ASH-SALE/ SHORT-TERM /UNCHAHAR/16-17

1. Introduction

NTPC LIMITED intends to promote utilization of fly ash as resource material. To facilitate this, NTPC wishes to sale fly ash Fin. Year 2015-16. NTPC thus invites Applications from eligible and interested buyers for Sale of Fly Ash from ash silo stage-II & III of FEROZ GANDHI UNCHAHAR THERMAL POWER PROJECT (henceforth referred to as NTPC Unchahar) as mentioned below:

2. Scope of Fly ash sale:

The fly ash shall be supplied to the interested buyers from the designated delivery point (s) i.e. ash Silo chute of the thermal power station. The buyer(s) shall make arrangements for taking delivery in their own bulkers or closed trucks only. The quantities available for fly ash sale from NTPC Unchahar is brought out as under:

Power Station- NTPC Unchahar/	Quantity	Fly Ash quality to be	Period of
Distt- Raebareli ,	available	supplied	Fly ash sale
UP, Pin- 229406	2,00,000 MT	On “as available”	upto 31-Mar.-2017
	per annum	basis

3. Application Document

Detailed conditions and scope of work are given in the Application documents, which can be downloaded from NTPC tender website (http://ntpctender.com) or can be obtained by submitting a request letter to DGM (CS) NTPC Unchahar as per the following schedule;

Application Document No.	: NTPC/ASH-SALE/SHORT-TERM/UNCHAHAR/16-17
Cost of Application Document	: Nil
Period of fly ash sale	: upto March 2017
Issue of Application Documents	: From 06.04.2016 to 26.04.2016
Time of Issue	: 10:00 AM to 5.30 PM (on all working days)
Last date for queries/clarifications	: 29.04.2016
Last date for Submission of Applications : Up to 05.30 PM on 03.05.2016
Application Opening Date & Time	: 11.00 Hrs on 06.05.2016
Minimum Application Quantity	: 10,000 MT/annum
Maximum Application Quantity	: 2,00,000 MT/annum

*Applicants to quote minimum 10,000 MT/annum of dry Fly Ash. Applications for less than 10,000 MT/annum Fly Ash will not be accepted.

**Applicants can quote a maximum of 2,00,000 MT/annum of Fly Ash

Note: If total cumulative quantity requested by all participating bidders for allocation is more than 2,00,000 MT/annum. The allocated quantity shall be on pro-rata basis.

4. Downloading of Application Documents

Application and its related documents can be downloaded from NTPC tender website (http://ntpctender.com) or can be obtain by submitting a request letter to DGM (CS) NTPC Unchahar

DEFINITIONS

8 In this contract, following terms shall be interpreted as:

8.1“The Contract” shall mean the issuance of award letter which will constitute the formation of the Contract.

8.2“The Contract Value” means the consideration payable to the suppliers under the Contract for the full and proper performance of its contractual obligations.

8.3“Day” means calendar day.

8.4“Effective Date” means the date on which this Contract becomes effective (i.e. issue date of LOA).

8.5“GCS” mean General Conditions of Fly ash sale contained in this document.

8.6“SCS” means Special Conditions of Fly ash sale contained in this document.

8.7“The Buyer” which expression shall unless repugnant to the context or meaning thereof be deemed to include its successors and permitted assigns.

8.8“Supplier” (i.e. NTPC-Unchahar) which expression shall unless repugnant to the context or meaning thereof be deemed to include its successors and permitted assigns.

8.9Awarded Quantity/ Contract Quantity/ Allocated Quantity - is the quantity of fly ash as finalized by NTPC for award during the contract period and shall be expressed in Metric Tonne (MT).

8.10“Arbitration Act” means the Indian Arbitration and Conciliation Act, 1996, as amended and modified from time to time, including any re-enactment thereof.

8.11Metric Tonne (MT) means 1000 Kilograms.

8.12“Contract Term/Period” means duration of the contract together with any extension period.

8.13“Delivery Point means the chutes of the designated fly ash silos.

8.14Dispute/Dispute Notice Refer clause 32 of Application documents.

8.15“Engineer in charge” means the officer appointed in writing by NTPC to act as an engineer from time to

time.

8.16“First Off take” means the date of first off take of fly ash, by the buyer at Delivery Point in accordance with this Agreement.

8.17“Force Majeure” shall have the meaning ascribed to it under clause 34 of Application documents.

8.18“Governmental Instrumentality” means any central/state ministry, agency, inspectorate, department, authority, commission or any regional or municipal authority thereof, which exercises any sovereign/state function in India or otherwise in relation to the performance of this Agreement by either Party including any licensing authority.

8.19“Law(s)” means applicable laws, rules, regulations, judgments, decrees, or other legislative measures having the force of law or issued by any government agency, instrumentality, body or legislature, National, State or local authority or a court of competent Jurisdiction.

INSTRUCTIONS TO APPLICANT

9. Introduction

NTPC Unchahar having office at Administrative Building, Distt. Raebareli, (UP), India, Pin-229406

(hereinafter called “Supplier”) is inviting Applications for Fly ash sale of fly ash from of NTPC UNCHAHAR THERMAL POWER STATION mentioned in the invitation for Application.

10. Scope of Fly ash sale

a)NTPC invites applications as specified in the Application document for the Fly ash sale of fly ash to the domestic users from the designated delivery points in the buyer’s bulkers/closed trucks only on as is where is basis.

b)The scope of Applicant under this notice is to take delivery of fly ash from the designated delivery point (Ash Silo chute) of the Station, as detailed in the Application document, in their bulkers/closed trucks only.

c)Total quantity of fly ash in MT from the Station is available tentatively upto March 2017 as per details given hereunder -.

Power Station-NTPC	Quantity	Fly Ash quality to	Period of Fly ash
Unchahar/ FGUTPP	available	be supplied	sale

NTPC-Unchahar, Distt.	2,00,000	On “as available”
Raebareli, (UP) Pin-	2,00,000	On “as available”	upto March 2017
Raebareli, (UP) Pin-	MT/annum	basis	upto March 2017
229406	MT/annum	basis
229406

11. The Application Documents

The Application Documents shall comprise of following:

Invitation of Applications

Instructions to Applicants

General Conditions of Fly ash sale

Special Conditions of Fly ash sale

Application for Quantity Allocation

Sample forms

12.Validity of Applications

The Applicant shall keep their application valid for a minimum period of one hundred twenty (120) days from the date.

13. Submission of Applications

a)Application along with documents can be downloaded from NTPC tender website (http://ntpctender.com) or can be obtained by submitting a request letter to DGM (CS), NTPC Unchahar.

b)The application shall be submitted in sealed envelopes. The envelope should contain the EMD, Letter of undertaking (Annexure-IV), No Deviation Certificate (Annexure-I), & Undertaking for usage of Fly ash (Annexure-III) and the Application for Quantity allocation (Annexure-VI) along with all other bid documents issued with the application.

c)In case the date of tender/ Application opening happens to fall on holiday, the next working day will be the date of tender/ Application opening, and no other intimation in this regard will be given.

d)The Supplier reserves the right to reject any/all Application(s) which is/are not submitted according to the aforesaid instructions.

14 Signature of Applications

a.The Application must contain the full name, complete address of residence and place of business of the person or persons making the Application and shall be sealed by the Applicant with his usual signature. The names of all persons signing should also be typed or printed below the signature.

b.Application by a partnership Firm must be furnished with full names of all partners and their full residential addresses and be signed with the partnership name, followed by the signature(s) names(s) and designation(s) of the authorized partner(s) or other authorized representative(s).

c.Application by Corporation/Company (both public & private) must be signed with the legal name of the Corporation/Company by the President, Chief Executive Officer, Managing Director or by the Secretary or other person or persons authorized to Application on behalf of such Corporation/Company in the matter.

d.A proposal by the person who affixes to his signature the word ‘President’, ‘CEO’, ‘Managing Director’ or ‘Secretary’, ‘Agent’ or other designation without disclosing his principal will be rejected forthwith.

e.Satisfactory evidence of authority of the person signing on behalf of the Applicant shall be furnished along with the Application.

f.The Applicant’s name stated on the proposal shall be the exact legal name of the person/firm/company.

g.The person or persons signing the Applications shall initial any interlineations, overwriting to correct errors, erasures or other changes in the Application documents.

h.In case of partnership firm, the authenticated photocopy of the partnership Deed, Registration certificate of Firm and the specimen signatures of all the partners of the Firm duly attested by their Bankers must be sent along with the proposal.

i.In case of public or private Companies, the up to date amended and Certified True Copy of the Memorandum & Article of association of the Company, certificate of Incorporation, Certification of commencement of business (in case of public Limited Companies only) and the Board resolution thereby authorizing to submit Application/proposal, negotiate and finalize terms and conditions and sign and execute the contract, agreement, bonds and other security documents for and on behalf of the company. In addition to the above the specimen signature of a Director/Secretary or other persons duly attested by the Banker must be accompanied with the proposal.

j.Proposal not conforming to the above requirements may be disqualified and rejected forthwith.

15. Late Applications

Any Application received by the Supplier after the deadline for submission of Applications prescribed by the Supplier at Para 3 of INVITATION FOR APPLICATIONS will be rejected and returned unopened to the Applicant. The Supplier will also not be responsible for late receipt of Applications because of postal delay or other reasons.

16. Modification and Withdrawal of Applications

No Application may be modified / withdrawn in the interval between the Application submission deadline and the expiration of the Application validity period. Modification/withdrawal of Application during the interval may result in the rejection of application.

17. Opening of Applications

a. The Supplier will open all Applications, in the presence of Applicants representatives who choose to attend, at the time, on the date, and at the place specified in the Application Document.

b. Application opening Date & Time, is as mentioned at Para 3 in the Invitation for Application or as mended and informed to Applicants from time to time in writing as well as on website.

18. Supplier’s Right to accept any Application or to reject any or all Applications

Notwithstanding anything mentioned above, the Supplier reserves the right to accept or reject any Application, either in full or in part or to annul the Application process and reject all Applications at any time prior to allocation of quantity, without assigning any reason thereof.

19. Supplier’s Right to Vary quantities at the Time of allocation / fly ash sale.

The Supplier reserves the right at the time of allocation or during the period of fly ash sale to increase, decrease or delete the quantity of fly ash from that originally specified in the Application documents without assigning any reason.

20. Contract Performance Guarantee (CPG)

a.Within Seven (07) days of the issue of award letter for allocation by the Supplier, successful Applicants shall submit the Contract Performance Guarantee for an amount equivalent to five (5) percent of value of allocated quantity in the form of RTGS / Demand Draft in favour of NTPC Limited.

b.Failure of the successful Applicant to comply with the requirement of Submission of Contract Performance Guarantee within the prescribed time shall constitute sufficient grounds for the annulment of the allocation order. In that event no damages or compensations shall be payable to the buyer.

c.For commencement of supplies, submission of CPG is a precondition.

d.Contract Performance Guarantee (CPG) shall be released within 90 (Ninety) days after successful completion of contract in all respects.

21. Understanding and Clarification of Application Documents.

a.The Applicant is expected to carefully examine the Application documents and fully satisfy himself as to all the conditions and matters, which may in any way affect the work or the cost thereof. If any Applicant finds discrepancies or omissions in the Application documents or is in doubt as to the true intent or meaning of any part thereof, he shall at once request in writing or by e-mail to the Supplier for an interpretation/clarification of the Application documents. However, such request must reach the Supplier before 29.04.2016 otherwise; the request for clarification shall not be entertained. After receipt of such interpretation or clarifications, the Applicant shall submit his Application but within the time and date as specified in the invitation to Application. All such interpretation and clarification shall form a part of the Application documents.

b.Verbal clarifications and information given by Supplier or its employees or representatives shall not be in any way binding on the Supplier.

22. Award for fly ash sale

a.The Supplier will issue Award letter (Model Award letter at Annexure V) of allocation for fly ash sale of Fly Ash in writing to the successful Applicants in duplicate. The successful Applicant shall return the duplicate copy of the award letter duly signed & stamped as token of their acknowledgement.

b.Supplier shall be the sole judge in this regard.

c.Applicant would be required to comply with all requirements of the notification of allocation without any extra cost to the Supplier, failing which his Application may be rejected.

23. Application for Quantity Allocation

Applicants are to quote their quantity requirement against the price mentioned in the Application for Quantity Allocation (Annexure VI).

24. Uniform Application quantity over the allocation period

The quoted quantity requirement shall be considered uniform per month after commencement of first off take for the remaining fly ash sale period.

25. Check List

a. The Applicants are requested to duly fill in the check list enclosed at Annexure II.

b. The checklist gives only certain important items, to facilitate the Applicant to make sure that necessary data/information is provided by him in this proposal. This however, does not relieve the Applicant of his responsibility to make sure that his proposal is otherwise complete in all respects.

26. Deviation

Any deviation taken in the terms and conditions of the Application Document by Applicant at Annexure - I may render the Application non responsive.

GENERAL CONDITIONS OF FLY ASH SALE

27. Acquaintances of local conditions

It will be imperative for the Applicant to fully inform himself of all local conditions and factors, which shall have any effect on the execution of the work covered under these documents and specifications.

28. Language of the Contract

a.All applications shall be prepared in English Language by typing or printing with indelible black ink in the format given in the application quantity schedule attached in the application document and shall be signed by the Applicant or a person or persons duly authorized to bind the Applicant to the Contract. The letter of authorization shall be indicated by written Power of Attorney, which will be furnished along with the Application.

b.Any interlineations, erasures, or overwriting to correct errors made by the Applicant should be initialled by the person or persons signing the Application.

29. Confidentiality

a.Information relating to the examination, clarification, evaluation, and comparison of Applications, and recommendations for allocation shall not be disclosed to Applicants or any other person not officially concerned with such process.

b.Any effort by the Applicant to influence the Supplier in the Supplier’s Application evaluation, Application comparison, or allocation decisions may result in the rejection of the Applicant’s Application.

c.From the time of Application opening to the time of allocation, if any Applicant wishes to contact the Supplier on any matter related to its Application, it should do so in writing.

30. Examination of Applications and Determination of Responsiveness

a.The Supplier will examine the Applications to determine whether they are complete, whether any computational errors have been made, whether the documents have been properly signed, and whether the Applications are generally in order.

b.The Supplier may waive any minor informality, nonconformity, or irregularity in a Application that does not constitute a material deviation, provided such waiver does not prejudice or affect the relative ranking of any Applicant.

31. Correction of Arithmetical errors

a. If there is a discrepancy between words and figures for the quantity / price / period of fly ash required as mentioned in Application Price Schedule, then the quantity / price / period written in words shall prevail.

b. If a Applicant does not accept the correction of errors, its Application will be rejected.

32. Settlement of Disputes

Amicable Settlement

a.In the event of any dispute or claim of any kind whatsoever that may arise between the Parties as a result of construction, interpretation or application of any of the terms and conditions of this Agreement or performance of it (“Dispute”), either Party may by written notice inform the other Party of a Dispute (“Dispute Notice”).

b.The Parties shall within a period of 30 Days from the date of receipt of Dispute Notice by such other Party meet and endeavour to settle Dispute in an amicable manner through good faith and negotiations. In the event of the failure of the Parties to settle Dispute amicably within such 30-Days period, either Party may refer Dispute for resolution by arbitration, in accordance with the provisions mentioned hereunder.

33. Arbitration

a. In the event of any question, dispute or difference whatsoever arising under this contract or in connection there with including any question relating to existing meaning and interpretation of this contract or any alleged breach thereof, the same shall be referred to the sole arbitrator of Head of Project, NTPC and if the HOP is unwilling or unable to act., the sole arbitrator of some other person appointed by the Chairman & Managing Director of the NTPC Limited, New Delhi.. The arbitration shall be conducted in accordance with the Provisions of the Indian Arbitration Act. 1996.

b. There will be no objection that the arbitrator is a person who has dealt with the Matters to which the contract relates and/or in the course of his duties he has expressed any view on any matters in dispute or difference. The award of the Arbitrator shall be final and binding on the parties.

c. Notwithstanding any dispute between the parties, the supplier shall not be entitled to with hold, delay or defer his obligation, under the contract and the same shall be carried out strictly in accordance with the terms and conditions of the contract.

d. In the event of dispute or difference arising between on Public Sector Enterprises and a Government Department the provision of BPE as per office Memorandum No. BPL//GII--(001//76) MAN//2 ((110--75, BPE ((GML--1)) dated 1ST Jan. 1976 shall be applicable.

e.The arbitrator shall give his speaking or reasoned award with respect to the Disputes referred to him by either of the parties.

f.The cost incidental to the arbitration shall be at the discretion of the Arbitrate. The venue of Arbitration shall be Raebareli.

34. Force Majeure

a. “Force Majeure” shall mean any event beyond the reasonable control of the Supplier or of the Buyer, as the case may be, and which is unavoidable notwithstanding the reasonable care of the party affected. Force Majeure shall include but not be limited to the following events and circumstances:

(i)Flood, cyclone, lightning, storm, tidal wave, hurricane tornado, earthquake, landslide, epidemic or other acts of God.

(ii)War (whether declared or not), riot, civil war, blockade, insurrection.

(iii)Illegal strike or illegal lockout; and

(iv) Acts of Governmental Instrumentality having jurisdiction occurring after the date of this Agreement, including the issuance or promulgation of any court order, law, statute, ordinance, rule, regulation or directive, the effect of which would prevent, delay or make unlawful a Party’s performance herein; provided that executive acts of a Governmental Instrumentality in the capacity of a shareholder or Seller of either Party shall not for the purpose of this Agreement be considered as a Force Majeure event.

b. 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.

c. The party who has given such notice 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 party’s performance is prevented, hindered or delayed. The Time for Completion shall be extended after mutual discussion.

d. 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, but without prejudice to Supplier’s right to terminate the Contract under Special Conditions of Contract Clause 55.

e. Delay or non-performance by either party hereto caused by the occurrence of any event of Force Majeure shall not constitute a default or breach of the Contract.

f. If the performance of the Contract is substantially prevented, hindered or delayed for a continuous period of more than thirty (30) days or an aggregate period of more than ninety (90) days on account of one or more event of Force Majeure during the occurrence of the Contract, the parties will attempt to develop a mutually satisfactory solution, failing which the dispute shall be resolved in accordance with GCS Clause33. g. In the event of prohibition imposed by Govt. of India/Competent Authorities making impossible to perform the contract, may be termed as Force Majeure and neither party shall be liable for compensations or damages due to non performance.

35. Insurance & Buyer’s Liability

a. The Buyer shall be fully responsible for maintaining all the insurances as per law of land at its cost.

b. The Buyer shall at all times indemnify the seller against all losses, claims, damages or compensation arising out of any accident or injury to any person (whether in employment of buyer or not) or property in or about the plant including the Silo area (inside/outside the plant) which may arise out due to buyers act/negligence while carrying out the contract.

36. Suspension of the fly ash sale

a.The Supplier reserves the right to suspend and reinstate execution of the whole or any part of the fly ash sale.

b.The Supplier shall not be responsible for any liabilities for suspension of issue of fly ash or issue of reduced quantity of Fly Ash for any reason whatsoever.

37. Indemnity for defence of Suits

If any action in court is brought by third party against the Supplier or an officer or agent of the Supplier for the failure or neglect on the part of the buyer to perform any acts, matters, covenants or things under the Contract, or for damage or injury caused by the alleged omission or negligence on the part of the buyer, his agents, representatives or his Sub-contractors, workmen, suppliers, or representatives employees the buyer shall in such cases indemnify and keep the Supplier and NTPC and/or its representative harmless from all losses damages, claims, expenses or decrees arising out of such action.

38. Recovery of Sums Due

Whenever any claim for the payment of the sum of money arises against the buyer, the Supplier shall be entitled to recover such sum by appropriating in whole or in part, from advance deposited against fly ash and /or the Contract Performance Guarantee deposited by the buyer.

39. Safety Requirements

The buyer shall ensure safety and security of all its personnel, working at different places in connection with this fly ash sale and shall be fully responsible for the same. All safety tools and tackles required like helmets, goggles, gas masks, respiratory masks, gumboots, shoes, safety belts wherever required will be provided by the buyer. The buyer shall also ensure safety and security of all NTPC and Supplier’s delivery

Personnel at delivery site.

40. Disorderly Conduct

The buyer shall at all times take all reasonable precautions to prevent any unlawful, notorious or disorderly conduct by or amongst the buyer’s staff and labour and for the preservation of peace and protection of persons and property in the neighbourhood of the delivery site against the same.

41. Jurisdiction of Court

The contract is subject to the jurisdiction of courts of Raebareli only.

SPECIAL CONDITIONS OF FLY ASH SALE

42. Source of Fly Ash

a.Source of fly ash of the station and its respective location details are given in Clause 10 of ‘Instructions to Applicant’.

b.NTPC Unchahar is having state of art coal mills and pulverized coal fired boiler. The fly ash generated from boiler is collected at its highly efficient electro static precipitators (ESP). The dry ash accumulated at ESP hoppers are evacuated through its dry ash extraction and collection systems in silos situated inside the plant periphery.

43. Scope of Fly ash sale

a.Supplier (i.e. NTPC) would be in a position to make available allocated quantity subject to availability, force Majeure conditions and outage of thermal units of FGUTPP Unchahar.

b.NTPC The supplier reserves the right to fly ash sale the quantity not lifted by the buyers to any other party at the sole discretion of the supplier.

c.Quantity: - 2,00,000 MT

d.Period: -12 months

44. Working Hours

Delivery of fly ash is intended to be given round the clock on all days including/ excluding Sundays & holidays as per Engineer-In-Charge.

45. Delivery Point

c. NTPC would deliver fly ash from the discharge chute of designated ash Silo of the plant.

a. Fly ash shall be considered to have been delivered as it passes into the buyer’s closed vehicle at the loading point of NTPC- Unchahar.

46. Quality of fly ash

NTPC would deliver dry fly ash at designated delivery point(s) i.e. Silo Chute on “as available basis”.

47. Pricing

a)Price for the Fly ash is Fixed @ Rs. 210.60 per MT.

b)All statutory duties / taxes / levies shall be charged extra.

48. Award Criteria

The party shall be awarded the quantity as quoted at price as mentioned in application for quantity allocation. If cumulative quoted quantity by all participating bidders is more than 2,00,000 MT quantity, party shall be allocated the quantity on pro-rata basis.

49. Award price:

Price as mentioned in application for quantity allocation shall be the award price for Twelve (12) months i.e. from date of award till the end of contract.

50. Payment Terms & Bank Charges:

a.Delivery shall be made against advance payment in the form of Demand Draft/ RTGS/ Bank Transfer in favour of “NTPC Limited A/c - Ash Utilization”. The amount of advance shall be equivalent to value of one month of off- take quantity. Advance shall be adjusted against delivery on daily basis (as mentioned at clause 15 of Annexure- V). Customers depositing advance amount of Rs. 5,00,000 (Rupees Five Lacs only) & above (single deposit) are required to deposit the same in Centralized Account number 34507866507 opened in SBI, CAG Branch, New Delhi and customers depositing advance amount of less than Rs. 5,00,000 (Rupees Five Lacs only) (single deposit) are required to deposit the same in the existing Bank account (to be identified by the site) of respective NTPC stations.

b.Buyer will be required to deposit the advance payment by 20 of every month for the deliveries of the next month. However for the first month of contract advance shall be deposited within seven (07) days of the issue of award letter for allocation by the supplier.

c.All bank charges shall be borne by the buyer.

51. Commencement of first off take:

Commencement of first off take for Applicants of fly ash should not exceed beyond one month from the date of issue of award letter unless specifically agreed by the Supplier.

52. Weighment for invoicing:

Fly ash shall be issued based on actual weighing. Weight so recorded shall be considered final.

53. Shortfall in fly ash sale by Supplier:

a.Fly Ash is a product of coal combustion, which again is subject to the demand of electricity in the areas allocated by the regulatory authorities. Scheduled and unscheduled shutdowns also affect generation of electricity and thus generation of Fly Ash. Though all efforts will be made to maintain contracted quantity of Fly ash available, Supplier does not guarantee availability of Fly Ash as per contracted quantity regularly and supplier will not be liable for any compensation or damages for non delivery of required quantity of the fly ash.

b.In case Supplier is unable to provide average monthly contracted quantity of fly ash due to any reasons including forced outages of the plant, congestions etc. supplier in respect of each buyer shall accordingly adjust the monthly contracted quantity downward. Under such circumstances the determination of compensation referred at Clause 54 above shall be computed with respect to 90% of such adjusted monthly Quantity.

c.Supplier may offer additional quantity of fly ash at a later date subject to availability, if agreed by buyer. The quantity so offered and agreed by buyer at a later stage, will form a part of the annual contracted/adjusted quantity.

54. Compensation against shortfall during regular off take:

a.After commencement of first off take, buyer will be required to lift fly ash on regular basis in accordance with agreed quantity as per contracted schedule. The buyer shall have to lift at least 90% of contracted/ adjusted quantity (see clause 61). In case buyer fails to lift the minimum quantity (90% of contracted quantity/ adjusted quantity), compensation @ Rs.25/MT will be charged on the shortfall quantity (90% of contracted/ adjusted quantity – Actual quantity lifted during the contract period).

b.Supplier will communicate the compensation amount after completion of contract period and the compensation amount will be adjusted from the CPG/Advance available.

55. Termination of Contract:

Contract will be terminated, If the actual lifting of fly ash quantity goes below 80% of awarded /adjusted quantity in any consecutive 03 months on cumulative basis. In the event of termination of contract, Contract Performance Guarantee (CPG) is also liable to be forfeited and in such an event the buyer shall not be entitled to any compensation from the Supplier. In case of termination of contract, Clause No. 54 related to compensation as stated above, would not be applicable.

55.1 Following will constitute breach of contract:

55.1.1Delay in first off-take by Buyer from committed date by more than one months.

55.1.2Buyer is not complying with operational and safety requirements and neglecting instructions of Engineer-In-Charge.

55.1.3Buyer has failed to discharge his obligations according to the terms & conditions of contract.

In case of termination of contract, Clause No. 54 related to compensation as stated above, for the contract period in which termination takes place, would not be applicable.

56. Taxes, Duties, Levies etc.

The applicant shall be liable and responsible for payment of all statutory levies in the form of taxes, duties octroi etc. on the Fly ash sale. Such statutory liabilities, if any, shall be paid by applicant extra at actuals.

57. Delivery

a.Buyer should depute his authorized representative to the power station for co- ordination and taking delivery of fly ash.

b.Delivery will be from Silo Chutes to bulkers or closed trucks only, which are suitable for loading from designated silos. Open trucks will not be allowed to take delivery.

c.Supplier has right to suspend the delivery of Fly Ash if advance amount is not available with the supplier by the required date and such suspension of delivery shall be to the account of buyer.

Annexure - II

CHECK LIST FOR SUBMISSION ALONG WITH DOCUMENTS

Name of Applicant:		Address:

Sl.	Description of Check points	YES /	Remarks
No		NO/NOT
		APPLICABLE

1	Whether the Applicant has signed all the pages of the Application
	with seal/ stamp
2	Whether the Applicant Details at Annexure – VI have been
	filled and submitted
3	Whether the Applicant had submitted Annexure-I
	(No deviation certificate) duly signed & stamped.
4	Whether the Applicant had submitted Annexure-III
	(Undertaking for Usage of Fly Ash in Cement /construction/
	or other ash based Product / industry) duly signed & stamped.
5	Whether the Applicant had submitted Annexure-IV
	(Letter of Undertaking) duly signed & stamped.
6	EMD

Date:

(Name & Signature of Applicant)

(To be submitted on non-judicial stamp paper of Rs. 10)

Annexure - IV

Letter of Undertaking

Specification No : NTPC/ASH-SALE/SHORT-TERM/Unchahar/2016-17

To,

NTPC LIMITED

FGUTPP, Unchahar

Distt.- Raebareli (UP)-229406

Dear Sirs,

I*/we* have read and examined the following application documents relating to the “Sale of Fly Ash from NTPC Unchahar, Plant Silo.”

a)Specification No : NTPC/Ash Sale/Short-Term/Unchahar/2016-17

b)Definitions

c)Instruction to bidders

d)General Conditions of Fly ash sale

e)Special Conditions of Fly ash sale.

f)Proforma for No deviation certificate.

1)I*/We* hereby submit our application and undertake to keep our offer valid for a period of 120 (One hundred twenty) days from the date of opening of tenders. I*/We* shall not vary/alter or evoke my*/our* Bid during the validity period of the application.

2)This undertaking is in consideration of NTPC agreeing to open my* /our* tender, consider and evaluate the same for the purposes of award of letter for “Sale of Fly Ash” from NTPC Unchahar in terms of provisions of application documents.

3)Should this tender be accepted, I*/We* also agree to abide by and fulfil and comply with all the terms, conditions and provisions of the above mentioned application documents.

Signature along with seal of Company

-------------------------------------------------------------

(Duly authorized to sign the Tender on behalf of the Bidder)

	Name: ---------------------------------------------
	Designation: --------------------------------------
	Name of Company: -----------------------------
	Date and postal address: ----------------------
Witness
Signature : ----------------------------------------------
Telephone No. :------------------------------------------
Date : ----------------------------------------------	Mobile No. : ------------------------------------
Name and address: ---------------------------------------------	E-mail ID:

* Strike out whichever is not applicable.

Annexure V

MODEL AWARD LETTER FOR SALE OF FLY ASH FROM NTPC UNCHAHAR

Ref.No.	Dated: .....................
	Letter of Award
To,
...........................
............................

Sub: - Award letter for “Sale of Fly Ash” from NTPC UNCHAHAR.

Dear Sir,

This has reference to the following:

1.0a) Invitation for Application Specification No. NTPC/ ASH—SALE/SHORT-TERM/UNCHAHAR/16-17

b)Application document Ref. No.

containing –

 Invitation for Application.

 Instruction to the Applicants.

 General conditions of Fly ash sale.  Special conditions of Fly ash sale.  Application for Quantity Allocation

a) Your offer submitted Ref. No. _____dated _________

2.0 We are pleased to accept your above mentioned offer and allocate you _____MT of Dry Fly Ash from Ash Silo hoppers of NTPC UNCHAHAR for a period upto 31-Mar.-2017.

3.0 Terms and Conditions of Fly ash sale:

The contract shall be performed by you strictly in accordance with the terms & conditions contained in General Conditions of Fly ash sale & Special Conditions of Fly ash sale, definitions, its amendments, deletions & additions to the same attached herewith, except amendments/modifications specifically brought in this award letter. All the deviations whether implicit or explicit, contained in your offer stand unconditionally withdrawn, without any cost implications to NTPC -UNCHAHAR.

a) Contract Period:

i) The contract shall be effective from the date of issue of this LOA. ii) The completion date of contract is 31.03.2017.

iii) NTPC reserve the right to foreclose the contract at any time by giving one month notice without assigning any reasons and no compensation will be payable in this case.

b) Period of Fly ash sale:

Commencement date of issue of fly ash is from ______for the quantity mentioned above for one year. c) Price:

The price of Fly Ash is Rs. 210.60 per MT (exclusive of all taxes).

d) Taxes & Duties:

The buyer shall be liable and responsible for payment towards any taxes, duties, levies, octroi etc applicable/enforced (by State/Central Government) from time to time during the tenure of the contract. Such liabilities if any shall be paid by the buyer extra at actuals.

e) Price Adjustment:

The price of Fly Ash indicated above at para 3 (c) shall remain firm for the entire period of the contract. f) Consideration payable by the party:

Allocated quantity of Fly Ash for awarded period shall be divided into monthly quantity & amount payable based on this monthly quantity is to be deposited in advance (along with taxes and duties as applicable) by 20 of every month in the form of RTGS/Demand Draft in favour of NTPC Limited for the quantity of Fly Ash to be lifted in next month. For details of RTGS/Demand Draft please refer Clause 15 below.

g) Contract Performance Guarantee (CPG):

i)Contract Performance Guarantee (CPG) of Rs.______/- [Rupees Only] @ 5% of the value [Rs.___/-] of allocated quantity of ____ MT, has to be submitted within Seven days of issue of this award letter in the form of RTGS/Demand Draft in favour of NTPC Limited.

ii)The CPG shall be released within Ninety (90) days after successful completion of contract

in all respects

iii)For commencement of supplies, submission of CPG is a precondition.

iv)For details of RTGS/Demand Draft please refer Clause 15 below.

h) Submission of Form-C.

Any Statutory form like Form ‘C’ etc. for claiming rebate shall be submitted by the buyer to the supplier for claiming such rebate. In case buyer fails to submit ‘C’ form within 01 month of designated quarter, CST will be charged at full applicable rates.

4.0 Compensation against shortfall & Termination of Contract: a) Compensation against shortfall during regular off-take:

Compensation against Shortfall during off-take will be governed as per clause No. 54 of Special Conditions of Fly ash sale of contract document.

b) Termination of Contract:

Termination of Contract will be governed as per clause No. 55 & 55.1 of Special Conditions of Fly ash sale of contract document.

5.0 Delivery point:

a)NTPC would deliver fly ash from the discharge chute of designated ash Silo of the plant.

b)Fly ash shall be considered to have been delivered as it passes into the buyer’s closed vehicle at the loading point.

6.0 Pollution Control & Transportation of Fly Ash:

All possible measures would be taken by buyer to avoid pollution to the satisfaction of the plant officials. Similarly, while transporting, no spillage of Fly Ash would be permitted to avoid air pollution. If the process adopted by the buyer is found deficient, NTPC Unchahar retains the right to stop the fly ash sale forthwith.

7.0 Safety:

The buyer would be responsible for the safety of its people for which the buyer should provide necessary safety gear to its workers.

The buyer shall be fully responsible for maintaining all the insurance covers as per law of land at its own cost.

8.0 Working Hours:

Delivery of fly ash is intended to be given round the clock. 9.0 Quality and Quantity of Fly Ash:

NTPC would deliver Dry Fly Ash from designated delivery point on “as available basis”. Fly Ash shall be issued based on actual weighing. Weight so recorded shall be considered final. No dispute or complaint for quality or quantity will be entertained at a later stage.

10.0 Authorized Person:

A proper authorization in the format prescribed by EIC must be presented to Engineer in-Charge, if the buyer wants to depute an agent/transporter on its behalf.

11.0 End Use Certificate:

Buyer shall invariably submit the certificate of the end use of Fly Ash along with the details of the end user on monthly basis and also furnish any information required by NTPC related to ash lifting.

12.0 Buyer and its transporter would be entirely responsible towards MVI/RTO for overloading of Fly Ash. NTPC in any case will not be held responsible for the same.

13.0 The contract is subject to the jurisdiction of courts of Raebareli only.

14.0 Engineer-In-Charge:

Sh. Binay Shanker Prasad (AUC/EMG) will be the Engineer- In- Charge for the contract.

15.0 Bank Details of NTPC (in case of RTGS):

For advance amount of Rs. 500000/- and above:

Account No:	34507866507
Account No:

Account Name:	NTPC Limited
Account Name:

Bank Name:	State Bank of India, CAG Branch, Tolstoy Marg, New Delhi
Bank Name:

IFSC Code:	SBIN0009996

MICR Code:	110002201

For advance amount of Less than Rs. 5,00,000/- :

Account No:	10666411136
	10666411136

Account Name:	NTPC LTD. Unchahar
	NTPC LTD. Unchahar

Bank Name:	State Bank of India

IFSC Code:	SBIN0004344
	SBIN0004344

MICR Code:

In the remark column of RTGS/NEFT etc. you should clearly mentioned the following remark

“ADVANCE/CPG FOR FLY ASH FROM NTPC UNCHAHAR”. After deposition of advance in NTPC’s. A/c, you must intimate to us by letter or e-mail on bsprasad03@ntpc.co.in with the details of UTR No. & date of deposition.

16.0 NTPC reserve the right to foreclose the contract at any time by giving seven days notice without assigning any reasons and no compensation will be payable in this case.

17.0 This letter of award is issued to you in duplicate: you are requested to return a copy of the same duly signed as acknowledgement of the same within Seven (07) days of issuance of this letter.

Signed by & on behalf of NTPC

Encl.: Booklet containing Special Conditions of Fly ash sale (SCS), General Conditions of Fly ash sale (GCS) and other terms & conditions.

Annexure – VI

Application for Quantity Allocation

Sl. No.	Description		Details

1	Name of the Applicant

2	Status (Company / Individual /
	Partnership firm)

3	Registered Address

	Telephone No.

	Fax No.

4	Communication Address

	Telephone No

	Fax No.

5	(i)	CST
	(ii)	TIN No.
	(iii)	PAN No.

6	Shipping Address for Fly Ash

	Authorised Person Details

1	Name of the Authorised Person

2	Designation

3	Address for Communication

4	Telephone No.

5	Fax No.

6	Email Id

		Application Quantity
	Applicants are requested to quote the quantity of Dry Fly Ash to be allocated
		for contract period upto 31-Mar.-2017 as mentioned below:-

Sl No	Price	Requested Quantity	Requested Quantity (Monthly) in Words
		(Monthly) in figure

01Rs. 210.60 per MT

For and on behalf of ______________

Signature :

(Authorized Representative) Name : Designation :

Dear Sir,
This is to certify that we M/S -------------------------------------------	the Applicant for the NTPC UNCHAHAR
Thermal Power Station Fly Ash against	Application Specification No NTPC/ ASH—SALE/SHORT-