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RFP No: N/11/2021-NeGD

Note: In case of any holiday falling on any of the above dates, the next working day to the holiday will be the

effective date for the particular.

Sr. No Particular Details

1 Start date of Issuance / Sale of RFP document 18-08-2021

2 Last date for Submission of Queries 25-08-2021

3 Pre-Bid Conference 15:00 Hrs,30-08-2021

4 Issue of Corrigendum 06-09-2021

5 Last date and time for RFP Submission 17:00 Hrs,10-09-2021

6 Date and time of opening of Pre-Qualification bids 15:00 Hrs,14-09-2021

7 Date and time for opening of Technical bids 17:00 Hrs,14-09-2021

8 Date and time for opening of Commercial bids 15:00 Hrs,20-09-2021

RFP PART1 SCOPE OF WORK

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Proprietary Notice

This document contains confidential information of NeGD (National e-Governance Division) which is

provided for the sole purpose of permitting the recipient to make a proposal. In consideration of

receipt of this document, the recipient agrees to maintain such information in confidence and to not

reproduce or otherwise disclose this information to any person outside the group directly

responsible for evaluation of its contents.


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RFP Structure


• Project Background

• Scope of Work • Funtional & Technical Requirements

• Commercial & Bidding Terms

• Bid Response Checkist

• Master Service Agreement

PAR

T -

1

PAR

T -

2

PAR

T-3

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1. Factsheet

S. No. Topic

1. The method of selection is: Quality and Cost Based Selection

(70% Technical & 30% Financial )

2. RFP can be Downloaded from < and www.eprocure.gov.in >CPP portal .

3. Bid Security Declaration as per Ministry of Finance Circular No. F.9/4/2020-PPD dated 12th November 2020

4. Procurement is for Deliverables and Services linked to Digital Forensic Training Lab

Implementation Agency(IA) –Turkey Solution

5. Proposals should be submitted in the following language(s): English

6. The Nodal Agency/Department/PRSG (Project Review Steering Group)will decide upon

further increase or decrease of the Scope of Work subject to the Terms & Conditions of the

Agreement

7. Taxes: As applicable

8. Venue for Pre-bid Conference/ Online through Video Conferencing:

National e-Governance Division (National e Governance Division(NeGD))

4th Floor, Electronics Niketan,

Ministry of Electronics and Information Technology (MeitY)


http://www.eprocure.gov.in/

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6, CGO Complex, New Delhi

9. Proposals will remain valid up to 180 days after the last date of submission of bid

(including extensions, if any)

10. Bidders must upload and submit on the eProcurement CPP portal <www.eprocure.gov.in>

all the items (documents), as per the folder structure specified on the eProcurement portal.

Each of the above documents must be uploaded in the format specified for this purpose

and Submission of Hard Copies in following Address:

GM & Chief Investigator (CB), National e-Governance Division (National e Governance

Division (NeGD)

Electronics Niketan,



Phone :011-24303787/24303785

11. Contact Person

Mr. Shilohu Rao

GM & Chief Investigator (CB), National e-Governance Division (National e Governance

Division (NeGD)

Electronics Niketan,



Phone: 011-24303787/24303785

Email: [email protected]



mailto:[email protected]

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12. Proposals submitted after 17:00 Hrs,10-09-2021 will not be accepted by the Procurement

portal.

2. Background Information

2.1 Basic Information

a) National e Governance Division (NeGD) invites responses (‘Proposals’) to this Request for

Proposal (‘RFP’) from eligible, reputed, qualified bidders with sound technical and Financial

Capability for the provision of the Services as described in this RFP’s ‘Scope of Work’.

b) Any contract that may result from this public procurement competition will be issued for a

term of 36 Months (“the Term”).

c) National e Governance Division (NeGD) reserves the right to extend the Term on the same

terms and conditions.

d) Proposals must be received not later than time, date and venue mentioned in the Fact Sheet at

S. No 12. Proposals received later than the given date WILL NOT be considered in this public

procurement competition.

e) All Qualified bidders as per this RFP will be Empaneled for future works in Cyber Law, Crime

Investigation & Digital Forensics


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2.2 Project Information

This section of the RFP describes in brief the outcomes and expectations of National e Governance

Division(NeGD) from the project as a whole:

• The project will offer ‘Online PG Diploma in Cyber Law, Crime Investigation & Digital

Forensics’ in a phased manner to 1000 officials of State police cyber cells, Prosecutors and

Judiciaries using the existing LMS of National e Governance Division(NeGD) in collaboration

with the National Law Institute University (NLIU), Bhopal. Duration of the Diploma will be of 9

months.

• The main LMS features will comprise conducting training needs assessment, scheduling

trainings, monitoring progress of various courses, forums for discussion, e-content by experts,

online assessment, self-tracking, video conferences etc.

• The Cyber Forensic lab will be setup for hands on training which will be well equipped with all

the software and tools required.

• The resource persons will be experts from Industry especially from the cyber security and

crime domain and prominent legal practitioners.

• Following will be the expected outcomes


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I. System for an online blended training with an Online PG Diploma in Cyber Law, Crime

Investigation & Digital Forensics through LMS1

II. E-Learning modules, minimum of 100 hrs will be created for further training by any

Government Organization to train their officers.

III. A lab with tools like audio/video forensics, e-Discovery, computer forensics, mobile

forensics, network forensics, social media discovery forensics and IP, Email

Investigation/investigator. The Lab will be established at National Law University, Delhi.

IV. Initially 1000 participants will be enrolled to PG Diploma in Cyber Law, Crime

Investigation & Digital Forensics.

V. Manpower to be trained

i. Level of trainees: All levels - Police Officials, Staff in State cyber cells, Prosecutors

and Judicial Officers

ii. Train total of 1000 Police Officials, Staff in State cyber cells, Prosecutors and

Judicial Officers in pilot phase. After the pilot phase, based on the feedback and

impact assessment, the Programme may be continued.

1 Learning Management System (LMS) has already been Operationalized by National e Governance Division (National e Governance Division(NeGD))


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• Desired skills for the outcome

The overall skills required for implementation of the project and achieve the expected outcomes

are outlined as below:

I. Cybercrime Laws and Cybercrime Investigations

II. Digital Forensics

III. Infrastructure Management

1 Scope of Work

The Digital Forensic Lab (DF Lab) of NeGD is planned to be built with the help of the

Implementing Agency(IA).DF Lab will be built and operated by the IA, where the supply,

implementation, support of the DF Tools/solution, and operation and maintenance of the DF Lab

will be done by the IA and NeGD will own the software and hardware assets supplied by the IA.

The scope of work for the IA for the NeGD will include the following

a. Supply of Digital Forensic Tools and Solutions

b. Implementation, and Commissioning of Digital Forensic tools and solutions

c. Supply, implementation, commissioning, Configuration and support of IT infrastructure at DF Lab

d. Deployment of Experts for DF and IT infrastructure Management


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e. Training & Certification of Chief Investigator and Principal investigator on digital forensic tools

f. Forensic Support Services: The services to be provided by the IA in consultation with NeGD

• Formulation of policies within the Forensic Laboratory is to assure the integrity of results.

• Provide the standards, processes and procedures in the digital forensic lab.

• Applying the digital forensic process / eDiscovery Process on the data/information

• To provide a documented basis for future decisions and for a common understanding of the

forensic procedures among the stakeholders.

IT Management, Support and maintenance services for the Digital Forensic Lab.

• To manage the Digital Forensic Tools and Solutions and keeping them upgraded

• To provide the roles, responsibilities, authority, accountability, and reporting

Requirements for operations of Digital Forensic Lab.

• To facilitate secured access and maintenance of Forensic Laboratory records with

provision for reasonable access

Security and Audit Services:

• Ensuring the Security of the systems and periodical audit service

Equipment shall be new, current models manufactured with 100% new OEM parts. All products should

be offered in current production as of the date of the award. For purpose of this contract “current


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production” shall mean that the equipment model is being manufactured as new equipment for the

Indian market. Refurbished equipment is not acceptable.

All equipment in the RFP must be shipped fully configured with the required components

Lab Architecture

Figure 1

Lab Implementation Process


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Supply and Configuration of Tools(Hardware

& Software)

Lab Infastructure Supply and

Setup

Licensing of DF

tools

OEM Training & Certification of

Principal & Chief Investigator of

Project

Operation and Maintenance

Lab Policy,Standard and Procedure Formulation

Compliance to

Standards

Annual Audit &

Review

Exit

Management & Handover

1817097/2021/NeGD

Manpower Supply along

with Background

Check

Upgrades of DF Tools/ Solutions

Figure 2

Lab Layout


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Figure 3

Room Layout Dimensions


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Figure 4


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Figure 5


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Figure 6


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Figure 7


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Figure 8


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Supply of DF Tools and Solutions

• The Solution Provider is required to source the Hardware based and software based Digital

forensic tools and solutions from respective OEMs and supply these to NeGD.

• The supply of software based tools/solutions will be licenses for the solutions and the

Associated Software

• The supply of Hardware based Tools/Solutions will be Licenses for the solutions, the software

and the associated hardware to meet the specifications and the performance

requirements

• The Tools and Solutions should be as per the quantity Listed Below

Sr No

Category Quantity

Software

1. Forensic Case management system 1

2. Disk Forensic Software 1

3. Imaging and Analysis of MAC / iOS based Devices 1

4. Password Recovery Software 1


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5. DVR Recovery Solution 1

6. Supply of Mobile Phone Forensic System Cloud Data Analyzer 1

7. CDR Analysis Software 1

Hardware

8. Advance Mobile Forensic Kit 1

9. Portable Ruggedized Forensic Workstation 1

10. Forensic Data Centre 1

11. Writeblocking Kit 1

12. Network Forensics and Analysis Toolkit 1

13. Mobile Phone Forensic System 1

14. Faraday Bags 1

15. Disk Imaging Device 1


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Technical Requirements and Specifications:

• The DF tools and solutions to be supplied by the Solution Provider should meet the respective

Technical Specifications listed below

• Each of the Tool/Solution Should Meet all the Technical Specifications listed against

the Tool/Solution

• The Hardware to be Supplied for the Hardware based Tool should meet the specifications on

the Performance Requirements

Licenses

• The licenses for the tools and solutions to be supplied by the Solution Provider should be in

the name of NeGD. NeGD will be the owner of all the software and hardware-based

tools/solutions

• The licenses should indicate that the scale or units of supply meet the requirements of NeGD

• The licenses should be valid for the entire Project Duration

• If the licenses are subscription-based licenses, the license conditions should facilitate

transfer of subscription payment requirements to NeGD and enable NeGD to Renew the

subscription directly with the OEM if required

• If there are ATS for the solutions/tools, the ATS should be valid for the entire Project

Duration.

• The ATS should be transferable to NeGD at the end of the contract period to enable

NeGD to avail the ATS directly from the OEM if required.


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• The hardware based tools and solutions will have a warranty valid for the entire Project

Duration for hardware and associated software.

• Maintenance covered under Annual Technical Support or Warranty/AMC shall not Overlap

Additional Requirements

All Tools should be supplied with all originals accessories and connectors

Implementation and Commissioning

• The IA will responsible for Commissioning of the forensic Hardware Tools in DF Lab.

• The IA will responsible for installation of the forensic software Tools in DF Lab.

• The IA will be responsible for testing the tools as per the requirements of NeGD

• The implementation and commissioning of the Forensic tools and solutions of DF Lab will

happen in a single major event.

• The implementation of all functions of the DF system at the same time Implementation of all

categories of users at the same time

• IA will propose the composition of Team structure for Project Implementation phase

• Project Duration: The overall implementation and commissioning phase of the DF has been

envisaged for Go-live (G) by 12 weeks. The Project will have an operations and maintenance

phase of 3 years starting from the date of Go-live of Project.

• The DF Lab is considered Go-Live when the following are accomplished and delivered


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o All the hardware and software of the DF tools as per the RFP and the proposal of the

bidder, are installed, commissioned, tested and are accepted by NeGD

o The IT infrastructure are installed, commissioned and integrated as per the RFP

and are accepted by NeGD

o The deliverables D1 to D9 are delivered and are accepted by NeGD

o The team of experts as per the RFP are deployed at the DF Lab and are accepted by

NeGD

o The standard operating procedures are formulated and put into practice

o The Forensic Support services are initiated as per the RFP

o Specialized OEM Digital Forensics Training for Principal Investigator & Co-

Investigator for the Project

o Acceptance and Approval from Nodal Agency /Steering Commitee after scrutinizing

the Deliverables, Reports, Audit findings, Contracts, Licensing, Technical

Compliance and Agreements etc.

Project Timelines

No Milestone Timeline of Completion

Design & Development 1. Submission of Approach & Methodology, Implementation Plan T+ 2 Weeks


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2. DF Lab Solution Design & Development T+ 4 Weeks 3. Audit and Acceptance by Nodal Agency/Project Review Steering

Group T+ 6 Weeks

Supply, Installation & Commissioning of Digital Forensic Tools 4. Procurement of Digital Forensics Tools/ Schedule of DF

Requirements T+ 8 Weeks

5. Installation, Configuration and Commissioning of the Digital Forensics

T+ 9 Weeks

Supply, Installation & Commissioning of Infrastructure Components 6. Procurement of IT Infrastructure components T+ 8 Weeks 7. Commissioning of Forensic Server, Firewall and other Infrastructure

for DF Lab at NLU (Delhi) T+ 9 Weeks

8. Development of Training Material and Product Documentation T+ 10 Weeks

Deployment & Testing 9. Manpower Deployment T+9 Weeks 10. Solution Deployment and Integration Testing T+10 Weeks

Training & Certification 11. Training of Principal Investigator and Co-Investigator of the Project T+12 Weeks 12. Development of Training material and Product Documentation T+ 12 Weeks-G

Operation & Maintenance 13. Overall DF system maintenance (Both Software and Hardware

Tools) Support and Operation & Maintenance of Infrastructure at DF Lab

G+3

Infrastructure Requirements

The foIIowing is an indicative Iist of various servers/ systems that IA has to provide at the near site Data Centre at NLU Delhi Premises. The assessment about the number, capacity and Licenses for each of them wiII have to be done by the bidder keeping in view aII the requirements detaiIed in the RFP.

• Forensic Data Server (As Annexure III-Specification)


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Sr N

o

Item

Qua

ntit

y

Roo

m

1 Tablet based Control system(iPaD) 1 E-Studio 2 Contactless Access Control Solution 1 3 Conference Table 1 4 Whiteboard 1 5 65 inches LED 4K commercial display 3

6 Goggle Camera Full HD 2 7 Camera (USB and HDMI, FHD, 12x Zoom, PTZ

camera) 2

8 2 x USB input and HDMI output 1 9 Audio Conferencing System Wallmounting 1

10 CCTV Camera 2 11 Curved 40 inch TV 2 Immersive Experience Room 12 2 Ethernet Switch 2 13 Cat 6 Cabling 1 14 Power Socket 2 15 Wearable Storage Unit 1 16 Contactless Access Control System 1 17 CCTV Camera 1 18 Chairs 4 Isolation Room 19 UPS 1 20 Shoe Rack 1


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21 Wall mount Shelf 1 22 Evidence Storage Rack 1 23 Clothing Rack 1 24 Power Sockets 4 25 Wall mount Donordrive shelf 1 26 75"' Intelligent Interactive Panel 1 Training Room 27 Pointer 1 28 Demo Unit table 1 29 Cabinet 1 30 Power Sockets 40 31 Desktop Computers/Thin Clients 25 32 Base System- Presenter Tracking System (black) 1

33 RoboSHOT 12E HDMI (black) 1 34 AV Bridge 1 35 HDMI and USB cables 1 36 UPS 1 Server Room 37 Industrial Sockets 3 pin 16/32 Amp

38 Fire Safety Equipment 1 39 CCTV Camera 1 40 Contactless Access Control Solution 1

41 Evidence Table 1 IT Administrator 42 Chairs 9 43 Evidence Storage Shelf 1 44 Repair Work 46 CAT-6 Cabling 47 Wi-Fi Access Point 1


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48 Projector Screen 1 49 Case Management System Table 1 50 Evidence Shelf 1 51 File Cabinet 1 52 Centralized Display 2 53 Access Control System 1 54 CCTV Camera 1 55 CCTV Camera Management System 1

57 Chairs 13 58 Projector 1 59 Screen 1 60 Demo Unit table 1 61 Wi-Fi Access Point 1 63 DSP signal processor with USB, AEC for video

conferencing and local enforcement, 4 inputs and 8 outputs

1

66 HDMI, Cat6 and USB cables 1 67 Wireless presentation device with single USB

dongle 1

68 8x6 Seamless 4K Scaling Presentation Matrix Switcher with built in Control processor

1

69 Evidence Storage Shelf 1 Advance Forensic Room 70 Chairs 2 71 Multifunction Printer 1 72 Ethernet Switch 4 73 Power sockets 8 74 Computer Tables 2


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75 Phone 1 76 Fire safety Equipment 1 77 CCTV Camera 1 78 Firewall 1

79 Routers 1

• This is not an exhaustive Iist and the vendor is free to incIude components needed for setup DF pIatform,

• IA is required to formuIate specifications for optimaI, scaIabIe soIution • IA is required to formulate the solution for storage and network architecture. The IA has to

establish the procedures and guidelines for the temporary storage of forensic images, derivative evidence, or processed data extracted from submitted evidence and saving them into the DigitaI Forensic Lab server, or DF−Storage.

Lab Indicative User Count

DF Lab Capacity 20

Training Room Capacity 25

Remote Users Connectivity 25

Workstation Users 25

Space for IA 2


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Manpower Deployment Requirements

IA is required to deploy Digital Forensic experts to facilitate the operations of the DF tools/ Solutions and to work with NeGD on Digital Forensic activities. NeGD can increase the no of resources as and when required on need basis with predicovered prices through this RFP.

Proficiency: The minimum proficiency of the Experts to be deployed by the IA at the DF lab is:

Criteria Lab Manager /Lead Forensic Examiner/Expert

Minimum Education Qualification

• BE/B-Tech or equivalent or post-graduation in similar field

• CFE/EnCE/EnCEP/ACE/CHFI/CEH/RCA/Nuix (preferably)

Skills

System Administration & Network Administration

• BE/B-Tech or equivalent or post- graduation in similar field

• CFE/EnCE/EnCEP/ACE/CHFI/CEH/RCA/Nuix (preferably)

Skills

1. Scripting(Linux), Minimum Experience

• At least 7 years of Post Qualification Experience

• At least 5years of digital forensic domain experience

• At least 5 years of Post Qualification Experience

• At least 4 years of digital forensic domain c experience

Project Experience

Should have managed at least 5 forensic projects with more than 5 team members in capacity as a Forensic Technology Manager/Reviewer.

Should have worked on forensic projects in capacity as a Forensic Technology team member

Domain experience

• Experience in managing projects using forensic technology in forensic investigations as per RFP requirements

• Hands on Experience in the area of forensic technology tools techniques (preferably) including hardware, Software, and analysis (Case manager/Ediscovery tools, Certifications/ training)

• Experience of working with investigation teams providing technology support

• Should have attended trainings on forensic tools & technology

• Hands on Experience in the area of Forensic Technology tools techniques (preferably) including hardware, Software, and analysis (Case manager/E-discovery Tool certifications/


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Training)

Regulatory experience

Should have working knowledge & understanding of Companies Act, CPC, CrPC, Information Technology Act, etc.

Should have understanding of Companies Act, CPC, CrPC, Information Technology Act, etc.

International experience

International experience will be preferred International experience will be preferred

Roles and Responsibilities

Role Responsibilities Deployment Timeline

Implementing Agency Lab Design Implementation, Supply of Tools and Deployment of Resources

T+12 Weeks

Lab Manager/Lead

Responsible for Backup and Disaster recovery and Business Continuity Planning of Server Systems

After “Go live “ For duration of 3 Years

Ensure Availability for IT Management, Operations and maintenance of DF lab IT infrastructure as mentioned in Infrastructure Requirements Responsible for providing User access provisioning Maintaining Forensic Case Management Systems. Performing Annual Forensic Technical reviews of Infrastructure

System Administration of Forensic Data Center Audit the Deliverables

Forensic Examiner/Expert

To carry out Digital Forensic activities/Operations using the Tools / solutions

After “Go live” for Duration of

Manage Inventory, License and Patch Upgradation of Softwares and Hardware by Liasoning with OEM. Assist in drafting Forensic Research Reports.

Maintain Product and Training Documentation related to Forensics tools


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NeGD /Project Review & Steering

Committe

Lab

Manager/Lead

Examiner/Expert

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(Hardware and Software Deployed) 3 Years Network Management Performing extraction and recovery of digital data from electronic devices by Demonstration of tools End to End Lab Support

Governance


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Deliverables

Deliverable Deliverable for DF Solution Details

D1

Implementation Plan and Methodology

• Pre-commissioning, Operational and User Acceptance Testing Plan

• Software & Hardware design, Delivery and Installation plan

• Training plan • Warranty service plan • Risk management plan • Task, time, and resource Schedules • Exit Management Plan

D2 Report on Implementation on Servers and Forensic Tools

• Deployment Plan • Change & Release Management

D3 Integration Testing

• Detailed Test plans for Comprehensive Unit Testing of various DF Solution components

• Results from the testing activity D4 Compliance and Audit Report • Audit of Technical Specifications

• IT Infrastructure Audit • Acceptance testing/ audit of IA deliverables (UM,

Architecture, Test Plan, Test Cases & Test Reports of IA)

• Review of Exit Management • Usability Compliance

D5 Training & Certification Plan and User Manual

This document will cover • Product Training & Certification • User manual • Modules • Training Mode & Location

D6 Go-live: DF Solution launch • Release notes for the DF delivery


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• Results of tests conducted on the CTV DF Solution

immediately post go-live. • Any issues/errors noted in the testing • Lab Design Document (All user manuals, Technical

Guides, Installation Manual, Solution Manual etc.)

D7

Standard Operating Procedures

Technical and Operational Procedures which must include (but not limited to) detailing on

• Methods, Tools, techniques etc • Data Backup & Archival • Case creation and management • Entry of personnel into / from the premises • Disk storage, Evidence Handling and Archiving

(including anti-alteration controls) • Archival and Retrieval Processes • Movement of Evidence material and other data into /

from the premises • Training Material • Case Creation and management • Investigation methodologies • Routine case processing activities

Post Go-Live

D8

Operations and Maintenance services as per Scope of Work

• Adherence to Standard operating Procedures • cases and Work Progress Reports • Technological Upgradation Reports • Technical Documentation • Product Release Notes • Status of the Forensic Support Services completed. • Status of Validation, Quality control checks and

quality assurance. • Status of the evidences received and processed • Status of the SLA compliance • Status of the Trainings/Workshop/Demo delivered • Any other summary report for DF Lab • Any other deliverable as required from time-to-time • Annual Technical Performance review


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Training Requirements

• The IA shall provide training in the principles and the details of Cyber forensic science as it applies to the Forensic Laboratory requirements.

• The IA shall provide training to the DF tools users to efficiently use the system. IA shall conduct training as per the implementation schedule of the NeGD to the users within Delhi/NCR location.

• Training must include Handling and preserving the integrity of physical evidence. Before analysis and casework are performed, specific training for the processes and procedures as well as for the specific tools to be utilized must be undertaken.

• The IA must assume the following responsibilities:

o The IA shall provide training and OEM Certification to Principal Investigator and Co-Investigator of Project o Ensuring that new personnel are trained to the satisfaction of the branch and meet quality standards o Serving as Training Liaison between the DF Lab and NeGD o Maintaining DFL Personnel Training file o Provide training and mentor guidance to new personnel o Providing Training /Awareness on the latest emerging technologies in the Digital Forensics o The IA will adopt Train the Trainer Approach for suggested group of NeGD Resources

• IA is required to arrange the necessary training environment for DF Solution components.

Type of training Objective Key Performance Indicator Delivery Mode


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DigitaI Forensics Training

Forensics tools and techniques covering acquisition, extraction and eDiscovery as relevant for CTV−DF purposes

Proficiency in the usage of DigitaI Forensics TooI

Classroom based Web Based − Training Material

OEM Trainings imaging TooIs proposed

High End MobiIe forensic and Extraction TooIs Advanced Software based forensic imaging and data recovery & data carving soIution

Learning LeveI: Proficiency in the usage of mentioned forensic tooIs type

Instructor Ied Classroom based Web Based − Training MateriaI

Training on deployed DF IT-Infrastructure incIuding servers, Storage, security and Associated Software

Hand on exposure on the DF IT infrastructure instaIIed in the Iab incIuding server management, storage management , Incident management and associated software

Learning LeveI: Proficiency in DF IT infrastructure Management, Incident Management, Network Management, Security Management

Instructor Ied CIassroom based Web Based − Training MateriaI

IT Management, Operation and Maintenance

• Each item of technical equipment and forensic software must be uniquely identified and recorded on the DFL inventory.


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• Equipment and forensic software Iicenses, including dongle Iicense numbers where applicable, are recorded in the Equipment/Software Inventory which is maintained by the IA.The inventory Iog may include the foIIowing: o Identity of the item of equipment and/or software (Iike workstation, write blocker, etc.; o Manufacturer's name, make, modeI, and serial number and/or Laboratory inventory number.

• Location (Iike workstation, computer, Laptop, etc.); • For periodic upkeep of proposed equipment’s, the IA will be responsible for maintaining the dates, actions, examiners identity, and

resuIts of performance verifications, and the due date of next performance verification

Applicable software release instaIIations

o Firmware updates o Hardware maintenance carried out and dates, as weII as upgrades; Damage, malfunction, modification or repair to the

equipment; and Date taken out of service if applicable o A proper documentation and user manual of each and every software tooI in the Iab and specifications of each hardware tooI

should be present in the document inventory of the Iab. o Ensuring hardware, software and equipment are in proper working conditions.

• IA wiII be responsible for the updates and upgrades of the supplied forensic hardware and software as and when available. • IA wiII be responsible for interacting with OEMs of the supplied IT infra of Lab for completion of instaIIation process and during O&

M Phase. • IT Infrastructure Operations and Maintenance as per Standards for the entire project duration • If there are Annual Technical Support (ATS) for the IT Infrastructure components, the ATS should be valid for the entire Project

Duration. The ATS should be transferable to NEGD at the end of the contract period to enable NEGD to avail the ATS directly from the OEM if required.

• The hardware-based components of DF Platform wiII have a warranty for the entire Project Duration. • During the warranty/AMC period IA shaII maintain the systems and repair/repIace at the instaIIed site, at no charge to NEGD, aII

defective components that are brought to the IA's notice.

• The IA shaII as far as possible repair the equipment at site. In case any storage media and/or storage device is replaced/repaired during the warranty/AMC the storage media and/or storage device wiII not be aIIowed to be taken outside NEGD premise. Further the unserviceable storage media wiII be property of NEGD and wiII not be returned to IA.


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• IA shaII ensure that there wiII be no data/Information Ieakage whenever reaper or maintenance of tools/equipments takes pIace within the Iab or outside Iab.

• IA shaII establish and maintain the procedure of replacement/repair of the tools/Equipments in the Iab with satisfaction of the NEGD for prevention of data Leakage etc.

• IA shaII have to stock and provide adequate onsite ƒ offsite spare parts and spare components to ensure that the up time commitment as per SLA is met

• Software Change & Version ControI as per industry standards • Maintenance and management of Iab environment • System administration, maintenance and management services • System administration services for management of server environment to maintain performance at optimum IeveIs • Proper configuration of server parameters, operating systems administration and tuning. IA shaII be a singIe point of accountability

for aII hardware maintenance and support centraI infrastructure • Operating system administration, incIuding but not Iimited to management of users, processes, resource contention, preventive

maintenance and management of patches to ensure that the system is properly updated • IA is aIso responsible for re−instaIIation in the event of system crash/failures • IA shaII aIso ensure that the bottIenecks in the infrastructure are identified and fine tuning is done for optimaI performance • ReguIar anaIysis of events and Iogs generated in aII the sub systems incIuding but not Iimited to servers, operating systems,

databases, appIications, security components, etc. IA shaII undertake actions in accordance with the resuIts of the Iog anaIysis. The system administrators shaII aIso ensure that the Iogs are backed up and truncated at reguIar intervaIs

• Adopt a defined process for change and configuration management in the areas incIuding, but not Iimited to, changes in parameter settings for appIication, servers, operating system, devices, etc., appIying patches, etc.

• Managing the troubIe tickets, diagnosis of the probIems, reporting, managing escaIation, and ensuring rectification of server probIems

• IA shaII provide administration services reIated to user access incIuding administrative support for user registration, creating and maintaining user profiIes, granting user access and authorization, providing ongoing user password support for users

•

• IA shaII be responsibIe for managing the changes that happen to the server environment setup on an ongoing basis, incIuding but not Iimited to, changes in Hard/Soft Configurations, changes to system software, changes to poIicies, appIying of Updates/Patches, etc.


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• IA shaII undertake pIanning required for changes, draw up a task Iist, decide on responsibilities, co−ordinate with the NEGD users, establish and maintain communication with NEGD to identify and mitigate risks, manage the schedule, execute the change, ensure and manage the port change tests and documentation.

• IA wiII be responsibIe for the DF Lab network management.

Forensic Support Services

The IA is required to formulate and establish procedures and provide forensic support Services, IA wiII ensure that the required services are as per best Practice and Industry standards

Standard Operating Procedures:

The IA is required to formulate the Standard Operating Procedures for the DF Lab including, but not Iimited to, the foIIowing:

• Protocols and Standard Operating Procedures (SoPs) for acquisition, extraction and processing of ESI. • Operating Procedures for First Responders to acquire digitaI evidence at the scene of crime/search operation • Operating Procedures for RepIication/Imaging of Data acquired • Procedures to ensure chain of DigitaI Evidence remains forensicaIIy secured in different stages of processing from acquisition of

ESI, through ingestion of data, to Review & Analysis in eDiscovery, untiI reporting & presentation • Define scenarios, engagement modeIs and records to be created/maintained for Lab Trainings to be associated with an

Investigation and handIe/Process DigitaI evidence • SoPs shouId enabIe the preparers to report on forensic examination findings with the incIusion of procedures used, evidence

Iocated and how evidence was coIIected • Define a document review framework to enabIe efficiency in review of evidence over the traditional methods of document review • Mechanism for formulating performance standards and setting up mutuaIIy agreed performance targets for the peopIe depIoyed

for forensic services.

• IA wiII be responsible for keeping update and version control of aII documentations.


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Technological Upgradation

• The IA wiII make periodical (Once in 6 months) presentations to NeGD on new deveIopments in the fieId of Forensic technologies and tooIs and their possibIe appIicabiIity to NeGD.

• The IA wiII submit formaI reports and recommendations to NeGD on the possibIe upgradation of existing TooIs/SoIutions, the possibIe induction of new tooIs and soIutions.

• The IA wiII aIso provide detaiIed specifications of the new tooIs and budgetary estimates of the cost of depIoyment of these forensic tooIs and soIutions

Managing Evidence Security at DF LAB

IA is required to establish guidelines for managing the evidence security at DF Lab. List of activities, including but not Iimited to the foIIowing:

• IA wiII ensure that evidence integrity is not compromised. • IA wiII ensure secured access to the restricted area is onIy available through key cards issued to personnel assigned to the

Laboratory. • Visitors wiII be escorted into the evidence faciIity onIy by a member of the DigitaI Forensic Laboratory or administrative staff with

proper keycard access. • A visitors log documenting visitor’s purpose, date, and time is maintained for each visitor. Access controIs aIIow Trainees to

process and examine evidence whiIe maintaining the integrity of the evidence.


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Managing Validation, Performance verification and Quality control checks

The IA has to establish procedures and guidelines for the validation and/or performance verification of forensic hardware and software. This procedure appIies to the forensic tooIs, hardware, and software used in the DigitaI Forensic Laboratory Section. The Iist of Managing InternaI Validation Procedure activities, including but not Iimited to the foIIowing are:

Before Implementation of a forensic tool such as software and/or hardware with no externality validated method, an internal validation study shaII be performed.

An internal validation study shouId consist of the foIIowing elements:

• Purpose and Scope (a description of the method being tested). • Requirements (equipment specific function being validated). • Methodology (the Hardware/Software, settings and Test details). • Test data Sets description (used to evaIuate the specific function).

Expected Results • Usage requirements (TooI usage conditions required to compensate for any identified Limitations). • Results and Conclusions (Requirements satisfied or not satisfied, observations, anomalies, concerns, or Iimitations) • Use the appropriate developed cIass test data set(s) • If relevant, hash the test data set(s) and compare the recorded values to its original creation value. This wiII establish that they

have not been altered by the methodology. • Record aII observations, findings, and recommendations in the DFL Forensic Software/Hardware Interna


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• l Validation Form.

Annexure-I

Specifications

National e Governance Division (NeGD) desires a full complement of computer hardware and Software. Implementation Agency (IA) should bid for

products applicable as per Specifications below:


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Item No Quantity

Description

1

Password Recovery Software

Sr. No

Capability

Specifications

Should support password recovery for 280+ file types like MS Office, PDF, Zip and RAR, QuickBooks, FileMaker, Lotus Notes, Bitcoin wallets, Apple iTunes Backup, Mac OS X Keychain, password managers, and many other popular

applications. Should support live memory analysis Analyzes live memory images,

hibernation files and extracts encryption keys for FileVault2, TrueCrypt, VeraCrypt, BitLocker, logins for Windows & Mac accounts from memory images

and hibernation files Should support cloud data acquisition Acquires backups and data from cloud

services (Apple iCloud, MS OneDrive, and Dropbox). Extracts passwords from iCloud keychains.)

Should support intelligent detection Detects all encrypted files and hard disk images and reports the type of encryption and the complexity of the decryption.

Should support Passware kit agents Support for distributed password recovery for Windows, Linux, and Amazon EC2. The Linux version runs a portable

Passware Kit Agent from a bootable Linux USB drive Should support decryption of FDE Decrypts or recovers passwords for

BitLocker, FileVault2, APFS, TrueCrypt, VeraCrypt, LUKS, McAfee, Apple DMG, Symantec and PGP disk images


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R P PART1 SCOPE OF WORK

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Item No Quantity Description

2. Network Forensics and Analysis Toolkit

Sr No.

1

Capability

Form Factor

Specifications

Should be portable kit in Ruggedized Dustproof, waterproof case for performing forensic acquisition from various storage media

Should allow investigators to preview following suspected storage media in read only mode (Write Protected) using Laptop/Desktop web browser a. IDGE/PATA 2.5” & 3.5”

2 b. SATA 2.5” & 3.5” c. SAS 2.5” & 3.5” d. Firewire Devices e. External USB 3.0/2.0/1.0 devices f. Multimedia cards g. Devices which can be accessed via PCIe interface like M.2 SATA/NVMe SSD h. Network (iSCSI)

3 Acquisition Media Support

Should allow investigators to create forensic images (Physical) of following types of storage a. IDE/PATA 2.5” & 3.5” b. SATA 2.5” & 3.5” c. SAS 2.5” & 3.5” d. Fire wire Devices e. USB 3.0/2.0/1.0 devices f. Multimedia cards g. Devices which can be accessed via PCIe interface like M.2 SATA/NVMe SSD h. Network (iSCSI)

4 Hash Support

Should support following types of hash value to be calculated while performing forensic imaging or Hash Verification of Images. a. MD5

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b. SHA1 c. SHA256 d. MD5 + SHA-1

5

Acquisition modes

Should support following modes of forensic duplication a. Disk to Disk (Clone) b. Disk to File (Image) c. Files and Folders (Logical)

6

Forensic Image File formats

Should support following types of forensic image formats. a. For Physical Imaging

i. E01 b DD(RAW)

i. Logical ii. L0

7

Should support Temporarily or permanently removal of HPA/DCO

Should Supports S.M.A.R.T. disk info

Should support Various wiping standards like Clear Partition Table, Quick Erase, Custom

Erase, Secure Erase Normal, Secure Erase Enhanced, DoD Clear, DoD Sanitize, NIST800-88 Clear, NIST800-88 Purge

Should support imaging to a remote network location or share.

8.

Cables

Should have adapters and Cables for various types of Storage media like a. IDE 1.8", 2.5” & 3.5” b. SATA c. SAS d. FireWire


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e. Micro SATA & mSATA f. ZIF g. PCIe M2 SSD Adapter

9.

Should allow creation of multiple images from single source to multiple destination in USB 3.0 or SATA or Network simultaneously

10.

Network tapping Module

Should have a Network Tapping Module to capture the PCap Files when connected to the live network

11.

Mode of operation

The tools should come installed on a USB device and should be able to run directly through it without a need of any additional installation procedures.

12.

Analysis Software

1. Should be a passive network sniffer/packet capturing tool in order to

detect operating systems, sessions, hostnames, open ports etc. without putting any traffic on the network.

2. Should also parse PCAP files for off-line analysis and to regenerate/reassemble transmitted files and certificates from PCAP files.

3. Should perform advanced Network Traffic Analysis (NTA) by providing extracted artifacts in an intuitive user interface.

4. Should be able to perform following tasks: Live sniffing, Parse PCAP files, Parse PcapNG files, IPv6 support

5. Extract X.509 certificates from SSL encrypted traffic like, HTTPS, SMTPS, IMAPS, POP3S, FTPS etc.

6. Decapsulation of GRE, 802.1Q, PPPoE, VXLAN, OpenFlow, SOCKS, MPLS and EoMPLS

7. Receive Pcap-over-IP 8. OS Fingerprinting 9. Port Independent Protocol Identification (PIPI) 10. Export to CSV / Excel / XML / CASE / JSON-LD 11. Configurable file output directory 12. Configurable time zone (including UTC) 13. Geo IP localization 14. DNS Whitelisting 15. Advanced OS fingerprinting


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16. Web browser tracing 17. Online ad and tracker detection 18. Host coloring support 19. Command line scripting support

13.

Licensing and Warranty

Software, Firmware and Hardware

• Licenses • Updates • Technical Support • AMC • Warranty

should be provided during the Period of 2 Years


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Item No Quantity

Description

3.

Imaging and Analysis of MAC / iOS based Devices

Sr No.

Capability

Specifications

1.

Acquisition

Solution for Live data acquisition, Targeted data collection, and Forensic imaging.

Should Target and forensically acquire files, folders, and user directories while avoiding known system files and other unneeded data

Should Preserve valuable metadata by maintaining its association with the original file

Should Authenticate collected data using any or all MD5, SHA-1, or SHA-256 hash functions

Should Thoroughly log data acquisitions and source device attributes throughout the collection process

Should Selectively acquire email, chat, address book, Calendar, and other data on a per-user, per-volume basis and other data on a per-user, per-volume basis

Should Capture important live data such as Internet, chat, and multimedia files in real time

Should acquire and save volatile Random Access Memory (RAM) contents to a destination device

Should Choose from unique system data collection options, including active system processes, current system state, and print queue status

Should Extensively log live data acquisition information throughout the


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collection process Should automatically recognizes a combined volume from a Fusion Drive and present it for imaging

If FileVault 2 exists, the examiner can, with use of the password, Keychain file or recovery key, mount the volume in a read-only fashion, allowing for either a triage or collection of the files for both file vaults i.e. for Filevault 1 & 2

It Should Use the source machine's own system to create a forensic image by booting from the USB dongle

It Should Write-protect source devices while maintaining readwrite access on destination devices

2.

Analysis

Should analyse Windows Registry artifacts - recently executed files and programs, link files, jumplists, Prefetch and Superfetch data

Should have Device connection data for all devices previously connected to the system, including USB device connection dates/times and the associated user account

Should analyse iOS device backups, Recent file downloads, Trash (for Mac OS X volumes) and Recycle Bin (for Windows volumes) and Current and deleted user account info

Should Analyze various types of memory files, including raw dumps, Hibernation files (Windows Vista to Windows 10),pagefile.sys, and crash dumps (full, from Windows Vista or 7)

Should Performs file carving and bulk extraction content searches (for numerous items such as URLs, addresses, phone numbers, etc.)

Should Features a Memory subview for analyzing processes, libraries, sockets,


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handles, and drivers Should have File name, kind, size, or extension, Date created, modified, or accessed, Picture metadata attributes, including GPS coordinates and camera (iPhone/iPad device) type and Positive and negative hash set filtering.

Should have Built-in Algorithm for GPS Mapping, Skin Tone Analysis and Video Frame Analysis

Should allows examiners to see a full log of calls, voicemail, social media activity, and more. Most importantly, examiners can view messaging threads in list view or in their native format.

Should be designed to make reporting incredibly flexible. Examiners may export large data sets in an easily readable format, and can export reports in a variety of formats to enable easy information sharing with all interested third parties.

3.

Workstation

iMAC Pro with 8 Core Xeon Processor having 8GB Graphic Card, 32 GB RAM 2666MHz DDR4 ECC memory, 1TB SSD Hard Drive

4.

Warranty Support

Three years from the date of supply

5.

Licensing

1. Should be operated with a USB dongle license/ Software License. 2. The License should exclusively in the name of the user and the certificate

from OEM should be provided at the time supply mentioning the validity dates.

6.

Regular Updates/Patch Management

1. The product should be supported at least three years. The OEM should

provide support during the warranty period and accordingly upgrade the tool.

2. The periodicity of such updates (If Any) should be mentioned in quotation

7.

Training

OEM Certified Training should be imparted on all the functionality of the tool


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for 2 persons.

Item No Quantity

Description

4.

Disk Forensic Software

Sr No.

Capability

Specifications

1.

Imaging

Should able to take image of memory devices The improved Ex01and Lx01 file formats, built on E01 andL01 formats, should be supported for increased performance and optimized data management.

Should able to take live dump of RAM

Should able to Display detailed information about the evidence acquired from a Smart device. Report includes ability to export KML data. Acquire data from devices running atleast the following operating systems.

• Apple's iOS • Google's Android™ OS • Rim's Blackberry™ • OS, HP's Palm™ OS • Nokia Symbian • Microsoft's Windows Mobile OS

Evidence Processor should include: Automate common tasks associated with preparing evidence for investigation should include:

• Recovered Folders • File Signature Analysis • Protected File Analysis


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2.

Analysis

• Hash Analysis including but not limited to(MD5 and SHA-1) • Expand compound files • Find Email (PST, NSF, DBX, EDB, AOL, MBOX) • Find Internet Artefacts (IE, Firefox, Safari • Search for Keywords • Index • EnScript Module Processing: It should incorporate the following modules by

default in the processor • System Info Parser • IM Parser (AOL, MSN, Yahoo • File Carver • Personal Information (CC, Phone Numbers, Email, SSN) • Windows Event Log Parser • Windows Artefact Parser • Unix Login • Linux Syslog Parser • Customization of EnScript Module Processing

New Indexing Engine: Optimized for the forensic examiners needs with robust query language, Deep Forensic Analysis

New Supported Files: EXT4, HSFX o Microsoft Office 2010, iOS Physical Images (iPad, iPhone, iPod)

Should support Checkpoint/Pointsec Full Disk Encryption. Existing & encryption product support updated

New E-Mail Investigation Platform: E-mail investigations are now as easy as reading email in an inbox. Added capabilities to review email conversations and related messaged to uncover context and identify all individuals related to the case.

Tagging: Create custom tags and apply to any file, including hash records, to enable easy export of files for review by others.


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Unified Search: Now search across the entire case from one easy to use, flexible, and powerful search interface. Incorporate the index, keyword search results, and tags into a single search.

Customizable Templates: Create custom report templates for consistent reporting for every case

Formatting: Choose formatting for each section of the report, tailoring the representation of finding to meet the audience’s needs.

Customizable Templates: Create custom report templates for consistent reporting for every case

3.

General Requirements

Should be able to work windows 7(64 bit) platform and Higher Version

4.

Portability

Should support work in live memory analysis in fields and also have a triage facility.

5.

Warranty

Three years warranty and updates from the date of supply

6.

Training

OEM Certified training for 2 persons


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S/N

5

TITLE DETAILS COMPLIED / NOT COMPLIED

1. SCOPE Supply of Mobile Phone Forensic System

2. QUANTITY

3. SPECIFICATIONS: • Generic Features:

• It should provide users with all Physical file system and advanced logical extraction capabilities for different devices and different Operating Systems as well as allow extraction of Cloud Data source tokens accessed by the Mobile Phone with or without consent.

• It should support more than 31,110 device profiles and

10,800 different mobile application versions.

• It should support management, upgrades and control from a centralized software.

• The extraction software should be touch screen enabled,

allowing easy use on tablets.

• It should be operated with a USB software license dongle.

• It should come with a compact and lightweight case with

all necessary cables for the supported phones/OS).

• It should support Data carving from unallocated space which enables to recover a greater amount of deleted data from unallocated space in the device’s flash memory.


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• It should support the decoding of the iCloud backup production set obtained from Apple devices and Instagram production set from other devices

• Its should have a function to allow seamless and

simplified view of cloud data in the platform if user purchase cloud license.

• The software must have the function to extract cloud zip

container.

• It should enable Highlighting of the exact position for each decoded content entry, enabling full tractability between the analyzed data and the Hex.

• It should enable using the Python shell to enhance the

capabilities for content decoding.

• It should be able to run Python scripts via plugins and edit and create new decoding chains.

• It should support image carving, a feature used to

recover deleted image files and fragments when only


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• It should be able to match files extracted against Hash

Databases and it should have built-in support for Project VIC and CAID hash databases

• It should be able to decode Google Archive Files

• It should be able to decode modified IMEI numbers for

Android devices

• It should allow user to have the control to input IMEI number to decrypt WeChat database if needed

• It should include the provision of a case id as well as

other relevant case-related information as part of the extraction report and allow filtering based on specified date range

• It should enable visualizing of events over time, view

distances between events and see the number of events within a defined timespan in a table.

• It should enable conversion of single or multiple

locations to their corresponding address.

• It should support viewing of all locations on a single map.

• It should enable viewing of extracted locations using

offline maps even without an Internet connection.

• The software should be able to load offline map

• It should support the ability to highlight information based on predefined list of values.


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• It should support viewing of text files including file information, content, and Hex.

• It should support quick search within decoded data.

• It should enable viewing of communications between

sources in date and time order.

• It should enable quick reference pointer to set to analyzed data item and data file item.

• It should support Hexadecimal view of the extracted

data enabling advanced search based on multiple parameters, regular expressions and more.

• It should enable the translation of foreign-language

content from extractions to English. Translation should be possible from at least 5 languages. If required, then at least 70+ languages should be available at additional cost


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• It should be able to Generate and customize reports in

different formats e. g. PDF, HTML, XML, Excel and Word.

• It should enable Chat messages to be exported in

conversation format, in PDF reports.

• It should provide global setting to select/unselect items in a report.

• It should support Exporting selected emails to EML

format.

• It should support hash verification to ensure the extraction decoded is the same extraction received from the device.

• It should be able to merge multiple extractions in a

single unified report for efficient reporting and investigation.

• It should be able to support file system extraction of

blocked application data by downgrading the APK version temporarily for Android devices running on Android 6 and above.

• Downgrading the APK should support shared data

extractions, in addition to “no shared” data.

• It should have the option to adjust the timestamp according to the time zone and offset setting on the device.

• It should support extraction, decoding and media


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analysis from most popular drones from DJI with latest firmwares. It should also support the DJI Go app.

• The software should provide additional security for

protecting the reports. It should also allow to password protect the reports.

• The software should provide a file format viewer which

allows users to view, search and copy readable content from various file types like plist, bplist, etc.

• The software should allow decoding of backups for

MTK based Android phones.

• The software should support physical extraction capability using the emergency download mode.

• The software should provide lock bypassing physical

extraction support for devices with Coolsand based chipsets.

• The software should be able to produce powerful visual reports which should include conversation screenshots, locations on the map and extraction summaries.

• The software should have the capability to provide a

internal screenshot and video function to capture the evidence data.

• The software also has the capability to extract Google

advertisement ID (AD-ID) on advanced logical extraction.

• The software should provide greater access to supported

applications with the use Android emulator. It should allow examiner to simulate exactly how the data appears


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from a user perspective.

• The software should have the ability to decode and analyze cloud data in the interface

• The software should have a seamless process for cloud

data decoding

• The software should allow automatic decoding of data from .zip files.

• The software should allow examiners to perform a quick

selective extraction of selected applications.

• It should provide generic pattern/pin/password lock screen removal and bypass method for various models from leading vendors including Samsung, LG, Motorola, Sony, Xiaomi and others. It should support Android v6 and above with Full Disk Encryption and security patch older than August 2018.

• It should provide a simple extraction flow with generic

extraction for unsupported devices.

• The software should allow direct upload of data from analysis software to analytics software.

• The software should allow selective extraction of cloud

tokens from the phone.

• The software should be coupled with a USB 3.0 adapter for faster extraction.

• The software should allow playback of WhatsApp audio

files in analysis software.


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• It should be able to have Dashboard Widget Shows Application Insights

• The software should have a function to address

unsupported application. • The software is able to Extract memory from Samsung

devices to decrypt Samsung Health DB • It should allow user able to save and abort decoding

process • The software should be able to read interactionC

database from IOS. • It should support Berla ivx files for decoding

Support for Various Phones: Android

Phones: • It should support Android devices running up to and

including v9 Pie

• It should support lock bypassing for at least 500 LG devices

• It should support unlocking with physical extraction for

at least 100 Qualcomm and Exynos based Samsung devices, including S7, S7 Edge, S6, S6 Edge+, Note 5, A5, A7, J4+, J5, J6, J7 and J8 families

• The software should be able to support full file system

extraction on more than 12 Samsung Exynos devices which includes S10,S10+,S10e and A10-A50 phone


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model.

• The software should able to support Samsung devices with full disk encryption such as Samsung S9 or Samsung Note 9 running on Android 10.

• It should support lock bypass using file system extraction for latest Samsung devices like Galaxy J7, Galaxy S8, Galaxy Note8 and Galaxy S8+.

• It should have lock bypassing decrypted physical

extraction capability for Qualcomm Android devices including LG, ZTE, Xiaomi, Huawei, Alcatel and Motorola

• It should be able to perform selective file system

extraction on popular Samsung models with the Qualcomm processor (SOC).

• The software should have a capability to extract

Qualcomm chipset phone in a generic option that support popular brand like Samsung and Huawei. .

• The software should have a capability to extract MTK

chipset phone in a generic option.


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• It should have decrypting bootloader capability for

Huawei devices with HiSilicon Kirin chipsets and Samsung devices with Exynos processor

• The software should provide a unique decrypted

physical extraction method for unlocked Android devices of latest generation.

• It should be able to allows users to perform a full file

system and selective extraction on smartphones with the Huawei HiSilicon KIRIN 970 processor and other popular devices with the KIRIN 659, 960 and 980 chipsets For Huawei and Huawei Honor must be running android 8 and 9.

• It should support Physical Extraction via ADB for

android devices directly to any USB storage or an SD card connected to the device. This method should be generic and should be supported across most Android phones available in the market. This method should support android devices including OS version 7

• It should support Physical Extraction over ADB for

Samsung devices running up to Android OS v8

• It should support bootloader-based physical extraction for zte, alcatel and xiaomi devices running Qualcomm chipset

• It should support Partial File System extraction while

bypassing User Lock for more than 100 Android devices

• It should have physical extraction method from more than 400 locked Android based devices bypassing any


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type of lock (Pattern/PIN/Password) using proprietary boot loaders, enabling a forensically sound extraction process.

• It should also support Physical extraction and advanced

decoding, via USB debugging, for Android OS version 4.X (Ice Cream Sandwich). Physical extraction for any locked device should be available if the USB debugging has been switched on.

• It should provide a simple extraction flow with generic extraction for unsupported devices.

• It should support Decryption of encrypted Android

physical extractions: Decrypt encrypted physical extractions from Android devices 4.2 and below, with a known password. This includes generic Android and Samsung devices.

• It should support automatic detection of supported

devices. It should also support manual search for devices by manufacturer, model and IMEI number.

• It should be able to perform physical, full file system and

selective file system extraction on Smartphone with Samsung Qualcomm Processor

• It should acquire apps data from Android devices via all

extraction types including: Facebook, Facebook Messenger, Google+, PingChat! (aka Touch), Skype, Twitter, Viber, Yahoo Messenger, WhatsApp, TigerText, Dropbox, QIP, Kik Messenger, Evernote, Kakao Talk, ICQ, Vkontakte, HideSMS, Kakao Story, MeetMe, Coco, Google Duo, FitBit, Zalo, Yubo, Zello

• Physical Extraction of Major Device Support should at


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least include the following phones: • HTC – HTC Evo, HTC One M8, Incredible, Desire 310,

Desire C, 2PS6500 10, U11, U-1w Ultra • Motorola – Milestone, Milestone 2, Droid, Droid 2, Droid

3, Droid X, Droid Razr, Razr Maxx, Defy, Moto X Play, Moto G, XT1710-02 Z2 Play, G4, G5, Nexus 6.

• Samsung – Galaxy S7, Galaxy Note 7, Galaxy Note 5, Galaxy Note 8, Galaxy S6, Galaxy S8, Galaxy S8+, Galaxy S6 Edge, Galaxy S5, Galaxy S4, Galaxy SIII Family, Galaxy SII, Galaxy Note 4, Galaxy Note II, Galaxy Mega , Galaxy s5 duos, Galaxy alpha, J3 Neo, J5, J7, A5 and A7

• LG – G5, G4, G3, Optimus, Optimus one, Optimus 3D, Optimus black, Nexus 5X, L51AL, Fiesta LTE, K10, G6, V30, Nexus 5x, H820 G5, LM-X210MA & MP260

• Indian Phones – Intex Aqua Amoled, Intex Aqua Core; Intex Cloud Y5; Intex Aqua i7; Karbonn A12+; Karbonn A25, Karboon S99 Titanium, Xolo A50zip0S ; A114R Canvas Beat, Micromax A190 Canvas HD Plus, Intex Aqua ring.

• Huawei – Ascend, Honor 3x, 5 vision, Honor 5x, Honor 4c, H1611, Mi5, C8815, Nova 2i, U8600 Move, Mate 8, Honor 8, Nexus 6P, P10, Mate 10, P9

• Sony: Xperia X, Xperia z5, Xperia e5, Xperia X Dual, XZ, L1, XA1 Plus, Xperia XA1

• Others: Asus Zenfone 4 Max, Xiaomi Redmi 3S/4, Oppo F3, Alcatel 5090i A7.


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• Blackberry Phones:

• It should enable physical extraction and decoding from BlackBerry devices running OS 4-7. Physical extraction should be performed using proprietary boot loaders, enabling a forensically sound process. Real-time decryption should be enabled for selected devices.

• It should support advanced decoding of existing and

deleted data for Blackberry running OS 4-7:

• BBM history (if enabled by the user)

• BlackBerry Messenger (BBM) messages including Deleted messages and chats, message attachments, contact photos, BBM from groups: Chats, contacts and shared photos

• Installed applications data: WhatsApp, Facebook,

Twitter, Google Talk (Gtalk), UberSocial (WhatsApp data retrieval includes decryption of the database and recovery of contacts, chats, chat attachments and user account).

• Address book, SMS, MMS, Emails, PIN messages,

Calendar entries, Memo pad notes, Web browser history, Web bookmarks, Bluetooth devices and Cookies.

• Recent email contacts (BB OS 6 and above, where

available)

• Device Info (Model, IMEI\MEID, ICCID, PIN, OS version, Platform, Supported Networks)


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• REM files – decryption of encrypted files on external

memory

• Windows Phone:

• It should support physical extraction and decoding of devices running Windows Phone devices running OS versions 8.0, 8.1 and 10. It should also support obsolete OS including 6.0 and 6.5.

• JTAG decoding of contacts, call logs and SMS from

Windows Phone 8.x devices is enabled via physical extraction

• The Devices supporting Physical Extraction should at

least include HTC Pro, HTC HD2 T9193, Xperia X1, Nokia Lumia 520, LG GM750 and other popular models.

• It should support applications for Windows Phone

devices running OS 8.1 including apps such as Facebook, Facebook Messenger, Waze, WhatsApp, ooVoo, Skype, Voxer, Kik and Odnoklassniki.

• Support for .SDF files being used by Windows Phone

apps.


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• Nokia BB5 Phones:

• It should support bit-for-bit physical extraction from locked and unlocked Nokia BB5 devices using proprietary boot loaders.

• It should enable Password extraction on selected

devices.

• It should support decoding of Symbian databases including Decoding of intact and deleted contacts, SMS, MMS and call logs; Decoding support for multilingual content.

• It should support physical decoding of data obtained

through Chip Off method for BB5 devices.

S/N TITLE DETAILS COMPLIED / NOT COMPLIED

• Portable GPS Device:

• It should enable physical extraction and decoding of data from a range of portable GPS devices. The Decoded data should include: Entered locations, GPS fixes, Favorite locations, GPS info.

• It should provide a solution to the encrypted TomTom

trip-log files that reside in the TomTom device STATDATA folder. It should support Extraction and decoding of existing and deleted data from TomTom devices. TomTom extraction and decoding of information includes: Home, Favorites, Recent, User entered, Locations, Last journey, Location, Date & Time, Routes,


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GPS fixes (also deleted), Deleted locations (of all categories)

• It should support Data Extraction from Garmin & Mio devices. Extracted data includes: Favorites, Past journey (containing all the fixes during the journey), deleted GPS fixes

• Feature Phones:

• It should enable physical, file system and logical extraction, and decoding from selected devices. Decoding of intact and deleted data: Phonebook, SMS, MMS, calendar entries, SIM ID and more.

• The Supported Phones (for either Physical/ File System/

Logical) should at least include: • Nokia: 1280, 1616, 1650, 1661, 1661-2b, 1680 Classic,

1800, 2720 fold, 2720a-2b, 2730 Classic, 2760, 3109 Classic, 3110 Classic.

• Samsung: SGH-C120, SGH-A127, SGH-M130L, SGH- A137, SGH-T139, SGH-J150, SGH-X150, SGH-X160, SGH-X166, SGH-X168, SGH-C170, GT-E1195, GT- E1230, SGH-E1310B, SGH-B2100.

• LG: KP175, KP202 i-mode, GB220, KG220, CG225, KG225, GB230 Julia, KG290, NTLG300GB, KG320, KG320S, KG328, L343i, KF350, KF600, KE800, KG800, KE850 Prada, KE970, Shine, C1100, L1100.

• Motorola: E1 ROKR, C113, C117, C118, C119, C115, C139, C140, V300, V303, V330, W375, E398, V400, V500, V505, V525, V551, V620, V635L, C975, E1000, V1050

• Chinese Chipsets Based Phones:

• Using proprietary boot loaders, it should perform a bit-


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by-bit physical extraction, from devices manufactured with Chinese chipsets, accessing the device's memory, whilst maintaining forensic integrity. The boot loaders prevent the tampering of data, during physical extraction.

• In addition, it should bypass user lock code from these

devices and decode the user lock from the extraction within Tool.

• The tool should provide generic extraction with

Decrypting bootloader for MTK based chipsets including 6580, 6735, 6737, 6753, 6755, 6757 & 6797.

• The software should be able to supports acquisition and

decryption of 80+ MTK distinct chipsets and have the ability to conduct Physical or Full file system (FDE &FBE) extraction of unlocked MTK devices with ADB enabled. The Android OS supported should be up to version 9.

• The software should have a Qualcomm full file system or

physical extraction capability on Qualcomm chipset and should support at least on the following brand, Xiaomi, OPPO, OnePlus and VIVO that runs Android version from 7 up to 10.

• IOS Phones:

• The software should be able to support full file system

extraction using Checkm8 capability from Apple iPhone 5S to X with a minimum IOS version from 12.3 to

13.4.X depending of the iPhone device supported base on Apple official release

• The full list of supported iOS devices should minimally


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include the following: iPhone 2G, iPhone 3G, iPhone 3GS, iPhone 4, iPhone 4S, iPhone 5, iPhone 5S, iPhone 5C, iPhone 6, iPhone 6Plus, iPhone 6s, iPhone 6s Plus, iPhone 7, iPhone 7 Plus, iPhone 8, iPhone 8 Plus,

iPhone X, iPod Touch 1G, iPod Touch 2G, iPod Touch 3G, iPod Touch 4G, iPod Touch 5G, iPad Mini, iPad 1, iPad 2, iPad3, iPad 4, iPad Pro, iPad Air, iPad Air 2.

• It should have support for data extraction decoding and analysis for iOS devices running iOS 13.3 including encrypted iTunes backup

• It should decode URL parameters from popular search engines for iOS devices.

• Decoding of additional iOS databases from KnowledgeC, Health App, Siri native messages and Telegram should be supported.

• Unlocking Tool for Locked Phones:

• The tool should provide a separate Unlocking software for unlocking the phone using brute force method. This should be integral part of the Tool.

• Phone Detection Application Features:

• The Phone Detection application should provide help to

investigators quickly identify a mobile phone by its physical attributes, eliminating the need to open up the phone and risk phone lock.

• It should be able to help to identify a phone by the user

answering key questions regarding the phone's appearance.

• It should provide users with detailed extraction

capabilities per device, connectivity details, device characteristics and more.


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S/N 6


1. SCOPE Supply for Forensic Case management system

2. QUANTITY

3. SPECIFICATIONS: System must be able to perform the following:

- Able to process digital exhibits, expedite the flow of cases and optimize lab resources while enforcing SOPs

- Must be an all in one system that allow a full visibility to track cases data and monitor lab performance

- Able to allow you to customize your workflow to your organization needs

- All in one system that allow tracking of digital evidence movement

- Able to log and manage case information - Able to assign tasks and review current case status - Able to produce report on forensic processing and track

the chain of custody of the process and exhibit - The system must allow full visibility of the digital

forensic lab operations that can track case status at all time and highlight items that require attention

- Able to produce dashboard to analyze the overall performance

- Able to create triggers for errors or events - Able to allow stakeholder a full visibility of case status to

ensure a better communication between investigator and forensic lab examiner

- Able to priorities work in the system


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- Able to manage staff professional certification - Able to create workflow - Must be adhere to ISO/ASCLD - Provide real time operational dashboards and

notifications - Able to create metrics and able to track KPIs - Able to automate actions over APIs/CLIs with additional

forensic tools - Able to automate repetitive tasks - The system must all configurable workflows to meet

SOPs and regulations - Able to build your own workflows - The system must be a self or assisted system

management - The system must be modular and

Scalable solution System add on if needed

(Optional items)

- Able to provide two-way portal for cases and exhibits submission and status tracking - Able to provide Digitized Standard Operating Procedures, workflow builder, automation of third-party applications, multiple tasks orchestration, queuing & prioritization - Able to Conformance tracking, document control, corrective & preventive action, competency management, audit management, staffing management, lab assets management, validation & verification, proficiency testing, learning & knowledge management system


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S/N TITLE DETAILS COMPLIED / NOT

COMPLIED

• It should support Google’s backup and extraction features, saved notes on Google Keep and My Activity from Google servers.

• It should allow access to personal data usage from

Bookings.com travel website and search engine.

• It should allow creation of visual reports to help quickly and clearly document the digital examination and investigative process.

• It should allow taking screenshots or video recordings of

the screen which can saved or added to a report.

• It should allow health and movement data from popular activity trackers like Fitbit.

• It should allow extraction of bitcoin addresses and

transaction history from cryptocurrency apps like Coinbase.

• It should support extraction of search and purchase

history, postal address and credit card information from Amazon app.

• It should allow extraction of information from DJI Drone

app and Skypixel.

• It should support extraction of travel information from Uber and Lyft app.


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Viewing Interface

• The software should have the ability to view the data in timeline view, files view, contacts view and map view

• The software should be able to filter the data in timeline

view.

• The software should have a content panel that includes content tab and related tab for easy reference.

• The software should have the ability to edit, delete, import,

export and search for a person.

• The software should be able to normalization of forensically extracted data into a common view so users can quickly search, filter and sort data.

S/N

7

TITLE DETAILS COMPLIED / NOT

COMPLIED 1. SCOPE Supply of Mobile Phone Forensic System Cloud Data Analyzer

2. QUANTITY


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3. SPECIFICATIONS: Cloud keys decoding from mobile • The Software should allow access to remote Cloud data

sources using Cloud login keys from Mobile device. Should have the ability to extract and decode Cloud login keys from mobile device types like apple and android devices.

Cloud extraction

• The software should allow use of cloud login keys from iOS and Android devices to view data source from Facebook, Dropbox, Gmail, Google Drive and Twitter etc.

• The software should be able to support at least 50 applications such as social media and cloud-based data sources which include Amazon Alexa, Coinbase, Gmail, Google backup, Drop box, iCloud data, iCloud drive, Samsung backup, Telegram, Slack, Viber, Skype and WhatsApp backup etc.

• The software should allow use of cloud login keys from the

Mobile device and using cloud keys it should result in bypassing the security mechanism such as two factor authentications imposed by the cloud service provider that prevent access to the data.

• The software should be able to validate data artifacts from

iCloud data, iCloud drive, google contacts, calendar, task and photos.

• The software should allow use of cloud login keys from the

Mobile device and using cloud keys it should result in mimicking the mobile device thus leaving minimal login traces and generating little or no alerts to the end user.

• The software should allow extraction from a variety of

remote cloud data sources using Cloud login keys from Mobile device as well as using known username and password.


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• The software should support extraction of different content types from the data sources which includes messages, images, videos, files, contacts, calls, user profile, locations, user activities and backup.

• The software should support 2FA authentication when

accessing cloud data using username and password for at least Facebook, Google, Twitter and Dropbox

• The software should support creation of PC browser

tokens for Facebook, Google, Instagram and LinkedIn.

• The software should support creation of PC apps token for iCloud and One Drive.

• The software should support reduction of extraction time

from Cloud storage sources such as Google Drive, Dropbox, One Drive, etc. by pre-selection of specific files and directories for extraction

• The software should support extraction of several files

revisions from Cloud storage sources such as Google Drive, Dropbox, One Drive, Outlook 365, Office 365, MagentaCloud app

• The software should support retrieving iCloud backups

using iCloud login keys with support for 2FA.

• The software should also support downloading of WhatsApp & Viber cloud backup from iCloud and Google Drive. WhatsApp data download should also work for iCloud with 2FA.

• The software should display the location events

chronologically.


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• The software should support offline maps.

• The software should automatically collect and hash digital evidence such as media files and recover data

• The software should be able to perform router capture to

reveal its setting and identify the wifi network and MAC addresses of recent connected devices.

• The software should allow access to user requests over

popular IOT devices like Amazon Alexa and Google Home.


• It should support Google’s backup and extraction features,

saved notes on Google Keep and My Activity from Google servers.

• It should allow access to personal data usage from Bookings.com travel website and search engine.

• It should allow creation of visual reports to help quickly and clearly document the digital examination and investigative process.

• It should allow taking screenshots or video recordings of the screen which can saved or added to a report.

• It should allow health and movement data from popular activity trackers like Fitbit.


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• It should allow extraction of bitcoin addresses and transaction history from cryptocurrency apps like Coinbase.

• It should support extraction of search and purchase history, postal address and credit card information from Amazon app.

• It should allow extraction of information from DJI Drone app and Skypixel.

• It should support extraction of travel information from Uber and Lyft app.

Viewing Interface • The software should have the ability to view the data in

timeline view, files view, contacts view and map view

• The software should be able to filter the data in timeline view.

• The software should have a content panel that includes content tab and related tab for easy reference.

• The software should have the ability to edit, delete, import, export and search for a person.

• The software should be able to normalization of forensically extracted data into a common view so users can quickly search, filter and sort data.



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Compliance

• The software should have the ability to attach a photocopy or document that contains the legal authority search warrant for the cloud extraction for each case.

• The software should have the ability for first time users to acknowledge that the method is used thoughtfully and with proper authority.

Reporting • The software should support reporting of extracted data

from the Cloud to human readable format such as PDF and XML.

• The software should support export of extracted location data to excel and kml formats

• The software should allow generating PDF reports containing screenshots and comments.

• The software allow user to input name and details of the cloud extraction.

• The software should be able to export to other analytics tools for further analysis and investigation in the same platform

• The software allows the report to be save to the designated location of the user preference.

Dongle license • Is a software copy protection device that plugs into the

USB port of the computer. Upon startup, the application looks for the key and will run only if the key contains the appropriate code.

Language support in the user interface • The software should support displaying the user interface


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in the following languages: English, Spanish, Portuguese, French, German, Russian, Japanese, Simplified Chinese and Traditional Chinese


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S/N 8


1. SCOPE Supply of DVR Recovery Solution

2. QUANTITY

3. SPECIFICATIONS: • Generic Features:

- The software should support recovery of digital video from original evidence or a forensic clone in E01 or DD format.

- The software should be able to bypass system level passwords and provide the examiner with direct access to the recorded data.

- The software should be able to generate outputs in native file format including .264, .h264, .dat, .drv, .dvr, etc. and should also provide a player to view these exported files.

- The software should support recovery of recorded audio from supported DVR systems.

- The software should also be able recover video inaccessible (also known as overwritten) to the DVR.

- The software should not encode, transcode or make any changes while exporting video in native file format.

- The software should also be able to generate outputs in open file formats without any modification, transcoding or loss of quality during the exports.

- The software should support popular DVR manufacturers like Swann, Zmodo, Q-See, Hikvision, Samsung, etc

- The software should support at least 110 or more


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DVR filesystems from various manufacturers. - The software should be able detect the DVR

filesystem automatically without the need to select the DVR manufacturer.

- The software should support video preview feature with metadata overlay and ability to add tags and notes during the review period.

- The software should be able to adjust incorrect data/times on the recorded videos as well as allow users to set an offset on individual or group of clips.

- The software should be able to recover additional metadata including recording type like motion & schedule records as well as channel names from supported systems.

- The software should be able to identify and handle drive level encryption on supported file systems.

- The software should be able to recover the data without the use of the DVR system itself incase if the DVR system is destroyed by fire or other methods.

- The software should be able to recover formatted, deleted and partially overwritten videos.

- The software should be able to use proprietary metadata within the proprietary DVR system for a faster identification of video clips.

- The software should allow automated scan and export of video data from DVR systems.

- The software should allow easy sorting and filtering of the recovered videos.

- The software should allow integration with 3rd

party video analysis tools like Input Ace, Amped Five and VideoFocus.

- The software support should include at least 12 product updates each year with new filesystem support and features.


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- The software must at least be able to support brand like Swann, Zmodo, Q-See, Hikvision and Samsung

- The software must at least be able to support proprietary DVR file system from brand like DHFS (Dahua), WFS1/2/3/4, IFS, Hikvision and TangoMagic

- The software must at least be able to support known filesystems such as EXT 2/3/4, FAT, XFS and XFS.

- The software must be able to conduct MD5, Sha-1 and Sha-256 hash.

- The software can select multiple video of interest in gallery view


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Sr No: 9 Advance Mobile Forensics Kit Compliance

(Yes/No) The solution should offer a choice of software license or USB

hardware dongle (CodeMeter) license.

The solution should provide a case binder for all the cables. The solution should provide a SIM Card Reader with support of

Standard, Micro and Nano SIM cards.

The solution should provide SIM-ID Cloner Cards. The solution should provide a Write Protected Universal Memory

Card Reader.

The solution should be able to produce a combined report containing both live and deleted data from the same handset.

The solution should have at least 32,500 mobile forensic profiles. The solution should have a content recognition capability and

utilising NVidia GPUs to accelerate image classification times.

The solution should allow for the extraction of at least up to 3 mobile devices simultaneously with just a single license key if required.

The solution should be able to produce a combined report containing both live and deleted data from the same handset.

The solution should have fast file opening and users should not need to wait longer than a maximum of 60 seconds to visualize the extracted data.

The solution should have a viewer to show UTC Time adjustment feature on data to illustrate harmonization across different extractions.

The solution should have a viewer to add a new filter by right- clicking data property in detail pane.

The solution should have a viewer to save and recall a quick view to avoid recreating the same set of filter repeatedly.

The solution should have a viewer to show extraction from single or multiple devices.

The solution should have a viewer to show extraction in multiple


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tab and multi-monitor mode. The solution should have a viewer to easily tag an item as

Important with one mouse click.

The solution should have a viewer to create new tag with desire tag name and colour. User created tag can be transferred to another computer easily.

The solution should have a viewer to create, customize or delete any filter.

The solution should have a viewer to provide four investigator views(List, Column, Gallery and File Tree).

The solution should have a viewer to show data in Source Mode, SQL Viewer and Map View without using the native or 3rd party application.

The solution should have a text filter to search on the entire extraction and show the result instantly.

The solution should have scalable Overview page with Recently Opened Extraction, Case Content, Exhibits, Quick View, Artifacts information, Exhibit Data, Summary & Statistic, General Information, Device Overview and Extraction Log.

The solution should have options for export of data into the standard file formats of XLS, XML, PDF, WORD, GPX, KMZ, VIC, FILE, EXTENDED XML & HTML

The solution must be able to import Python Script to assists on the decoding and analysis.

The solution must be able to bookmark Hex data. The solution must be able to manually reconstruct of Hex data. The solution should generate hex-dumps from the phone

memory, typically by bypassing the device operating system.

The solution must be able to provide Project VIC functionality. The solution must be able to provide PLIST, XML & SQL Database

Viewers.

The solution must be able to provide Known Data Filtering. The solution must be able to provide image content recognition

filtering capability.


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If Drone data and information is available, the solution must be able to display the data and information on a Drone Tab.

The solution must be able to allow Column export in WYSIWYG format from column view.

The solution should be a software based solution, complete with all necessary hardware for recovering data from device in a secured manner.


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The solution should be able to extract device data logically and physically.

The solution should be able to extract SIM Card data. The solution should support bypass and recovery of lock codes for

mobile devices.

The solution should support Bluetooth and Hosted Wifi Extraction for mobile devices.

The solution should be able to combine unlimited number of separate XRY extractions into a secure case file.

The solution should be able to bypass Secure Start-up on powered up Samsung Galaxy smartphones using the Exynos chipset.

The solution should utlise the latest 64Bit software technology to ensure future capability and support of large multi-gigabyte mobile devices.

The solution should be able to extract vital application data on device running but not limited to below OS:

a) iOS b) Android c) Blackberry OS d) Windows Phone/Mobile/CE/RT e) Asha Platform

The solution shall provide options for support of mobile devices via Generic Profiles to allow for support of new and untested devices.

The solution should be regularly updated with new releases containing updates to device and app support as part of the license.

The solution should perform extraction, decoding and indexing on a single operation.

The solution must use Windows Certified and signed USB drivers to avoid inteference with any other software running on the computer and for IT Security reasons: https://docs.microsoft.com/en- gb/windows-hardware/drivers/develop/signing-a-driver.


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The solution should normalize timestamps from all mobile devices extracted to ensure that exported data formats are all consistently reported to 3rd party tools.

The solution support extraction and decoding of data from applications, minimally including WhatsApp, Skype, Telegram, WeChat, Snapchat, Line, Facebook Messenger, Facebook, Twitter, Instagram, Tinder, Skout, Gmail, Yahoo Mail, Outlook, SMS, etc.

The solution should be able to extract the internet and download history from common web browsers.

The solution should support extraction of app based data with the option to downgrade versions to access encrypted data

The solution should adhere to the fundamentals of digital forensic principles:

a) A secured data file container to avoid allegations of interference with electronic evidence after extraction;

b) An audit log to show exactly what functions the forensic tool performed on the digital device;

c) Hash Algorithm options for enhanced file security and cross referencing;

d) To provide password protection on extraction data; e) Examinations should not assume file extentions can be relied

upon and instead it should only read the raw digital data.

The solution should have a fully documented manual that: a) Manually lists all devices and apps supported via the extraction

software to aid investigators; b) List what data types can be extracted on specific device profile; c) List what data types cannot be extracted on specific device

profile; d) Available via mobile phone app to manually lists all devices and

apps supported to aid investigators.

The solution should have a fully documented manual that lists out the device or application based on:

a) Device Type; b) Manufacturer; c) Form Factor;


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d) Device Operating System; e) Application Category; f) Application Operating System.

The solution should have built in decoders for the recovery of the following artifacts:

a) Deleted Video and Image Carving b) Audio Files c) Picture Files d) Document Files e) Smartphone App data

The solution should natively enable connection to a mobile device via any USB port on the installed PC. No hardware converter devices should be required to be installed.

The solution should be able to perform device cleanup by specifying individually or the whole list.

The solution must support Physical extraction using Raspberry Pi Zero.

The solution should provide Application Downgrade Method to support at least 47 latest Android OS non-system applications. For example (Whatsapp, Skype, WeChat, Instagram, KakaoTalk, Line, Facebook Messenger, Facebook, QQ and etc).

The solution should have Triage mode with android extraction option of rooted and non rooted device.

The solution should be able to extract evidence from mobile device where a screenshot is the only way to capture relevant evidence and help validate device extraction results.

The solution should automatically generate an audit trail of the forensic process for peer review.

The solution should be able to extract at least 3 SIM card Integrated Circuit Card Identifier(ICCID) from Apple devices.

The solution should have an automated version of manual app examination on Whatsapp and Whatsapp for Business Messages with the benefit of storing image, text data and Emoji in a searchable way. Stored text data and Emoji must be presented with


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100% accuracy.

The solution should have option for a technical solution for dealing with non-standard mobile devices, typically these are cheaper clone phones where the forensic challenge is the connector pin-outs, which vary and may not even be known.

The solution should be able to extract call logs, contacts, SMS/MMS, ,media files, calendar, tasks, notes, deleted data, chip ID and file system.

The solution should provide interface cable, binder, adapter kit consists of at least 33 Tips, power cable alligator, power cable clips, power cable PCB, voltage reduction adapter and pouch.

The solution should be able to support non-standard mobile devices with chipsets from:

a) MediaTek b) SpredTrum c) Coolsand d) Infineon

The solution should powered by a software solution which is regularly updated, which means it improves over time. Thus avoiding the perils of separate black box solutions with frozen firmware that goes out of date as soon as they are purchased.

The solution must be able to provide a Connection (Link Analysis) View Visualization.

The solution must be able to provide a Time Line View Visualization.

The solution must be able to provide a Geographical View Visualization.


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The solution must be able to provide a Chat View Visualization with individual chat list and messages.

The solution must be able to import Call Data Records

The solution should provide an option to allow the user to capture pictures and videos of mobile devices and relevant screenshots to complement their digital extractions.

The solution should provide a dedicated USB high definition camera.

The solution should provide live review of pictures and videos on screen prior to capture and examiner notes added real-time to support your case.

The solution should provide an option to select the desire pictures or videos resolution.

The solution should provide an option to mute while capturing a video.

The solution should be able to combine pictures and videos captured into the case file, to ensure all exhibits held together in one place.

The solution should have option to recover data from cloud based storage centers.

The solution should be able to extract cloud based data based on application tokens recovered during a standard mobile device extraction with XRY.

The solution should be able to extract cloud based data based on provided user id and password login details without physical possesion of the mobile devices.

The solution should be able to extract cloud-based applications data but not limited to below applications:

a) Box


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b) Dropbox c) Facebook d) Foursquare e) Google f) Google Takeout g) iCloud h) iCloud Backup i) Instagram j) Microsoft Cloud k) OKCupid l) Runkeeper m) Snapchat n) Twitter o) viber p) weibo q) WhatsApp

The solution should be able to combine extracted data into the case file, to ensure all exhibits held together in one place.

Two days long course to cover all aspects of examinations of SIM cards, memory cards, feature phones and a full day to specialist Smartphone training.

DAY 1 »» Introduction to Networks »» Intro to SIM Cards and Mobile Devices »» SIM Cloning & Handset Extractions »» Intro to Location Data »» Common Challenges with Devices »» Searching & Exporting DAY 2 »» Day 1 Review »» Intro to Smartphones »» Android Basics »» iDevice Basics


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»» Windows Phone Basics »» BlackBerry Basics »» Assessment Exercise

Issue of a formal certificate to demonstrate ability to meet the required competencies of a mobile forensic examiner.

Next level course after successful completion of the Certification course with forensic tools. Advance cell phone examinations and understanding with an introduction to HEX, physical decoding, PLists, SQL and manual carving.

DAY 1 »» Different Extraction Types »» Android Logical Extractions »» Next Level Logical Extractions »» GPS Devices & Locations »» Connection Types & Passcodes »» Dumping and Decoding Feature Phones »» Non-Standard Mobile Devices DAY 2 »» Introduction to HEX »» Introduction to XACT »» File Systems & Memory Cards »» HEX Searching & File Signatures »» Data Hashing DAY 3 »» RAM Disk & Bootloaders »» Dumping & Decoding Smartphones »» Import & Export »» PLists & SQL Databases »» Investigating Apps »» Support Tools »» Assessment

Issue of a formal certificate to assist with demonstrating your ability to meet the required competencies of a mobile forensic examiner to


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be able to explain the forensic recovery process of deleted material and other forensic knowledge.

Item No :10

Writeblocker Kit

Sr No Specifications Complied/No 1

1 x IDE + SATA Combo write protect Bridge

2

1 x USB writeprotect bridge

3

1 x SAS writeprotect bridge

4

1x Fire Wire writeprotect bridge

5

1x PCIe writeprotect bridge with all supporting adaptors

6

2 x power supplies with power lead for main units

7

Fire Wire cables + USB cables + all other necessary cables for IDE/SASA

8 1 x 2.5" Adaptor laptop

9 1 x Laptop 1.8" Adaptor

10 1 x Laptop ZIF Adaptor set for Hitachi and Toshiba HDD

11 1 x Micro SATA adapter

12 Waterproof, dust proof pelican case

13 Three years warranty support from the date of commissioning


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Item No 11 Faraday Bags Sr No Specifications Complied/No

Should Shield a wide range of wireless devices such as cell phones (GSM, CDMA, 3G, 4G), PDAs, two-way radios, and Bluetooth

Should have Flexible and transparent window which provides direct operational access to the contained device from the exterior

Should have Wear-resistant outer shell and double layered construction improves product durability

Highly visible usage instructions mitigate user error Should have note slot for easy record keeping Should have Quad-layer faraday fabric construction Should Include a digital evidence card compatible with our Evidence Portal

Android app

Item No :12

Portable Ruggedized Forensic Workstation

Sr No Specifications Complied/No Intel i7-9800X, 3.8 / 4.4 GHz, 8 Core, 16.5 MB Cache Upgradable to i9-9820X 10 core processor should be available 64 GB PC4-21300 DDR4 2666 MHz - configurable up to 128 GB Microsoft Windows 10 Professional, 64-bit,OpenSUSE Linux 64-bit,Symantec Ghost NVIDIA GeForce GTX 1050Ti 4GB, 128-bit GDDR5 765 CUDA cores 512 GB NVMe SSD (OS) NVMe SSD (open) 128 GB SSD SATA III (Database/Cache/Temp) SATA III (open) SATA III (open) 2 TB 7200 RPM ( Hot-Swap Case/Data) Storage Controller Intel 6 Gb/s SATA (8)

Intel M.2 x 4 PCIe Socket (2) Dual Intel 10/100/1000 Mbps gigabit Ethernet adapters


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Single or dual port 10 Gb Ethernet adapters available

Drive Bays 2.5" removable SATA (4) Hot-swap, USB3.1 connected SATA III, shock mounted, read only or read write

selectable, removable Forensic Drive Tray (1)

Optional IDE tray available Forensic Imaging & Write Blocking UltraBay 4 hardware write blocked imaging of SATA, SAS, USB 3, IDE, Firewire and

PCIe SSD devices

The USB 3.1 connected HotSwap Forensic Drive Tray is user switchable between read write and read only modes of operation, increasing the forensic imaging capacity of SATA drives (3.5"/2.5")

Should come with Imaging Software pre-installed External Connections & Expansion USB 3.1 (8) USB 3.1 type C (2) USB 2.0 (4) Display, Keyboard & Mouse Integrated 17" active TFT LCD video display with built-in speakers. Integrated Windows keyboard with touchpad Realtek ALC1150 8-channel high definition audio CODEC featuring Crystal Sound 2 DVD/CD/Blu-Ray/BD-R/BD-RE/DVD±RW/CD±RW BluRay burner, dual-layer

combo drive

Electrical Operating Requirements 850 Watt ATX modular power supply Line voltage: 100-240 VAC Frequency: 50-60 Hz Accessories Forensic toolbox including adapters and cables: (SAS, SATA, IDE, microSATA, SATA

LIF, MacBook Air Blade, PCIe SSD m.2 NVMe, PCIe SSD MacBook Pro (2013 and newer) and server class PCIe SSD)


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Item No:13

Forensic Data Center

Sr No

Module Feature Specifications Complied Y/N

1.

Server Module

Chassis 42U Rack with all Modules should be integrated as Single Solution

Processor Dual Intel Xeon 4110 2.1 GHz 8 core CPU, 11 MB cache.

Chipset Intel C621

Memory 128 GB PC4-21300 DDR4 2666 MHz ECC

Server OS SUSE Linux Enterprise Server

Data Storage 100 TB internal RAID array (80 TB RAID 6, 10 x 10TB drives)

DVD/CD/Blu-ray BD-R/BD-RE/DVD±RW/CD±RW Blu-ray burner, dual-layer combo drive

Networking 2 port Intel 10 GbE network adapter (RJ45 copper)

Connectors 6 USB 3.1 ports 10 USB 3.0 ports 4 USB 2.0 ports

Power Supply 1200 Watt modular power supply

Form factor 4U Rackmount

Processor Intel Core i7-9800X 3.8/4.4 GHz 8 Core CPU, 16.5 MB cache

Chipset Intel X299


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2.

Workstation Module

Memory 64 GB PC4-21300 DDR4 2666 MHz

Operating System Microsoft Windows 10 Pro 64-bit

Data Storage • Operating System - 512 NVMe SSD • Database/Cache/Temp – 512 GB SSD

SATA III • Case/DATA – 2TB 7200 RPM SATA III

Drive Bays • 4 x 2.5" SATA drive bay chassis • 1 x 2.5/3.5" SATA, shock mounted,

removable • 1 x hot-swap USB 3.1 connected

SATA, shock mounted, removable

•

3.

Display Module

DVD/CD/Blu-ray BD-R/BD-RE/DVD±RW/CD±RW Blu-ray burner, dual-layer combo drive

Forensic Imaging/Writeblocking

UltraBay 4d forensic bridge – write blocks SATA, SAS, IDE, USB 3.0/2.0/1.1, FireWire, and PCIe SSD storage devices

Touch screen UI support local, on-screen access to device information:

Storage Media LUN selection Management of protected regions File system partitions (independent of OS) Supports simultaneous and sequential forensic imaging. Hot swapping on all but PCIe devices

Drive Cooling Retractable imaging work-shelf and cooler

Networking • Dual Intel 10/100/1000 Mbps gigabit Ethernet adapters


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• 1 port Intel 10 GbE network adapter (RJ45 copper)

Connectors • 2 USB 3.1 Type C ports • 3 USB 3.1 ports • 11 USB 3.0 ports • 4 USB 2.0 Type C ports

Storage Controllers • 8 x Intel 6 Gb/s SATA controller • 2 x Intel M.2 x 4 PCIe Socket • 2 x U.2 connector

Audio Realtek ALC2250 8-channel high definition audio CODEC featuring Crystal Sound 2

Power 1200 Watt modular power supply

Form Factor 4U Rackmount

Monitor / Keyboard 19 inch LCD Rackmount display with integrated keyboard / Trackpad KVM 8 port KVM switch with IP remote access

Cables KVM cable set – 2 USB, 1 P/S2


4.

Management Utilities

Image Management

Drive Mapping

Disaster Recover


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Remote Forensic Access Software

Notifies designated parties of a system warning or critical event

5.

GPU Module

GPUS GPU based decryption module. Includes 4 NVIDIA GeForce GTX 2080Ti graphics acceleration cards.

CUDA Cores Minimum 4352 per GPU Card with total 17408 CUDA cores

Liquid Cooling Double-sided full cover water blocks with 1 CPU water block software

CPU,RAM,OS, Storage, Network

Intel i9-9900K CPU, 8 cores, 3.6 GHz (5.0 GHz turbo boost), 16 MB Smart Cache RAM: 32GB, DDR4 26666 MHz, non-ECC Storage Controller: 2x SATA III 6 Gb/s ports Storage: 2.5 inch SATA III SSD 256 GB, 3.5 inch SATA III 1 TB HDD 7200 rpm Network connectivity: 1 LAN 1000 Mbps Windows 10 Pro


6.

Networking Module

Switch

• 10 Gigabit copper • 1 fully managed, line-rate 10G copper

Base-T switch. • Supports up to 48 10G Base-T RJ45

and 4 SFP+ ports

Patch panel Two (2) 24 port CAT 6A for a total of up to 48 panel ports

Cables Two (2) x 25 x 1 ft. for a total of 50 cables



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7.

Power Backup Module

UPS

Should be provided with Rackmount UPS to provide immediate backup for 15 -20 Minutes for loosing data during transition period of alternate backup minutes

2U/ 3U/ 4U Rackmount

8.

System Backup Module

Tape Changer LTO-8 Ultrium Drive, 24 slot library, SAS interface

Media Set LTO-8 media 12 data media cartridges (12TB / 30TB capacity)

Software Compatible backup software

Form factor 2U Rackmount

9.

RAID/ SAN Module

Internal RAID

Master Unit – 240 TB RAID array module (220 TB RAID 6) 24 bay, RAID enclosure (multilane SAS attached) 24 x 10 TB 7200 RPM HDDs in hot-swap Removable trays

Power Dual redundant 460 Watt power supplies


10.

Warranty

Product should be existing Product at the time of Bidding with Minimum 3 Installation in India

Product should not be assembled System

Bidder should have OEM trained Manpower for Product Installation and support, supporting document for the same to be attached

Product Installation and 1 Day Orientation online or onsite training to be conducted by OEM/ Manufacturer of the Product not by


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the Bidder in case Bidder is not the OEM/ Manufacturer

3 Years with all Software/ Firmware Updates

Item No : 14 Disk Imaging Device

Sr.No. Parameter Specifications Compliance

1 Device Should be a standalone device supporting IDE/SATA/SCSI/SAS/USB/ Firewire/ PcIe devices for imaging

2

Hardware Features

Should have CPU of minimum i7 Latest Generation Quad Core Mobile CPU

Display should be 8” (800x600), LED back-light, touchscreen, color LCD display.

Should have the following OS: Linux Ubuntu 64 bit and Win 10 Professional 64 Bit in a dual boot.

The Dual Boot (Built-in) should 1. Perform Data Capture Under Linux for a faster, more efficient, and more secure operation.

2. Should Analyze the Captured Data under Windows 10 and also allow use of third-party applications to perform data analysis and triaging

The application should be easily updated via a USB thumb drive.

3

Hardware

Specifications

Should have a minimum of 16GB DDR3 internal Memory which can expanded be up to 32GB

Should have a minimum of 250GB SSD HDD Should have PCI express SAS/SATA Controller interface

4 Source Ports Shoul have SAS/SATA ports and two USB3.0/USB3.1 ports

5 Target Ports Should have 2 SAS/SATA ports, one e-SATA port, and 6 USB3.0/USB3.1 ports.


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6

Storage Protocols

and Interfaces

Should support SAS, SATA, e-SATA enclosures, IDE, USB2.0, USB3.0/3.1, MMC, M.2 NGFF (SATA or PCIE base), Mac via Thunderbolt 2.0, Mac via Thunderbolt 3.0, 1394, SCSI and NVMe (With Expansion box and Optional Controller)

7

Form Factors

Should support 3.5”, 2.5”, ZIF, 1.8”, Micro-SATA, Mini-SATA, Slim SATA, Ultra Slim SATA, PCIE, Mini PCIE, M.2 NGFF, and CF-30.

8

HPA/DCO

Should automatically open HPA and DCO areas and resize the Suspect/Evidence hard drive to its full native capacity thus allowing to capture any hidden data in case of Suspect PC

9 Bad Sectors Should allow the user to skip bad sectors, skip bad blocks, or abort the operations and log it.

10 Support Should support drives with sizes up to 256TB

11

Destination

Support

Should allow the user to save Forensic Images to any storage device attached to the unit, or to any connected network, using the unit’s 1Gigabit/s port, the 10Gigabit Option, any external USB3.0 RAID or an external NAS storage at a very good speed.

12 Cross Copy Should allow cross copy of data between any of these interfaces – SAS/SATA/IDE/USB/SCSI/1394/TB.

13

Imaging

Should allow bit by bit imaging, DD, E01/Ex01 – with optional compression, Selective Capture, Mix-Format of DD/E01/Ex01 and Targeted Imaging of User documents or pictures

Should allow imaging in 1:1, 1:2, 1:3, 2:2 for SAS/SATA and 2:6 for USB3.0/3.1 storage devices, or 5:8 SATA with USB3.0 adapters

Should support Network Capture Should allow the user to have the flexibility to change an Evidence port to Suspect Port for more connections.

Should support Parallel Imaging and multiple sessions


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14

Remote Capture

Should support Remote capture application via a USB stick, without the need to remove the drive from the laptop/computer or boot the laptop from its own OS. The Remote Capture Option Kit should include the USB flash drive, 1Gigabit/s to USB3.0 Adapter, and a crossover network cable. Should support capturing via USB/1394/TB/R45 network ports


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15 Restoration Should allow the user to back up the data that was captured to another drive in the original format

16 Drive Spanning Should support spanning the captured data onto many Evidence drives.

18

Virtual Drive Emulator

Should enable the user to run a drive, or image of a drive emulator, on the unit and allow the user to share folders and copy important files.

Should also allow the user to browse and preview the captured data on the Internal Display

19

Wiping and Formatting

Should allow the user to Erase the Evidence drive prior to use or Erase the remainder of the drive after the copy.

Drive Erase Protocols supported should include DoD 5220-22M, Security Erase, Enhanced Security Erase, Sanitize, NVMe Secure Erase, or a User-erase mode where the user can define the final data filling pattern and the number of iterations

Format supported should include NTFS, FAT, HFS+, EXT4, and exFAT

Should generate Audit traila nd operational logs and save it automatically

20 Hashing Should support MD5, SHA-1 an SHA-2

21 Keyword Search Should allow the user to perform Keyword Search and the suspect's files and folders.

Portability

The Unit should be Portable, lightweight, small, and easy to carry. A rugged case with custom foaming should be provided.

22 Warranty 1. The product should be supported at least three years.


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1817097/2021/NeGD RFP PART1 SCOPE OF WORK

Item No:

15

CDR Analysis Software

Sr No Specifications

Complied

Y/N

1. Seize and Acquire CDR Logs, Tower Dumps

2.

Support CDR/Tower CDR logs of .xls(x), .csv,.txt, MS Access and .html file formats

3. Support to import SDR of .xls(x), .mdb and .txt file formats.

4. Customizable Preset facility for single click data import.

5. Search and Manage SDR.*

6. Call Flow Visualizer.

7. Customizable Filters.

8. Advanced Search with Scripting support.

9. Timeline of Calls.

10. Frequency Analysis.

11. Link Analyzer.

12. Geo- Analyzer.

13. Add/Remove CDR.

14. Import Cell-id information from .xls(x) file formats.

15. Manage Cell-id.

16. Smart lookup for Service provider details ,STD and ISD Codes.

17. Manage Service Provider, STD and ISD Codes.

18. Identify error records and highlight.

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19. Backup/Restore Database.

20. Suspect List.

21. IMEI Analysis.

22. Customizable report with service provider details, subscriber details (SDR)* of CDR Numbers and statistics.

23. Access CDR/SDR from a dedicated server.

24. Manage Users and Privileges.


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Annexure-II

Service Level Agreement

This Schedule outIines the Key Service LeveI Requirements for, which needs to be ensured by the Implementation Agency (IA) during the Operations and Maintenance period. These performance requirements shaII be strictIy imposed.

SLA Definition & Measurement

The SLA specifies the expected IeveIs of service (i.e. baseline service IeveI) to be provided by the IA to the various stakeholders of the Project. Payment to the IA as per the payment schedule is Iinked to the compliance with the SLA metrics provided subsequently in table below. The tabIe aIso specifies the Limits and metrics for Lower performance and breach IeveIs.

The SLAs consists of specific set of parameters for ensuring the desired performance IeveI of and are Iisted below:

• DF Lab Infrastructure • Manpower Availability • Training & Capacity Building

A summarized metrics of the above-mentioned SLA parameters is provided beIow and detaiIed out subsequentIy.

S.No Metric Scoreline

1. DF Lab Infrastructure 40 2. Manpower Availability 30 3. Training & Capacity Building 30

Total 100


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• IA will get 100% of the payment as per the payment schedule for the concerned quarter if the baseline performance metrics are complied with. The IA will get lesser payment in case of a lower performance on any parameter. The penalty will be calculated based on Table below:

S. No. SLA Score (S) Penalty as a percentage of EQI 1. <100 &>=95 0.25 x(100-S) % of EQI 2. <95 &>=85 0.75 x (100-S) % of EQI 3. <85 1x(100-S) % of EQI

Note:

• NeGD may provide to the IA, some period from the date of Go-Live as the SLA holiday period wherein the SLAs shall not be applicable on the IA.

• This SLA holiday period is only for the purpose of streamlining the SLA measurement and monitoring process of DF. However, during this period, NeGD may also modify the SLAs.


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Metric

BaseIine

Lower Performance

Breach

Dependency

Measurement

Metric

Score

Metric

Score

Metric Score

A DF Lab Infrastructure

20

Security Components Availability

Uptime of various security components. ime for maintenance be with prior written tion and approval of

>99.5 %

10 >99% & <=99.5%

8 <99% −1 NA IA shaII ensure that aII relevant events are Logged and such Iogs are made accessible to the NeGD for review report in a readable format.

4

Monthly SLA Monitoring

Average of the day−wise uptime of each security appliance shaII be taken for the arriving at the monthly score for that FirewaII security appliance.

QuarterIy SLA Monitoring Average of the month−wise scores for security appIiances shaII be taken for the quarterIy


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measurement.

Metric

BaseIine

Lower Performance

Breach

Dependency Measurement

Metri c

Score

Metric

Scor e

Metric

Score

Manpower availability measures the availability of the required skiII sets as proposed by the IA in its proposal. This parameter shaII aIso take into account the quality of resources in terms of skiII set, experience and ability to perform in similar environment besides deployment on the project. In case of replacements, the new resource shouId be of similar or higher skiII set. SkiIIsets that can be taken into account for measuring this parameter incIude: • Key Personnel for each of

the areas • Deployed personnel possessing the skiIIs

No Deviati

on

20 NA NA In case of deviations

−1 NA AII Deviations wouId be recorded and MIS report shaII be made available to the NeGD


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required for carrying out the activities of the project

Quarterly SLA Monitoring

No deviations should be Reported

C Training & Capacity Building

The training and capacity building satisfaction wiII be measured by feedback rating given by the trainees during the training.

QuarterIy SLA Monitoring

Average rating must be achieved above the specified rating score for more than 80% of the feedback ratings received

Rating >= 80 %

10 Rating < 80 %

and rating

>= 70 %

8 Rating < 70 %

−1 Participant attendance Availability of training facilities

Feedback rating given by the trainees during the trainees.


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------------------------------------------------ This Document Ends here------------------------------------------------------


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RFP PART 2-COMMERCIAL TERMS

1817098/2021/NeGD

Proprietary Notice

This document contains confidential information of NeGD (National e-Governance

Division) which is provided for the sole purpose of permitting the recipient to make a

proposal. In consideration of receipt of this document, the recipient agrees to maintain

such information in confidence and to not reproduce or otherwise disclose this

information to any person outside the group directly responsible for evaluation of

its contents,

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1817098/2021/NeGD

Commercial Terms-PART 2

Bidding Terms & Conditions

1. Instructions to the Bidder

3.1 General

a) While every effort has been made to provide comprehensive and accurate background

information and requirements and specifications, Bidders must form their own

conclusions about the SI support required. Bidders and recipients of this RFP may wish

to consult their own legal advisers in relation to this RFP.

b) All information supplied by Bidders may be treated as contractually binding on the

Bidders, on successful award of the assignment by the National e Governance

Division(NeGD) on the basis of this RFP

c) No commitment of any kind, contractual or otherwise shall exist unless and until a

formal written contract has been executed by or on behalf of the National e Governance

Division (NeGD). Any notification of preferred Bidder status by the <National e

Governance Division(NeGD) shall not give rise to any enforceable rights by the Bidder.

The National e Governance Division(NeGD) may cancel this public procurement at any

time prior to a formal written contract being executed by or on behalf of the National e

Governance Division(NeGD).

d) This RFP supersedes and replaces any previous public documentation &

communications, and Bidders should place no reliance on such communications.

3.2 Compliant Tenders / Completeness of Response

a) Bidders are advised to study all instructions, forms, terms, requirements and other

Bidders are advised to study all instructions, forms, requirements, appendices and

other information in the RFP documents carefully. Submission of the bid / proposal

shall be deemed to have been done after careful study and examination of the RFP

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1817098/2021/NeGD

document with full understanding of its implications.

b) Failure to comply with the requirements of this paragraph may render the Proposal

non- compliant and the Proposal may be rejected. Bidders must:

i. Comply with all requirements as set out within this RFP.

ii. Submit the forms as specified in this RFP and respond to each element in the

order as set out in this RFP

iii. Include all supporting documentations specified in this RFP

3.3 Code of integrity

No official of a procuring entity or a bidder shall act in contravention of the codes which includes

d. prohibition of

i. Making offer, solicitation or acceptance of bribe, reward or gift or any material

benefit, either directly or indirectly, in exchange for an unfair advantage in the

procurement process or to otherwise influence the procurement process.

ii. Any omission, or misrepresentation that may mislead or attempt to mislead so

that financial or other benefit may be obtained or an obligation avoided.

iii. Any collusion, bid rigging or anticompetitive behavior that may impair the

transparency, fairness and the progress of the procurement process.

iv. Improper use of information provided by the procuring entity to the bidder with

intent to gain unfair advantage in the procurement process or for personal gain.

v.Any financial or business transactions between the bidder and any official of the

procuring entity related to tender or execution process of contract; which can affect

the decision of the procuring entity directly or indirectly.

vi. Any coercion or any threat to impair or harm, directly or indirectly,

any party or its property to influence the procurement process.

vii.Obstruction of any investigation or auditing of a procurement process.

viii. Making false declaration or providing false information for

participation in a tender process or to secure a contract;

e. Disclosure of conflict of interest.

Disclosure by the bidder of any previous transgressions made in respect of the

provisions of sub-clause (a) with any entity in any country during the last three years

or of being debarred by any other procuring entity.

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1817098/2021/NeGD

3.4 Pre-Bid Meeting & Clarifications

3.4.1 Bidders Queries

a. National e Governance Division(NeGD) shall hold a pre-bid meeting

with the prospective Bidders Online mode

b. The queries should necessarily be submitted in the following format:

S. No. RFP Document

Reference(s)

(Section & Page

Number(s))

Content of RFP

requiring

Clarification(s)

Points of Clarification

1.

2.

3.

4.

5.

6.

d) National e Governance Division(NeGD) shall not be responsible for

ensuring that the Bidders’ queries have been received by them. Any

requests for clarifications post the indicated date and time may not be

entertained by the National e Governance Division(NeGD).

3.4.2 Responses to Pre-Bid Queries and Issue of Corrigendum

d. The Nodal Officer notified by the National e Governance Division(NeGD) will

endeavour to provide timely response to all queries. However, National e

Governance Division(NeGD) makes no representation or warranty as to the

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1817098/2021/NeGD

completeness or accuracy of any response made in good faith, nor does

National e Governance Division(NeGD) undertake to answer all the queries that

have been posed by the Bidders.

e. At any time prior to the last date for receipt of bids, National e Governance

Division(NeGD) may, for any reason, whether at its own initiative or in

response to a clarification requested by a prospective Bidder, modify the

RFP Document by a corrigendum.

f. The Corrigendum (if any) & clarifications to the queries from all Bidders will

be posted on the www.negd.gov.in , and www.eprocure.gov.in and emailed

to all participants of the pre-bid conference

g. Any such corrigendum shall be deemed to be incorporated into this RFP.

h. In order to provide prospective Bidders reasonable time for taking the

corrigendum into account, < National e Governance Division(NeGD)> may,

at its discretion, extend the last date for the receipt of Proposals.


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Key Requirements of the Bid

3.5.1 Right to Terminate the Process

c. National e Governance Division(NeGD) may terminate the RFP process at

any time and without assigning any reason. National e Governance

Division(NeGD) makes no commitments, express or implied, that this

process will result in a business transaction with anyone.

d. This RFP does not constitute an offer by National e Governance

Division(NeGD). The Bidder's participation in this process may result

National e Governance Division(NeGD) selecting the Bidder to engage

towards execution of the contract.

3.5.2 RFP Document Fees

a. The RFP documents have been made available to be download without

any fee from the website negd.gov.in and www.eprocure.gov.in.

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3.5.4 Submission of Responses

Bidders should submit their responses as per the procedure specified in the e-

Procurement portal (specify URL) being used for this purpose. Generally, the items to be

uploaded on the portal would include all the related documents mentioned in this Model

RFP, such as:

• Tender Fee

• Bid Security Declaration

• Pre-qualification Response

• Technical Proposal

• Financial proposal

• Additional Certifications/Documents Eg. Power of Attorney, CA certificates on

turnover, etc.

However, each of the above documents must be uploaded in the format specified for this

purpose and as per the specified folder structure in the e-Procurement portal.

The bidder must ensure that the bid is digitally signed by the Authorized Signatory of the

bidding firm and has been duly submitted (freezed) within the submission timelines.

NeGD will in no case be responsible if the bid is not submitted online within the specified

timelines.

All the pages of the Proposal document must be sequentially numbered and must contain the list of

contents with page numbers. Any deficiency in the documentation may result in the rejection of the

Bidder’s Proposal.

3.6 Authentication of Bids

A Proposal should be accompanied by a power-of-attorney in the name of the signatory of the Proposal.

In case of e-Procurement, a copy of the same should be uploaded under the relevant section/folder on

the eProcurement portal. Furthermore, the bid must also be submitted online after being digitally

signed by an authorized representative of the bidding entity.

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3.7 Preparation and Submission of Proposal

3.7.1 Proposal Preparation Costs The Bidder shall be responsible for all costs incurred in connection with participation in the RFP

process, including, but not limited to, costs incurred in conduct of informative and other diligence

activities, participation in meetings/discussions/presentations, preparation of proposal, in providing

any additional information required by National e Governance Division(NeGD) to facilitate the

evaluation process, and in negotiating a definitive contract or all such activities related to the bid

process. National e Governance Division(NeGD) will in no case be responsible or liable for those costs,

regardless of the conduct or outcome of the bidding process.

3.7.2 Language The Proposal should be filled by the Bidders in English language only. If any supporting documents

submitted are in any language other than English, translation of the same in English language is to be

duly attested by the Bidders. For purposes of interpretation of the documents, the English translation

shall govern

3.7.3 Venue & Deadline for Submission of proposals

In case of e-Procurement, the response to RFPs must be submitted on the eProcurement portal

(specify URL) by the date and time specified for the RFP. Any proposal submitted on the portal

after the above deadline will not be accepted and hence shall be automatically rejected.

National e Governance Division(NeGD) shall not be responsible for any delay in the submission

of the documents.

3.7.4 Late Bids

Bids submitted after the due date will not be accepted by the eProcurement system (mention

URL) and hence will automatically be rejected. The National e Governance Division(NeGD) shall

not be responsible for any delay in the online submission of the proposal

Tender Opening

The Proposals submitted up to <Time> on <Date> will be opened at <Time> on <Date Time> by

<Nodal officer> or any other officer authorized by National e Governance Division(NeGD), in the

presence of such of those Bidders or their representatives who may be present at the time of

opening.

The representatives of the Bidders should be advised to carry the identity card or a letter of authority

from the tendering firms to identify their bonafides for attending the opening of the proposal.

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Tender Validity

The offer submitted by the Bidders should be valid for minimum period of 180 days from the date of submission of Tender

Errors & Rectification

Arithmetical errors will be rectified on the following basis: “If there is a discrepancy between

the unit price and the total price that is obtained by multiplying the unit price and quantity,

the unit price shall prevail and the total price shall be corrected. If there is a discrepancy

between words and figures, the amount in words will prevail”.

Preference to domestically manufactured electronic products in Government procurement

1) National e Governance Division(NeGD) reserves the right for providing preference

to domestically manufactured electronic products in terms of the Ministry of

Electronics and Information Technology (MeitY) Notification No.33(3)/2013-IPHW

dated 23.12.2013 and the relevant Guidelines. Purchase preference for domestic

manufacturer, methodology of its implementation, value addition to be achieved by

domestic manufacturers, self-certification, and compliance and monitoring shall be

as per the aforesaid Guidelines/ Notifications. The Guidelines may be treated as an

integral part of this tender document.

Preference for bidders under “Make in India” Policy, Govt. of India

As per instructions contained in the order’s No. P-45021/2/2017-B.E.-II dated 15th

June 2017 circulated/issued by Government of India, Ministry of Commerce and

Industry, Department of Industrial Policy and Promotion, Udyog Bhawan , New Delhi

in pursuance of provision of Rule 153(iii) of General Financial Rule 2017, to

encourage “Make in India” and promote manufacturing and production of goods and

services in India, preference will be given to local supplier/bidder meeting the criteria

prescribed in the above said order. All the instructions mentioned therein will be

adhered. No representation/ request of any firm (s) against the decision taken by the

Dep’t. in pursuance of these orders/instructions will be entertained at any stage on

any ground whatsoever it is.

All orders, Polices, Exemptions and Notifications issued on time to time basis will be adhered

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for DPIIT recognized Startups.

Award Criteria

National e Governance Division(NeGD) will award the Contract to the successful Bidder

whose proposal has been determined to be substantially responsive and has been

determined as the most responsive bids as per the process outlined above.

Right to Accept Any Proposal and To Reject Any or All Proposal(s)

National e Governance Division(NeGD) reserves the right to accept or reject any proposal,

and to annul the tendering process / Public procurement process and reject all proposals at

any time prior to award of contract, without thereby incurring any liability to the affected

Bidder or Bidders or any obligation to inform the affected Bidder or Bidders of the grounds

for National e Governance Division(NeGD) action.

Notification of Award

Prior to the expiration of the validity period, National e Governance Division(NeGD) will notify

the successful Bidder in writing or by fax or email, that its proposal has been accepted. In

case the tendering process / public procurement process has not been completed within the

stipulated period, National e Governance Division(NeGD), may like to request the Bidders to

extend the validity period of the bid.

For each electronic product proposed to be procured, among all technically qualified bids, the

lowest quoted price will be termed as L1 and the rest of the bids shall be ranked in ascending

order of price quoted, as L2, L3, L4 and so on. If L1 bid is of a domestic manufacturer, the

said bidder will be awarded full value of the order. If L1 bid is not from a domestic

manufacturer, the value of the order awarded to L1 bidder will be the balance of procurement

value after reserving specified percentage of the total value of the order for the eligible

domestic manufacturer. Thereafter, the lowest bidder among the domestic manufacturers,

whether L2, L3, L4 or higher, will be invited to match the L1 bid in order to secure the

procurement value of the order earmarked for the domestic manufacturer. In case first

eligible bidder (i.e. domestic manufacturer) fails to match L1 bid, the bidder (i.e. domestic

manufacturer) with next higher bid will be invited to match L1 bid and so on. However, the

procuring agency may choose to divide the order amongst more than one successful bidder

as long as all such bidders match L1 and the criteria for allocating the tender quantity

amongst a number of successful bidders is clearly articulated in the tender document itself.

In case all eligible domestic manufacturers fail to match the L1 bid, the actual bidder holding

L1 bid will secure the order for full procurement value. Only those domestic manufacturers

whose bids are within 20% of the L1bid would be allowed an opportunity to match L1 bid.

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Upon the successful Bidder's furnishing of Performance Bank Guarantee, National e

Governance Division(NeGD) will notify each unsuccessful Bidder and return their EMD.

Performance Guarantee

The National e Governance Division(NeGD) will require the selected Bidder to provide a

Performance Bank Guarantee, within 15 days from the Notification of award, for a value

equivalent to 5 % of the total contract cost. The Performance Guarantee should be valid for a

period of 36 months. The Performance Guarantee shall be kept valid till completion of the

project and Warranty period. The Performance Guarantee shall contain a claim period of

three months from the last date of validity. The selected Bidder shall be responsible for

extending the validity date and claim period of the Performance Guarantee as and when it is

due on account of non-completion of the project and Warranty period. In case the selected

Bidder fails to submit performance guarantee within the time stipulated, the National e

Governance Division(NeGD) at its discretion may cancel the order placed on the selected

Bidder without giving any notice. National e Governance Division(NeGD) shall invoke the

performance guarantee in case the selected Vendor fails to discharge their contractual

obligations during the period or National e Governance Division(NeGD) incurs any loss due

to Vendor’s negligence in carrying out the project implementation as per the agreed terms &

conditions.

Signing of Contract

Post submission of Performance Guarantee by the successful Bidder, National e Governance

Division(NeGD) shall enter into a contract, incorporating all clauses, pre-bid clarifications

and the proposal of the Bidder between National e Governance Division(NeGD) and the

successful Bidder.

Failure to Agree with the Terms and Conditions of the RFP

Failure of the successful Bidder to agree with the Draft Legal Agreement and Terms & Conditions of the RFP shall constitute sufficient grounds for the annulment of the award, in which event National e Governance Division (NeGD) may award the contract to the next best value Bidder or call for new proposals from the interested Bidders.

In such a case, the <National e Governance Division (NeGD)> shall invoke the PBG of the most responsive Bidder.

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Fraud and Corrupt Practices

a. The Bidders and their respective officers, employees, agents and advisers shall

observe the highest standard of ethics during the Selection Process. Notwithstanding

anything to the contrary contained in this RFP, the National e Governance Division

(NeGD) shall reject a Proposal without being liable in any manner whatsoever to the

Bidder, if it determines that the Bidder has, directly or indirectly or through an agent,

engaged in corrupt practice, fraudulent practice, coercive practice, undesirable

practice or restrictive practice (collectively the “Prohibited Practices”) in the Selection

Process. In such an event, the National e Governance Division(NeGD) shall, without

prejudice to its any other rights or remedies, forfeit and appropriate the Bid Security

or Performance Security, as the case may be, as mutually agreed genuine pre-

estimated compensation and damages payable to the Authority for, inter alia, time,

cost and effort of the Authority, in regard to the RFP, including consideration and

evaluation of such Bidder’s Proposal.

b. Without prejudice to the rights of the National e Governance Division(NeGD) under

Clause above and the rights and remedies which the National e Governance

Division(NeGD) may have under the LOI or the Agreement, if an Bidder or Systems

Implementation Agency, as the case may be, is found by the Authority to have directly

or indirectly or through an agent, engaged or indulged in any corrupt practice,

fraudulent practice, coercive practice, undesirable practice or restrictive practice

during the Selection Process, or after the issue of the LOI or the execution of the

Agreement, such Bidder or Hardware Supplier shall not be eligible to participate in

any tender or RFP issued by the National e Governance Division(NeGD) during a

period of <period, suggested 2 (two)> years from the date such Bidder or Hardware

Supplier, as the case may be, is found by the National e Governance Division(NeGD)

to have directly or through an agent, engaged or indulged in any corrupt practice,

fraudulent practice, coercive practice, undesirable practice or restrictive practice, as

the case may be.

C.For the purposes of this Section, the following terms shall have the

meaning hereinafter respectively assigned to them:

a. “corrupt practice” means (i) the offering, giving, receiving, or soliciting,

directly or indirectly, of anything of value to influence the action of any

person connected with the Selection Process (for avoidance of doubt, offering

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of employment to or employing or engaging in any manner whatsoever,

directly or indirectly, any official of the National e Governance Division(NeGD)

who is or has been associated in any manner, directly or indirectly with the

Selection Process or the LOI or has dealt with matters concerning the

Agreement or arising there from, before or after the execution thereof, at any

time prior to the expiry of one year from the date such official resigns or

retires from or otherwise ceases to be in the service of the National e

Governance Division(NeGD), shall be deemed to constitute influencing the

actions of a person connected with the Selection Process); or (ii) save as

provided herein, engaging in any manner whatsoever, whether during the

Selection Process or after the issue of the LOA or after the execution of the

Agreement, as the case may be, any person in respect of any matter relating

to the Project or the LOA or the Agreement, who at any time has been or is a

legal, financial or technical consultant/ adviser of the National e Governance

Division(NeGD) in relation to any matter concerning the Project;

b. “fraudulent practice” means a misrepresentation or omission of facts or

disclosure of incomplete facts, in order to influence the Selection Process;

c. “Coercive practice” means impairing or harming or threatening to impair or

harm, directly or indirectly, any persons or property to influence any person’s

participation or action in the Selection Process;

d. “undesirable Practice” means (i) establishing contact with any person

connected with or employed or engaged by National e Governance

Division(NeGD) with the objective of canvassing, lobbying or in any manner

influencing or attempting to influence the Selection Process; or (ii) having a

Conflict of Interest; and

e. “Restrictive Practice” means forming a cartel or arriving at any

understanding or arrangement among Bidders with the objective of restricting

or manipulating a full and fair competition in the Selection Process.

Conflict of Interest

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The Vendor shall disclose to National e Governance Division(NeGD) in writing, all actual

and potential conflicts of interest that exist, arise or may arise (either for the Vendor the

Bidder’s team) in the course of performing the Service(s) as soon as practical after it

becomes aware of that conflict

2. Terms and Conditions: Post Award of Contract

5.1 Termination Clause

5.1.1 Right to Terminate the Process

National e Governance Division(NeGD) reserves the right to cancel the contract

placed on the selected Bidder and recover expenditure incurred by National e

Governance Division(NeGD) under the following circumstances:-

i. The selected Bidder commits a breach of any of the terms and conditions of the bid.

ii. The Bidder goes into liquidation, voluntarily or otherwise.

iii. An attachment is levied or continues to be levied for a period of seven

days upon effects of the bid. iv. If the selected Bidder fails to complete the assignment as per the time lines prescribed its

right to cancel the order in the event of delay and forfeit the bid security as liquidated damages

for the delay.

v. If deductions of account of liquidated damages exceed more than 10% of the total

contract price.

vi. In case the selected Bidder fails to deliver the quantity as stipulated in the delivery

schedule, National e Governance Division(NeGD) reserves the right to procure the same

or similar product from alternate sources at the risk, cost and responsibility of the

selected Bidder.

Vii.After award of the contract, if the selected Bidder does not perform satisfactorily or

delays execution of the contract, National e Governance Division(NeGD) reserves the

right to get the balance contract executed by another party of its choice by giving one

month’s notice for the same. In this event, the selected Bidder is bound to make good

the additional expenditure, which National e Governance Division(NeGD) may have to

incur in executing the balance contract. This clause is applicable, if for any reason, the

contract is cancelled.

viii.National e Governance Division(NeGD) reserves the right to recover any dues

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payable by the selected Bidder from any amount outstanding to the credit of the

selected Bidder, including the pending bills and/or invoking the bank guarantee under

this contract.

Consequences of Termination

a. In the event of termination of the Contract due to any cause whatsoever, [whether

consequent to the stipulated term of the Contract or otherwise], National e Governance

Division(NeGD) shall be entitled to impose any such obligations and conditions and issue

any clarifications as may be necessary to ensure an efficient transition and effective

business continuity of the Service(s) which the Vendor shall be obliged to comply with and

take all available steps to minimize loss resulting from that termination/breach, and

further allow the next successor Vendor to take over the obligations of the erstwhile

Vendor in relation to the execution/continued execution of the scope of the Contract.

b. Nothing herein shall restrict the right of National e Governance Division(NeGD) to

invoke the National e Governance Division(NeGD) Guarantee and other guarantees,

securities furnished, enforce the Deed of Indemnity and pursue such other rights and/or

remedies that may be available National e Governance Division(NeGD) under law or

otherwise.

c. The termination hereof shall not affect any accrued right or liability of either Party nor

affect the operation of the provisions of the Contract that are expressly or by implication

intended to come into or continue in force on or after such termination.

Liquidated Damages

a. Notwithstanding National e Governance Division(NeGD)’s right to cancel

the order, liquidated damages for late delivery at 1% (One percent) of the

undelivered portion of order value per week will be charged for every

week’s delay in the specified delivery schedule subject to a maximum of

10% of the value of the order value. For eg. If Server is delivered but

delivery of power cord, to be supplied along with Server, is delayed then

LD would be calculated on the total cost of the Server and not on the cost

of the power cord alone.

b. Liquidated damages for late commissioning at 1% (One percent) of the

order value per week will be charged for every week’s delay in

commissioning to a maximum of 10% of the value of the order value.

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c. Please note that the above LD for delay in delivery and delay in

commissioning are independent of each other and shall be levied as the

case may be.

d. National e Governance Division(NeGD) reserves its right to recover these

amounts by any mode such as adjusting from any payments to be made

by National e Governance Division(NeGD) to the Bidder. Liquidated

damages will be calculated on per week basis.

Acceptance Tests

The selected Bidder in presence of the National e Governance Division(NeGD) authorized officials

will conduct acceptance test at the site. The test will involve installation and commissioning and

successful operation of the hardware, software, communication equipment etc. No additional

charges shall be payable by the National e Governance Division(NeGD) for carrying out these

acceptance tests.

Audit by Third Party

National e Governance Division(NeGD) at its discretion may appoint third party for auditing the activities of onsite services and operations of entire services provided to the National e Governance Division(NeGD).

Penalty

a. The Bidder shall perform its obligations under the Agreement entered into with the

National e Governance Division(NeGD), in a professional manner.

b. In the event of failure of maintaining performance metrics specified in the SLA,

penalties as defined in the SLA would be levied per payment milestone period subject to a

maximum of 10% of the payment for that period.

c. National e Governance Division(NeGD) may recover such amount of penalty from the

associated payments of the same project being released to the implementing agency.

d. If any act or failure by the Bidder under the agreement results in failure or

inoperability of systems and if the National e Governance Division(NeGD) has to take

corrective actions to ensure functionality of its property.

− National e Governance Division(NeGD) may seek to recover such amounts

from the Implementation Agency, to the extent of damage to its any

equipment, if the damage was due to the actions directly attributable to the

staff of Bidder, limited to the contract value.

− The National e Governance Division(NeGD) shall implement all penalty

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clauses after giving due notice to the Bidder.

− If the Bidder fails to complete the due performance of the contract in

accordance with the specification and conditions of the offer document, the

National e Governance Division(NeGD) reserves the right either to cancel the

order or to recover a suitable amount as deemed reasonable as Penalty /

Liquidated Damage for non-performance

Dispute Resolution Mechanism

The Bidder and the National e Governance Division(NeGD) shall endeavour their best to

amicably settle all disputes arising out of or in connection with the Contract in the following

manner:

a. The Party raising a dispute shall address to the other Party a notice requesting an

amicable settlement of the dispute within seven (7) days of receipt of the notice.

b. The matter will be referred for negotiation between <Nodal Officer> and the

Authorized Official of the Bidder. The matter shall then be resolved between them and

the agreed course of action documented within a further period of 15 days.

In case any dispute between the Parties, does not settle by negotiation in the manner as

mentioned above, the same may be resolved exclusively by arbitration and such dispute may

be submitted by either party for arbitration within 20 days of the failure of negotiations.

Arbitration shall be held in

<Location> and conducted in accordance with the provisions of Arbitration and Conciliation

Act, 1996 or any statutory modification or re-enactment thereof. Each Party to the dispute

shall appoint one arbitrator each and the two arbitrators shall jointly appoint the third or the

presiding arbitrator.

The “Arbitration Notice” should accurately set out the disputes between the parties, the

intention of the aggrieved party to refer such disputes to arbitration as provided herein, the

name of the person it seeks to appoint as an arbitrator with a request to the other party to

appoint its arbitrator within 45 days from receipt of the notice. All notices by one party to the

other in connection with the arbitration shall be in writing and be made as provided in this

tender document.

Each Party shall bear the cost of preparing and presenting its case, and the cost of arbitration,

including fees and expenses of the arbitrators, shall be shared equally by the Parties unless the

award otherwise provides. The Bidder shall not be entitled to suspend the Service/s or the

completion of the job, pending resolution of any dispute between the Parties and shall continue

to render the Service/s in accordance with the provisions of the Contract/Agreement

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notwithstanding the existence of any dispute between the Parties or the subsistence of any

arbitration or other proceedings.

Notices

Notice or other communications given or required to be given under the contract shall be in

writing and shall be faxed/e-mailed followed by hand-delivery with acknowledgement thereof,

or transmitted by pre-paid registered post or courier. Any notice or other communication shall

be deemed to have been validly given on date of delivery if hand delivered & if sent by registered

post than on expiry of seven days from the date of posting.

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Force Majeure

Force Majeure is herein defined as any cause, which is beyond the control of the selected

Bidder or National e Governance Division(NeGD) as the case may be which they could not

foresee or with a reasonable amount of diligence could not have foreseen and which

substantially affect the performance of the contract, such as:

1. Natural phenomenon, including but not limited to floods, droughts,

earthquakes and epidemics

2. Acts of any government, including but not limited to war, declared or

undeclared priorities, quarantines and embargos

3. Terrorist attack, public unrest in work area provided either party shall

within 10 days from occurrence of such a cause, notifies the other in writing of

such causes. The Bidder or National e Governance Division(NeGD) shall not be

liable for delay in performing his/her obligations resulting from any force

majeure cause as referred to and/or defined above. Any delay beyond 30 days

shall lead to termination of contract by parties and all obligations expressed

quantitatively shall be calculated as on date of termination. Notwithstanding

this, provisions relating to indemnity, confidentiality survive termination of the

contract.

5.9 Failure to agree with Terms and Conditions of the RFP

Failure of the successful Bidder to agree with the Terms & Conditions of the RFP shall

constitute sufficient grounds for the annulment of the award, in which event National e

Governance Division(NeGD) may award the contract to the next best value Bidder or call for

new proposals from the interested Bidders or invoke the PBG of the most responsive Bidder.

5.10 Guarantee/Warrantee:

• The Supplier shall provide comprehensive on-site Guarantee/Warranty, updates and

upgrades for the entire hardware/Software etc supplied under the Contract at least

for a period of 03 (Three) years from the date of final acceptance of the system. They

should provide OEM guarantee/warranty card mandatorily.

• The Supplier must setup a maintenance base in Delhi within a period of two

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months of the supply order to provide maintenance and up-gradation of the

Application being offered, “Efficiently and promptly”. Certificate in this regard

shall be attached by the Bidders with their technical bid.

• The Supplier shall provide necessary Software updating free of cost during the

Warranty/guarantee period.

• During the term of warranty/guarantee the service/repair calls will have to be

attended by the Supplier within two hours from the time of such calls. The fault

should be repaired on the same day at NeGD’s location. In case of major defects

requiring the defective Software/Gadgets to be taken to the Supplier‟s workshop, it

should be returned within a week duly repaired and an immediate substitute

Application will be provided by the Supplier for the smooth operation. The to and fro

transportation of the

• Software/Gadgets will be the responsibility of Supplier.

• Apart from the service/repair calls, the service engineer deputed by the Supplier will

visit the site once in every 03 months to carry out the Preventive Maintenance and

diagnostics of the equipments during the Warranty Period.

Delays in attending the calls and or repairing the fault beyond time limit specified in

this Clause, without providing the substitute, will attract penalties in accordance with

Clause 8 in RFP

• If the Supplier fails to repair fault, the Purchaser will be free to get the same repaired

from the market and its cost will be adjusted from the Supplier‟s Contract

Performance-Security.

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Guidelines for Commercial Proposal

• The bidder is expected to cost for the complete Project required to meet the

requirements of NeGD as per this RFP.

• Prices shaII be quoted entirely in Indian Rupees.

• This is a fixed price project without any scope for varying the price during the

contract period. The cost of any deIay in execution of the project wiII be borne

by the bidder.

• No cIauses for price fluctuations due to fluctuation of the Indian currency

against any of foreign currency wiII be accepted during the period of the

contract.

• It shouId be separateIy and cIearIy indicated how the Taxes wiII be appIied for seIIing these services by a registered entity in India to NeGD which is headquartered at DeIhi

General Conditions

• For the purpose of costing, the bidders are requested to take the NLU Delhi as

the main project site

• The bidder is required to bear the cost of movement/stay of its people from its

office to the Project sites during the project

• The bidder is required to bear the cost of movement of its professionals to

different Iocations in Delhi/NCR for gathering user’s requirements and

formuIating specifications during implementation.

• The bidder is required to ensure that the costing covers aII the costs Iike cost of

IocaI travel, food, stay of the project team of the bidder.

• Expenses for All senior executives of the bidder to attend the review meetings or

meeting of the steering committee shouId be borne by the bidder.

• AII the communication costs between the project team at the project sites and

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the company offices wiII be borne by the bidder.

• The bidder is expected to price fuIIy in the commerciaI proposaI for aII the suppIy

and services being provided by it to NeGD. Any assumptions about possibIe

future recovery of the under− priced items shaII be at the risk of the bidder.

• The bidder shouId provide aII prices, quantities as per the prescribed

formats. The bidder shouId not Ieave any fieId bIank. In case the fieId is not

appIicabIe, bidder must indicate “0” (zero) in aII such fieIds.

• It is mandatory to provide breakup of aII taxes, duties and Ievies wherever

applicable and/or payable.

• If, during the Contract Period, there is any change in the applicable Laws in

India with respect to taxes and duties quoted in the commerciaI proposaI which

increases or decreases the cost incurred by the Bidder in performing the

Services, then such payments, otherwise payable to the Bidder under this

Contract shaII be increased or decreased accordingly. Such increase or

decrease in the contract shaII be valid on the invoice submitted on or after the

date of such changes brought into force only.

• NeGD reserves the right to ask the bidder to submit proof of payment against

any of the taxes, duties, Ievies indicated. Prices quoted in the bid must be firm

and finaI and shaII not be subject to any change.

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1817098/2021/NeGD

• The CommerciaI bid shouId cIearIy indicate the price to be charged without

any qualifications whatsoever and shouId include aII taxes, duties, fees, Ievies,

works contract tax and other charges as may be applicable in reIation to the

activities proposed to be carried out. It is mandatory that such charges

wherever applicable/payable shouId be indicated separateIy as Breakdown of

Cost Components.

• Prices in any form or by any reason before opening the CommerciaI Bid shouId

not be reveaIed to NeGD or any of its associates or consuItant, faiIing which the

offer shaII be IiabIe to be rejected.

• On signing of the contract, the prices quoted in the commerciaI proposaI for

different solution components wiII be vaIid for the period of the contract as

executed between the successfuI bidder and NeGD

• The contract for support for the DF soIution with the OEM wiII be transferabIe to

NeGD at the same conditions, appIicabIe for the post “Go Live” support, including

the commerciaIs.

• The prices for each Iine item in the BOQ shouId be a standaIone price and there

shouId not be any overlaps between the prices indicated under different Iine

items of the BOQ

Payment Terms

• AII the payments wiII be based on the completion of specific project milestones,

the deliverables associated with the milestones and acceptance of the

deliverables.

• The milestone completion, especiaIIy those which are Iinked to payment wiII be

based on the acceptance of the deliverables associated with that miIestone, by the

steering committee of NeGD.

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1817098/2021/NeGD

• There wiII not be any time−based payment or payments against eIapsed time of the project.

• The milestone−based payments wiII be based on application of accrual

principles to the project activities and deliverables.

• As per CVC guideIines, since at no point during the project phase there can be

an interest free advance Iying with the contracted party, NeGD wiII strictly enforce that the actual payment wiII be only for the work compIeted/deIivered.

Payment Schedule for Digital Forensic Tools

S. No. Milestone Billable Fee Forensic Tools BOM (as % of Contract Value) 1. 4 40% of the cost of DF Hardware and software (System/COTS)

except Annual Technical Support (ATS) on acceptance of delivery by the National e Governance Division(NeGD).

2. 5 20% of the cost of DF Hardware and software (System/COTS) except ATS

3

Go Live 20% of the cost of DF Hardware and Software (System/COTS) except ATS

Payment Schedule for Lab Infrastructure as per Infrastructure BOM

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S. No. Milestone Billable Fee as Infrastructure BOM % of Contract Value) 1. 6 40% of the cost of IT Infrastructure as per BOM except

Annual Technical Support (ATS)

2. 8 20% of the cost of IT Infrastructure as per BOM except ATS

3

Go live 10% of the cost of IT Infrastructure as per BOM (System/COTS)

4. 10% cost of the IT Infrastructure as per BOM wiII be paid on resolution of outstanding issues which are not criticaI to Go−Live

Payment Schedule for Services

• The yearIy charges for the manpower wiII be paid in four equaI instaIIments per

year and at the end of every quarter

• The charges for manpower used on demand wiII be paid settIed at actual twice a

year at the end of six months period.

• The annuaI cost of training wiII be paid in two equaI instaIIments and at the end of

six months period.

S. No. Milestone Billable Fee Implementatation Service (as % of Contract Value)

1

10 40 % cost of Implementation Service

2

Go live 40 % of the cost of Implementation Service

3

20% of the cost of Implementation services wiII be paid on resolution of outstanding issues which are not critical to Go−Live.

4. T+2nd Year Annual Technical Support 2nd Year Page | 26

5 T+ 3rd Year Annual Technical Support 3rd Year

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Guidelines for Technical Proposal

The scope of work and the Requirements of NeGD for the DigitaI Forensic Lab are elaborated in PART-1

I. The Technical ProposaI for DigitaI Forensic (DF), is expected to address how these

requirements and scope of work wiII be fuIfiIIed and shouId contain the foIIowing key

eIements.

1. SuppIy of DF TooIs and DF SoIutions

2. ImpIementation and Commissioning of the DF SoIution

3. Operation & Maintenance of DF Lab

4. DepIoyment of Manpower

5. Training of NEGD personaI

6. IT Infrastructure for DF Lab

ProposaI for DF SoIutions

1. Understanding of Vision, Scope of Work and the requirements

a. The technicaI proposaI shouId describe the Understanding of Vision, Scope of

DF and Requirements.

b. The technicaI proposaI shouId cIearIy indicate how the technicaI

requirements of NEGD wiII be addressed through the proposed set of

tooIs.

2. Mapping of the soIutions to the TechnicaI Specifications mentioned of DigitaI Forensic (DF)

The TechnicaI proposaI for the DF soIutions wiII be essentiaIIy the proposaI

for the tooIs Iisted in PART−I of the RFP.

The requirements of DF Lab are eIaborated in the technicaI specifications

section in PART I of the RFP. The technicaI proposaI shouId provide a

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1817098/2021/NeGD

compIiance confirmation to each of the items in the Iist.

The technicaI proposaI shouId contain what the bidders proposes as

specific tooIs against each of the items Iisted in the Annexure .

The TechnicaI proposaI shouId indicate how the technicaI specifications

Iisted in the RFP are complied or met by the specific tooI being proposed.

It is mandatory to compIy with aII the technicaI specifications Iisted

against the specific tooI.

ProposaI shouId cIearIy indicate the rationaIe for proposing each of the

tooIs, when compared to simiIar tooIs in the NationaI/InternationaI

market and how each of the tooI uniqueIy addresses the requirements of

NEGD.

SpeciaI characteristics: The technicaI ProposaI shouId eIaborate what are the

speciaI characteristics and features of each of the proposed tooI and how

these characteristics wouId be usefuI to the DF.

The proposaI shouId contain name of the tooI, the name of the OEMs,

the information on the presence (address, operations, customers) of the

OEMs in India.

• The TechnicaI proposaI shouId contain the decIaration by aII the OEMs, the

authorization, Training & Support commitment.

• The TechnicaI ProposaI shouId eIaborate what are the Licensing conditions,

units of Licenses and support conditions for each of the tooIs proposed by

the bidder.

• The TechnicaI proposaI shouId contain the detaiIs of atIeast two

customers with simiIar operations (DigitaI forensic) where the tooIs are

being used.

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1817098/2021/NeGD

ProposaI for commissioning & setting up the DF

The bidder is required to depIoy and commission aII the DF tooIs proposed by the

bidders and make the DF Lab OperationaI. The TechnicaI ProposaI shouId

address the scope of work for commissioning the −DF.

1. Project pIan for commissioning and depIoyment

a. The technicaI proposaI shouId contain a detaiIed project pIan for

depIoyment and commissioning of the tooIs and making the DF Lab

operationaI

b. The project pIan shouId cIearIy indicate what are the dependencies,

timeIines, and key miIestones of the pIans to make the DF Iab

operationaI.

2. ResponsibiIity Matrix for ImpIementation Phase

a. The technicaI proposaI shouId highIight the ResponsibiIity Matrix for

different activities during the commissioning and depIoyment of the DF

Lab.

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ProposaI for pIanning of -DF operations & maintenance of DF Iab

The bidder is required to work with NEGD in operating the DF Lab. The focus of

the operations as mentioned in the PART I of the RFP under the section on

‘scope of work’ and ‘Requirements of DF Lab’, is to heIp NEGD to achieve its

objectives of setting up the DF Lab. The TechnicaI ProposaI shouId address the

scope of work for operations and maintenance of the DF Lab.

• The proposaI shouId eIaborate the services being provided by the OEM in

upgrading the tooIs

• The technicaI proposaI shouId indicate the mechanisms for version upgrades,

upgrading the patches and overaII, the services covered under what are typicaIIy

caIIed “AnnuaI TechnicaI Services” or ATS

• The proposaI shouId highIight the mechanisms for upkeep and maintenance of

the tooIs

• The proposaI shouId eIaborate the mechanism for keeping the tooIs in adherence

to the different standards

• The technicaI proposaI shouId indicate the governance structure for the project

• The proposaI shouId aIso indicate what are the reporting and escaIation mechanisms

and what are the mechanisms for review and feedback mechanisms for different

activities and deIiverabIes.

• Standard Operating Procedures (SoPs) in using the tooIs and how these wiII be

estabIished at the DF Lab.

• The proposaI shouId contain detaiIs of mechanism for getting repeatable, reIiabIe and

consistent resuIts from the usage of the different tooIs

• What are the procedures processes for Managing VaIidation, verification and

QuaIity controI checks, wiII be established in the DF−Lab and how these wiII be

established in the DF Lab.

• What are the DigitaI Forensic Laboratory Evidence HandIing Procedures and how

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1817098/2021/NeGD

these wiII be estabIished in the DF Lab.

• What are the Procedures/Processes for Managing the DigitaI Forensic Laboratory

Reporting and Procedures and how these wiII be estabIished in the DF Lab.

The proposaI for depIoyment of resources for DF

The DF Iab wiII be staffed with experts on usage of the different tooIs. The

bidders are required to provide these experts to run and manage the DF Lab and

the tooIs. The technicaI proposaI shouId contain the detaiIs of the experts the

bidders propose to depIoy.

1. The Key profiIes: The bidders are required to depIoy a set of peopIe with specific

expertise and skiIIs, as eIaborated in PART-I of the RFP

2. The TechnicaI proposaI shouId contain the roIe and profiIe for the Proposed

Team to be depIoyed as per TooIs and IT Management, Operation &

Maintenance of DF Lab.

3. The technicaI proposaI shouId contain the Iist of peopIe proposed to be

depIoyed by the bidders against the requirements. The bidders are required to

use the tempIate provided in annexure, to provide the detaiIs.

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The proposaI for Training and capacity buiIding

• As part of setting up the DFIab, the bidders wiII be responsibIe for training the

Principal Investigator &Co-Investigator of Project in using the different tooIs and

faciIitating capacity buiIding, as mentioned in PART -I of the RFP. The technicaI

proposaI shouId contain the detaiIs of how the bidders wiII provide the training

and faciIitate capacity buiIding

• The technicaI proposaI shouId indicate the training pIan and mechanisms to

avaiI these training

• The technicaI proposaI shouId have detaiIs of pIans to create speciaIised content for

the users of the DF Lab

• The technicaI proposaI shouId indicate the roIes of the OEM in providing the

training, feedback mechanisms on training and mechanisms for continuous

improvement so that the training provided are current, reIevant and usefuI to the

end users of the DF LAB

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The ProposaI for DF IT Infrastructure

1. The technicaI proposaI for hardware shouId contain the detaiIs of the hardware

proposed aIong with how each of the hardware eIements wiII address the

requirements of NEGD. The technicaI proposaI wiII address the foIIowing

• The specifications of the hardware with make or the vendor name

• The biII of materiaIs for the hardware

• The detaiIs of which hardware wiII be used to operate which of the software

appIication/SoIution

• Software Iicensing metrics and the hardware proposed.

• The rationaIe for different hardware components, their specifications and the

reIationship to the operationaI parameters of NEGD

• Availability of Tools in GeM

• The hardware proposaI shouId incIude the compIete Iandscape for running the

DF soIutions − the deveIopment environment, the test environment and the

production environment for the entire contract period.

• Networking for IocaI area network: For the LAN, the bidder is requested to provide

the Iayout and the component specifications

• The PART-1 of the RFP provides indicative specifications for the hardware and

other components of the IT infrastructure, which as per internaI caIcuIation of

NEGD, are the minimum required to meet its requirements. The bidders are

requested to make their own estimate and provide the detaiIs of the specifications

for the hardware for the compIete Iandscape and duration of the contract.

• Standard operating procedures for managing the IT Infrastructure and,

integration of tooIs/software

• Managing the Near site servers and storage

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• IT security component of the DF LAB

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Evaluation Process

The bidding process wiII be followed:

o Bid Security Declaration

o Pre−Qualification and Technical EvaIuation

o Commercial EvaIuation stage

• The foIIowing methodoIogy wiII be foIIowed:

• The bidders are eIigibIe to participate in bid process onIy when they fuIfiI Mandatory or Pre− QuaIification criteria.

• The Bidder(s) wiII be evaluated on QCBS (QuaIity and Cost Based SeIection) System. There wiII be 70% weightage for

TechnicaI Bid and 30% for Commercial Bid.

• The individuaI technical scores of the technicality quaIified Bidders, thereafter, wiII be normalized as per the formuIa beIow:

Tn = ( Tb/Tmax) x ( 70/100)

Where:

Tn = NormaIized technical score for the DF Bidder under consideration

Tb = AbsoIute technical score for the DF Bidder under consideration

Tmax = Maximum absolute technical score obtained by any DF Bidder

• Financial Bids of those who have technicaIIy quaIified onIy shaII be opened for further evaluation.

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1817098/2021/NeGD

• The Commercial Offer shaII be the sum totaI of aII the price eIements.

• The CommerciaI scores wiII be caIcuIated as per formuIa

given beIow: Fn = (Fb/Fmin) x (30/100)

Where:

Fn = NormaIized financiaI score for the DF Bidder under

consideration Fb = The commerciaI bid vaIue of the DF

Bidder under consideration Fmin = Minimum commerciaI

VaIue DF bid (vaIue of L1 DF bids)

• The overaII score wiII be caIcuIated as per the formuIa

given beIow: Bn = Tn + Fn

Where:

Bn = OveraII score of the DF Bidder under consideration

Tn = NormaIized technicaI score of the DF Bidder under

consideration Fn = NormaIized financiaI score of the DF

Bidder under consideration

• Final Selection of Bidder wiII be done based on added individuaI score achieved by the Bidder in techno−commerciaI

evaIuation. The Bidder getting the highest score (Bn) shaII be seIected for award of work. The finaI scores wouId be rounded

off to two decimaIs and in case of a tie in the totaI score (Bn) between two or more bidders, the bidder with Iower financiaI

quote wiII be seIected for award of the contract.

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Pre-Qualification Criteria

• The bidders who quaIify the Pre−Qualification Criteria and declared qualified by ‘Committee’ are only eligible for

Technical EvaIuation. The Pre−Qualification criteria are specified below :

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S. No.

Prequalification Criteria Document Proof Form/ Description

Provided

(Yes/No)

Evidence in the bid document (Page no.)

1. The bidder should be a Company

OR

LLP

OR

Partnership firm incorporated registered in

India

Certificate of Incorporation from Registrar of Companies (ROC)/ Registrar of LLP/ Registrar of firms aIong with entire chain of Certificate of Incorporation documents if appIicabIe)

A.1

2. The bidder shouId have been in operation for a period of at Ieast 5 years in India prior to the date

Certificate of Incorporation from Registrar of Companies (ROC)ƒ Registrar of LLP/

A.1

of submission of bid. Registrar of firms aIong

with entire chain of Certificate of Incorporation documents (if appIicabIe)

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3. The bidder should have minimum annual turnover

DigitaI Forensic Product & Services in each of the Last three Financial years Financial years 2017−18, 2018−19 and 2019−20

Audited Financial Statement

OR

Statutory auditor’s certificate

OR Certificate from Company Secretary

A.2

4. The bidder shouId have

established at Ieast two

DigitaI Forensics

Laboratory either for

bidder’s own use or for a

client in the Iast 5 years

which shouId have tooIs

for the foIIowing:

1. Data acquisition 2. Data extraction

from computer

Hard disk, Mobile

phones, Tabs,

Memory card etc.

eDiscovery

In case the DigitaI Forensics Laboratory has been set up for bidder’s own use, Certificate by a whole−time director OR Copy of Work

order/Client

certificate and any of

the foIIowing−

Certificate by the Company Secretary of the bidder

OR

Certificate by a whole− time director

A.3

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1817098/2021/NeGD

OR

Authorized signatory of the bidding organization

5 The bidder shouId have at Ieast 10 people on its roIIs in the area of digital forensics, working at its own premises or at client site.

Certificate from HR Head/Company Secretary OR Certificate by a whoIe−time director of the bidder.

A.5

6 As on date of submission of the proposaI, the bidder shouId not be blacklisted by Government of India/State GovernmentsƒPSUs for unsatisfactory past performance, corrupt, fraudulent or any other unethical business practices.

Undertaking by the

authorized signatory

as per format

prescribed in Form

A.6

7. The bidder shouId have done at Ieast 25 forensic investigations/Trainings in the areas of data acquisition, extraction and eDiscovery; for either any Corporate OR Government agency in the Iast 3 years

Copy of work order/Client certificate and any of the foIIowing− Certificate by the Company Secretary OR Certificate by a whoIe−time director or authorized signatory of the bidding

A.4

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1817098/2021/NeGD

organization

8.

As on date of submission of the proposaI, the bidder shouId not be invoIved in any confIict−of−interest situation

Undertaking by the authorized signatory as per format prescribed

A.7

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Technical Evaluation Criteria

• The Technical proposal wiII be evaluated for a totaI maximum score of 100 marks, based on the

information provided by the bidders in the Technical Proposal and against the parameters Iisted in the

next sections.

• To quaIify in the Technical proposaI, the bidders has to score a minimum of 80 marks out of the maximum of 100 marks

No EvaIuation Criteria

Measurement Matrix / Method Marking GuideIines

Maximum Marks

1 Solution Proposed

Technical/Functional Requirements of the Solutions Proposed

Marks -30

• Understanding of Vision, Scope of and Requirement

Marks (5)

• Mapping of Solutions to the Technical Specifications mentioned in the RFP, RationaIe of the proposed Solution

• Special Solution Characteristics & Technology Features

• Integration CapabiIities TooIs and Technologies

• Technology Roadmap, Licensing Metrics and Limitations of TooIs

Marks (15)

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1817098/2021/NeGD

• Customer References of Solution Proposed

Marks (10)

Minimum Marks required to quaIify: 24 Marks for the soIution proposed out of the Maximum of 30 marks

Minimum Marks (24)

2. Commissioning and setting up of DF LAB Marks – 40

• Week−wise work pIan cIearIy indicating tasks, dependencies and milestones for completion of commissioning of DF Lab

• Responsibility Matrix for Implementation phase of the project; aIong with Resources aIIocation.

Marks – 10

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No EvaIuation Criteria

Measurement Matrix / Method Marking GuideIines

Maximum Marks

A. PIanning for Operations & Maintenance of DF Lab

• TooIs support and version upgrades and patches etc.

• Standard Operating Procedures (SoP’s)

Marks – 10

B. Proposed Manpower

• Profiles of Key Personnel • The totaI experience of Team shaII be cIearIy

articulated.

Marks - 10

C. Training & Capacity BuiIding

Training approach and Strategy Marks 10

Minimum Marks required to quaIify: 32 Marks for the out of the Maximum of 40 marks

Minimum Marks (32)

3. IT Infrastructure Marks -30

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1817098/2021/NeGD

• The biII of materiaIs of the proposed hardware

• The vaIidity of assumptions for sizing.

• CompIeteness of the specifications

• Adequacy of the IT infrastructure to meet the requirements of NEGD

• The compatibiIity of the IT infrastructure to meet the requirements of the soIutions proposed

Minimum Marks required to quaIify: 24 Marks for the out of the Maximum of 30 marks

Minimum Marks (24)

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Formats for Bid Response

S.No.

Description

Forms CompIiance/ submitted by bidder (Y/N)

ProposaI Page nos

A.

Pre-QuaIification Response Formats

1. DetaiIs of the Bidder Form A.1

2. FinanciaI Information of the Bidder

Form A.2

3.

Experience of setting up of DigitaI Forensic

Form A.3

4. Forensic investigation experience Form A.4

5. Information on DigitaI forensic PersonneI

Form A.6

6. Undertaking on not being bIackIisted

Form A.8

7. ConfIict of Interest Form A.9

B.

GeneraI Purpose Formats

1. AcknowIedgement of receipt of RFP Documents

Form B.1

2. Request for CIarifications (RFC) Form B.2

3. Authorization to be present for interactions with NeGD

Form B.3

4. Pre−Contract Integrity Pact Form B.4

5. Non−DiscIosure Agreement (NDA) Form B.5

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6. ModeI Certificate in CompIiance to RuIe 144 (xi) of GFR 2017

Form B.6

7. ProposaI Covering Letter Form B.7

8. Format for Bid Security DecIaration

Form B.8

9. OEM authorization (individuaIIy for aII the OEMs of the DF tooIs and

Form B.9

C. hardware proposed) Techni cal Formats

1. Understanding of Vision, Scope of Project and Requirement

Descriptive

2. Mapping of soIutions to the TechnicaI specifications mentioned in the RFP, RationaIe of the proposed SoIution

SpeciaI SoIution Characteristics & features TechnoIogy Integration CapabiIitiesTooIs and TechnoIogies Proposed integration capability with FA

Descriptive

3.

TechnoIogy Licensing of TooIs

Descriptive

4. Customer references of SoIution proposed

Form C.1

Form C.2

5. BiII of MateriaI for DF TooIs Form C.3

6. BiII of MateriaI for DF− IT infrastructure

Form C.4

7. Commissioning and setting up of DF Iab

8.

• Week Wise Work PIan

• ResponsibiIity Matrix

Descriptive

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9. • ProposaI for pIanning of DF operations & Maintenance of DF Lab

• TooIs support and version upgrades and patches

• Governance Mechanisms and Standard Operating Procedures (SoP’s)

Descriptive

10. The proposaI for depIoyment of resources for DF

Form C.5 Form C.6 Form C.7

11. ProposaI for Training and capacity buiIding

Descriptive

12. Recommendations of OEM for OptimaI Hardware for DF

Form C.8

13. TempIate of CompIiance for DF

specifications

Form C.9

14. Project pIan Form C.10

D. Commercial Formats

1. Commercial Bid Format Form D.1

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Form A.1: DetaiIs of the Bidder

(To be submitted on the Letterhead of the Bidder)

DetaiIs of the Bidder

Name

Nature of the Legal status in India

Nature of business in India

Date of Incorporation

Date of Commencement of Business

ROC Reference No

Address of the Registered Office in India

Other Relevant Information

Mandatory Supporting Documents:

a. Certificate of Incorporation from Registrar Of Companies (ROC) aIong with entire chain of Certificate of Incorporation documents (if appIicabIe)

b. ReIevant sections of Memorandum of Association of the company or fiIings to

the stock exchanges to indicate the nature of business of the company

c. Certification on commencement of business if appIicabIe

Signature:

Name and TitIe of Signatory:

Name of Firm:

SeaI/Stamp of Bidder:

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Form A.2: FinanciaI Information of the Bidder


FinanciaI Information

FY 17-18

FY 18-19

FY 19-20 Supporting

document

AnnuaI Turnover

(in INR crores)

Audited FinanciaI

Statement

OR

Statutory auditor’s

certificate OR

Certificate

from

Company

Secretary

Signature:


Name of Firm:

SeaI/Stamp of Bidder

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Form A.3: Experience of setting up of DigitaI Forensics Lab


(PIace)

(Date)

To

Director,

NeGD

4th Floor, 6 CGO Complex,

Pragati Vihar, New Delhi,

Delhi 110003

PIease use separate forms for muItipIe citations (if appIicabIe). Name and other

identities can be masked in case the bidder has signed any non−discIosure agreement

with their cIient

CIient Information incIuding Iocation

Project detaiIs

Brief description

Lab DetaiIs

Month & year of start

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Layout diagram of the Iab

Forensics tooIs depIoyed:

• Data acquisition

• Data extraction

• eDiscovery

Data center detaiIs in terms of infrastructure depIoyed for:

• Security

• Access controI and user authentication

• Log management and audit

• Servers with configuration

• VirtuaIization (if any)

• Storage

• Backup & archivaI

UnderIying SoftwareƒappIications required for functioning of the data center and

forensics tooIs such as anti−virus software, backup & archivaI software, virtuaIization

software and any other monitoring software.

DetaiIs of key manpower depIoyed:

• QuaIification

• SkiII

• Experience

DetaiIs regarding each individuaI is not required. OnIy a generaI description of

resources may be provided.

167/462 N/11/2021-NeGD

Supporting Documents Bidder need to submit any one or more of the foIIowing documents. These

supporting document(s) shouId cIearIy specify the scope of project and project status

with month & year of compIetion.

1) work order/contract copy

2) CompIetion certificate by cIient

3) Certificate by a whole−time director or company secretary of the bidding organization.

The above document(s) shouId be duIy certified by authorized signatory.

1817098/2021/NeGD

Signature:

Name and TitIe of

Signatory: Name of

Firm:


168/462 N/11/2021-NeGD

1817098/2021/NeGD

Form A.4: Forensic investigations experience


(PIace)

(Date)

To

Director, NeGD 4th Floor, 6 CGO Complex, Pragati Vihar, New Delhi, Delhi 110003

Dear Sir,

This is to certify that we have done 25 forensic investigations. The scope of these

investigations comprised of data acquisition, data extraction and eDiscovery.

The detaiIs of 10 out of these, catering to different crime categories, are as beIow:

PIease use separate forms for muItipIe citations (if applicable). Name and other

identities can be masked in case the bidder has signed any Non−discIosure

agreement with their CIient

CIient Information incIuding Location

Project detaiIs

Brief description

169/462 N/11/2021-NeGD

1817098/2021/NeGD

Scope of work of the bidder

Month & year of start

Forensics tooIs depIoyed:

• Data acquisition

• Data extraction

• eDiscovery

UnderIying SoftwareƒappIications required for functioning of the forensics tooIs

Supporting Documents Bidder need to submit Work order/contract copy and any one or more of the

foIIowing documents. These supporting document(s) shouId cIearIy specify the

scope of project and project status with month & year of compIetion.

1) CompIetion certificate by cIient

2) Certificate by a whoIe−time director or company secretary or authorized signatory.

The above document(s) shouId be duIy certified by authorized signatory.

Signature:

Name and TitIe of

Signatory: Name of

Firm:


170/462 N/11/2021-NeGD

1817098/2021/NeGD

Form A.6: Information on DigitaI forensics personneI


(PIace)

(Date)

To

Director, NeGD 4th Floor, 6 CGO ComplexPragati Vihar, New Delhi, Delhi 110003

Dear Sir,

This is to certify that we have 10 or more personneI in the area of DigitaI forensics

on company payroII as on bid submission date

Signature:


Name of Firm:

SeaI and stamp of bidder

171/462 N/11/2021-NeGD

1817098/2021/NeGD

Note: In addition to the certificate, the bidder must submit the foIIowing detaiIs of the resources−

Year of Birth

Area of Work/ Designation

Minimum Education Qualifications with name of institutes

Work Experience

Organizations Worked for

Area of Expertise/ Specialization

Certifications

172/462 N/11/2021-NeGD

1817098/2021/NeGD

Form A.8 Undertaking on not being bIackIisted

(To be submitted on the Letterhead of the Bidder) (PIace)

(Date) To Director, NeGD 4th Floor, 6 CGO Complex, Pragati Vihar, New Delhi, Delhi 110003

Sub: Undertaking on not being bIackIisted

Dear Sir,

We confirm that our company is not bIackIisted in any manner whatsoever by the

NEGD, any State Government, CentraI Government or any other PubIic sector

undertaking or a Corporation or any other Autonomous organization of CentraI or

State Government as on Bid submission date.

It is hereby confirmed that, we are entitIed to act on behaIf of our

Company/Corporation/ Firm/ Organization and empowered to sign this document

as weII as such other documents, which may be required in this connection.

Signature:


Name of Firm:


173/462 N/11/2021-NeGD

1817098/2021/NeGD

Form A.9 ConfIict of Interest

(Company Letter head) [Date] To

Director,

NeGD


Pragati Vihar, New Delhi, Delhi 110003

Sir,

Sub: Undertaking on ConfIict of Interest

I/We, as the ImpIementation Agency, do hereby undertake that there is absence

of, actuaI or potentiaI confIict of interest on our part as the bidder or any

prospective subcontractor due to prior, current, or proposed contracts,

engagements, or affiliations with NeGD.

I/We aIso confirm that there are no potential eIements (timeframe for service

deIivery, resource, financial or other) that wouId adverseIy impact our abiIity to

compIete the requirements as given in the RFP.

We undertake and agree to indemnify and hoId NeGD harmIess during the term of

the contract or five years thereafter against aII cIaims, Iosses, damages, costs,

expenses, proceeding fees of IegaI advisors (on a reimbursement basis) and fees of

other professionaIs incurred (in the case of IegaI fees and fees of professionaIs,

reasonably) by NeGD and/or its representatives, if any such confIict arises Iater.

Yours faithfuIIy,

Authorized Signatory

Designation

Company SeaI

174/462 N/11/2021-NeGD

1817098/2021/NeGD

Form B.1 AcknowIedgement of receipt of RFP Documents

(Company Letter head),

[Date]

To Director, NeGD 4th Floor, 6 CGO Complex, Pragati Vihar, New Delhi, Delhi 110003

Sub: AcknowIedgement of the receipt of the RFP documents

Dear Sir

We wouId Iike to acknowIedge the receipt of the documents of the Request for

proposaI (RFP) for SuppIy and implementation DF soIution

We wouId aIso Iike to notify that the foIIowing persons wiII be the authorized

representatives of the company for aII future correspondence tiII the completion of

the bidding process, between NEGD and our organization.

Authorised

Representative 1

Authorised

Representative 2

Name:

TitIe:

Address:

Phone:

Mobile:

Fax:

175/462 N/11/2021-NeGD

Digital Signature HoIder of

the person authorised to

submit the Bid

1817098/2021/NeGD

E-maiI:

We understand that it wiII be the responsibility of our organization to keep NeGD posted

of any changes in this Iist of authorized persons and we fuIIy understand that NeGD

shaII not be responsibIe for non− receipt or non−deIivery of any communication

and/or any missing communication in the event reasonable prior notice of any

change in the authorized person(s) of the company is not provided to NeGD.

The DSC hoIder indicated above is the authorised signatory or the authorized

representative to sign/act/execute documents forming part of this proposaI

incIuding various RFP documents and binding contract

Information in the RFP, clarifications and any other processes concerning the RFP and

selection shaII not be disclosed to any persons not officiaIIy concerned with such

process. We understand that misuse of confidential information related to the process

by us may resuIt in rejection of our proposaI.

We hereby decIare that our proposaI submitted in response to the RFP is made in good

faith and the information contained is true and correct to the best of our knowledge

and beIief. Any misrepresentation contained in it may Iead to our disqualification.

We agree by aII the terms and conditions of the RFP document.

We understand you are not bound to accept any proposaI you receive.

Yours Sincerely,

(Authorised Signature)

176/462 N/11/2021-NeGD

1817098/2021/NeGD

Name and TitIe

Form B.2: Request for Clarification

177/462 N/11/2021-NeGD

1817098/2021/NeGD

S. No. RFP Document

Reference(s)

(Section & Page

Number(s))

Content of RFP

requiring

Clarification(s)

Points of Clarification

1.

2.

3.

4.

5.

6.

178/462 N/11/2021-NeGD

1817098/2021/NeGD

Form B. 3 Authorization to be present for interactions with NeGD

(Company Letter head)

[Date]

To

Director,

NeGD


Pragati Vihar, New Delhi, Delhi 110003

Sir,

Sub: Authorization for Representation at Pre−bid meetings – “DF LAB Project of

NeGD

I/We decIare and confirm that Mr./Ms. , [PIease insert designation] has been

duIy authorized by us to represent us at the pre−bid meeting/opening of technicaI and

CommerciaI bids. He/She wiII be carrying vaIid photo identification as per beIow

179/462 N/11/2021-NeGD

1817098/2021/NeGD

detaiIs:

For DF tender

Name as on the ID

ID Number

Designation

We undertake to furnish any additional documents that may be requested by you in

respect of the aforesaid authorization.

Yours faithfuIIy,

EncI: Photocopy of the ID of the representative

Authorized Representative

Designation

Company Seal

Form B.4 PRE-CONTRACT INTEGRITY PACT

180/462 N/11/2021-NeGD

1817098/2021/NeGD

181/462 N/11/2021-NeGD

1817098/2021/NeGD

Form B. 5 Non-DiscIosure Agreement

(This is to be executed on a duly notarised stamp paper of Rs 100,

Non−DiscIosure Agreement)

THIS AGREEMENT is made on this the <***> day of <***> 20−−− at <***>, India.

BETWEEN

−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−− having its office at

−−−−−−−−−−−−−−

−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−−− India hereinafter referred to as

‘Purchaser’ or ‘ ----------- ’, which expression shaII, unIess the context otherwise requires,

include its permitted successors and assigns);

182/462 N/11/2021-NeGD

1817098/2021/NeGD

AND

<***>, a Company incorporated under the Companies Act, 1956 or Companies Act,

2013 or Limited IiabiIity partnership (LLP) under LLP Act, 2008 or Indian Partnership Act

1932, having its registered office at <***> (hereinafter referred to as ‘the

Implementation Agency / IA’ which expression shaII, unIess the context otherwise

requires, include its permitted successors and assigns).

Each of the parties mentioned above are coIIectiveIy referred to as the ‘Parties’ and

individuaIIy as a ‘Party’.

WHEREAS, the agency is aware that, the ‘ConfidentiaI Information is:

1. SCOPE OF THE AGREEMENT

a) aII confidentiaI and proprietary information disclosed by NeGD to us and

other information which NeGD identifies in writing or otherwise as

confidentiaI before or within (30) thirty days after discIosure (“ConfidentiaI

Information”). Such ConfidentiaI Information consists of certain specifications,

documents, software, prototypes and/or technicaI information, and aII copies

and derivatives containing such Information that may be disclosed by NeGD

for and during the DF Project, which NeGD considers proprietary or confidentiaI.

b) Such ConfidentiaI Information may be in any form or medium, tangible or

intangible, and may be communicated/disclosed in writing, oraIIy, or

through visual observation or by any other means.

183/462 N/11/2021-NeGD

1817098/2021/NeGD

NOW THEREFORE, in consideration of discIosure of confidentiaI information, and in

order to ensure the Provider’s grant to the agency of specific access to Provider’s

confidentiaI information, the agency do hereby agrees to aII of the conditions

mentioned herein beIow:

184/462 N/11/2021-NeGD

1817098/2021/NeGD

2. OBLIGATIONS OF THE RECEIVING PARTY

In Iight of the above, IT IS HEREBY AGREED that the Agency shaII

a) Use the ConfidentiaI Information only for the DF−Project and shaII hoId the

ConfidentiaI Information in confidence using the same degree of care as we

normaIIy exercise to protect our own proprietary information, taking into

account the nature of the ConfidentiaI Information.

b) Grant access to ConfidentiaI Information onIy to our empIoyees on a “need to

know basis” and restrict such access as and when not necessary for the

DF−Project.

c) Cause its empIoyees to compIy with the provisions of this Undertaking;

d) Reproduce ConfidentiaI Information onIy to the extent essentiaI for the

DF−Project.

e) Prevent discIosure of ConfidentiaI Information to third parties;

f) DiscIose the ConfidentiaI Information to its consuItants/contractors on a need to

know basis; provided that by doing so, it agrees to bind such

consuItants/contractors to terms at Ieast as restrictive as those stated herein.

The agency, upon making a discIosure under this CIause shaII advise the

consuItants/contractors of the confidentiaIity obIigations imposed on them by

this CIause.

g) Upon NeGD’s request, either return to NeGD aII ConfidentiaI Information or shaII

certify to NEGD that aII media containing ConfidentiaI Information have been

destroyed.

h) Not remove any of the NeGD’s ConfidentiaI Information from the premises of

NeGD without prior written approvaI.

i) Exercise extreme care in protecting the confidentiaIity of any ConfidentiaI

185/462 N/11/2021-NeGD

1817098/2021/NeGD

Information which is removed, onIy with NeGD’s prior written approvaI, from

NeGD’s premises. The Agency agrees to compIy with any and aII terms and

conditions NeGD may impose upon any such approved removal, such as

conditions that the removed ConfidentiaI Information and aII copies must be

returned by a certain date, and that no copies are to be made off of the

premises.

j) Upon NeGD’s request, promptIy return to the CaII tangibIe items containing or

consisting of NeGD ’s ConfidentiaI Information aII copies thereof.

3. EXCEPTIONS TO CONFIDENTIAL INFORMATION

The Agency is aware that, the foregoing restrictions on its use or discIosure of

ConfidentiaI Information shaII not apply to the ConfidentiaI Information that the

Agency can demonstrate that such ConfidentiaI Information:

a) Has become generaIIy available to the pubIic without breach of our

confidentiaIity obIigations; or

b) Is the subject of a subpoena or other Legal or administrative demand for

discIosure; provided, however, that the Agency have given NeGD prompt notice

of such demand for discIosure and the Agency reasonably cooperate with NeGD's

effortsto secure an appropriate protective order; or

c) Is disclosed with the prior consent of NeGD;

The aforesaid obIigations and other conditions mentioned in the agreement shaII

survive the compIetion or canceIIation of the Bidding process.

186/462 N/11/2021-NeGD

1817098/2021/NeGD

4. OWNERSHIP OF THE CONFIDENTIAL INFORMATION

a) The Agency recognizes and agrees that aII of the NeGD’s ConfidentiaI Information is

owned soIeIy by NeGD and that the unauthorized discIosure or use of such ConfidentiaI

Information wouId cause irreparabIe harm and significant injury, the degree of which

may be difficuIt to ascertain.

b) By discIosing the Confidential Information, NeGD does not grant any License, expIicitIy or

impIicitIy, under any trademark, patent, copyright, mask work protection right, trade

secret or any other inteIIectuaI property right. NeGD discIaims aII warranties

regarding the information, incIuding aII warranties with respect to infringement of

inteIIectuaI property rights and aII warranties as to the accuracy or utiIity of such

information.

c) In the event that the agency hereto becomes IegaIIy compeIIed to disclose any

confidentiaI information, the agency shaII give sufficient notice to the Provider to

enabIe the Provider to prevent or minimize to the extent possibIe, such discIosure

and shaII bear aII the cost and consequences arising thereof.

d) This Agreement shaII benefit and be binding upon the parties hereto and their

respective subsidiaries, affiliate’s, subcontractors, successors and assigns.

e) This Agreement shaII be governed by and construed in accordance with the Indian Iaws.

f) Notwithstanding the submission of this Agreement, in case, the Agency is seIected as

the ImpIementing Agency (IA) for DF Lab, Agency shaII enter into a Non−DiscIosure

Agreement (NDA) with NeGD.

On behaIf of [Name of the Company]

Authorised Signature [In fuII and InitiaIs]:


Name of Firm: Address:

SeaI/Stamp of Agency:

187/462 N/11/2021-NeGD

1817098/2021/NeGD

Form 6 ModeI Certificate in CompIiance to RuIe 144 (xi) of GFR 2017

Letter of ProposaI

(Company Letter head) [Date]


Subject: Submission of ModeI Certificate in compIiance of RuIe 144 (xi) of GFR 2017

Dear SirƒMadam,

I have read the cIause regarding restrictions on procurement from a bidder of a country which shares Iand border with India; I hereby certify that this bidder is not from such a country or, if from such a country, has been registered with the Competent Authority. I hereby certify that this bidder fuIfiIs aII requirements in this regard and is eligible to be considered.

I have read the cIause regarding restrictions on procurement of a bidder of a country which shares a Iand border with India and on sub−contracting to contractors from such countries; I certify that this bidder is not from such a country or, if from such a country, has been registered with the Competent Authority and wiII not sub−contract any work to a contractor from such countries unIess such contractor is registered with the Competent Authority. I hereby certify that this bidder fuIfiIs aII requirements in this regard and is eligible to be considered.

Yours sincerely,

Authorized Signature

188/462 N/11/2021-NeGD

1817098/2021/NeGD

[In fuII and initiaIs]:


Name of Firm: Address: Location:

Date

189/462 N/11/2021-NeGD

1817098/2021/NeGD

Form 7 ProposaI covering Ietter

Letter of ProposaI

(Company Ietter head) [Date]


Subject: Submission of the TechnicaI bid for <SuppIy and implementation of DF

soIutions or SuppIy and implementation of DF soIutions>

Dear Sir/Madam,

We, the undersigned, having examined the RFP, the receipt of which is hereby duIy

acknowledged, we, the undersigned, offer to meet the requirements and provide the

services as required and outlined in the RFP for the DF Project

We are hereby submitting our ProposaI, which incIudes this TechnicaI bid and the FinanciaI

Bid seaIed on the e−procurement portaI of Government of India at www.eprocure.gov.in .

We confirm that the information contained in this Response/ProposaI or any part

thereof, incIuding its exhibits, and other documents and instruments deIivered or to be

deIivered to NeGD istrue, accurate, verifiable and compIete. This response/proposaI incudes

aII information necessary to ensure that the statements therein do not in whoIe or in part

misIead the NeGD in its selection process.

We fuIIy understand and agree to compIy that on verification, if any of the information

provided here is found to be misleading the seIection process, we are IiabIe to be

dismissed from the seIection process or termination of the contract during the project, if

seIected to do so.


190/462 N/11/2021-NeGD

1817098/2021/NeGD

We undertake, if our ProposaI is accepted, to initiate the ImpIementation services

related to the assignment not Iater than the date indicated in Fact Sheet.

We understand you are not bound to accept any ProposaI you receive.

Yours sincerely,

Authorized Signature [In fuII and initiaIs]:


Name of Firm:

Address:

Location:

Date

Form B.8 : Format for Bid Securing DecIaration

Date: Tender No.

191/462 N/11/2021-NeGD

1817098/2021/NeGD

To

Director,

NeGD

4th Floor, 6 CGO Complex, Pragati

Vihar, New Delhi, Delhi 110003

Subject: Submission of Bid Securing

DecIaration. Dear Sir/Madam,

I/We. The undersigned, decIare that:

I/We understand that, according to your conditions, bids must be supported by a Bid Securing DecIaration.

I/We accept that I/We may be disqualified from bidding for any contract with you for a period of one year from the date of notification if I am /We are in a breach of any obligation under the bid conditions, because I/We

a. have withdrawn/modified/amended, impairs or derogates from the tender, my/our Bid during the period of bid vaIidity specified in the form of Bid; or

b. having been notified of the acceptance of our Bid by the purchaser during the period of bid vaIidity (i) faiI or reuse to execute the contract, if required, or (ii) faiI or refuse to furnish the Performance Security, in accordance with the Instructions to Bidders.

I/We understand this Bid Securing DecIaration shaII cease to be vaIid if I am/we are not the successfuI Bidder, upon the earIier of (i) the receipt of your notification of the name of the successfuI Bidder; or (ii) thirty days after the expiration of the validity of my/our Bid.

Signed: (Insert signature of person whose name and capacity are shown)

in the capacity of (Insert Legal capacity of person signing the Bid Securing DecIaration)

192/462 N/11/2021-NeGD

1817098/2021/NeGD

Name: (insert compIete name of person signing he Bid Securing DecIaration)

DuIy authorized to sign the bid for an on behaIf of (insert compIete name of Bidder)

Dated on day of (Insert date of signing)

Corporate SeaI (where appropriate)

193/462 N/11/2021-NeGD

1817098/2021/NeGD

Form B.8 Manufacturers'/Producers’/OEM’s Authorization Form

[This form has to be provided by the OEMs of the soIutions and the hardware proposed]

Date:

To:

Director, NeGD 4th Floor, 6 CGO Complex, Pragati Vihar, New Delhi, Delhi 110003

Sub: OEM Authorization Letter Dear Sir:

Ref: Your RFP Ref: [*] dated [*]

We who are estabIished and reputable manufacturers ƒ producers of

having factories/deveIopment facilities at (address of factory of facility) do hereby authorize M/s

(Name and address of Agent) to submit a Bid and sign the contract with you against the

above Bid Invitation.

We hereby extend our fuII guarantee and warranty for the SoIution, Products and services

as per tender conditions offered by the above firm against this Bid Invitation.

We duIy authorize the said firm to act on our behaIf in fuIfiIIing aII instaIIations, TechnicaI

support and maintenance obIigations required by the contract.

Yours faithfuIIy, (Name)

(Name of Producers/OEM)

Note: This Ietter of authority shouId be on the Letterhead of the manufacturer and shouId

194/462 N/11/2021-NeGD

1817098/2021/NeGD

be signed by a person competent and having the power of attorney to bind the

manufacturer. The Bidder in its Bid shouId include it.

195/462 N/11/2021-NeGD

1817098/2021/NeGD

Form C.1 VaIidation of the customer reference


(PIace)

(Date)

To

Director,

NeGD

4th Floor, 6 CGO Complex, Pragati Vihar, New Delhi, Delhi 110003

Sub: Project compIetion decIaration from customer name−−−−−−−−−−−−−−−−−−−−−

We confirm that based on the internaI documents, the foIIowing projects have been compIeted

as per the respective contracts and biIIed/invoiced for the services rendered as per the

respective contracts.

The referred Project

and contract

reference

Invoiced on What is

invoiced for

Duration of the

project

Signed by the Auditor/Company Secretary of the company

Designation Company SeaI

196/462 N/11/2021-NeGD

1817098/2021/NeGD

Form C.2 The customer reference for the soIution

(To be submitted separately for each of the tooIs proposed)

The Customer reference for the DF tooI

The SoIution component/tooI

The name of the soIution/tooI

The SoIution components implemented

The Operation areas, functions covered

The date of compIetion and whether in use currently

The key detaiIs of the project (the data input mechanisms, the data types, types of analysis,

depIoyment scenarios, time taken for anaIysis, data voIume handIed etc.)

Customer Information

Name of the customer

The Legal status − Listed, Private Limited or PSE or Government Department, Government Organization

Name of the person who can be referred to from customer, with name, designation, PostaI address,

Contact Phone, Fax number, E−maiI id,

Nature of business operations of customer

197/462 N/11/2021-NeGD

1817098/2021/NeGD

Form C.3 :BiII of MateriaI for DF TooIs

Sr No

Category Quantity

Software

1. Forensic Case management system 1

2. Disk Forensic Software 1

3. Imaging and Analysis of MAC / iOS based Devices 1

4. Password Recovery Software 1

5. DVR Recovery Solution 1

6. Supply of Mobile Phone Forensic System Cloud Data Analyzer

1

7. CDR Analysis Software 1

Hardware

8. Advance Mobile forensic Kit 1

9. Portable Ruggedized Forensic Workstation 1

10. Forensic Data Centre 1

11. Writeblocking Kit 1

198/462 N/11/2021-NeGD

1817098/2021/NeGD

12. Network Forensics and Analysis Toolkit 1

13. Mobile Phone Forensic System 1

14. Faraday Bags 1

15. Disk Imaging Device 1

199/462 N/11/2021-NeGD

1817098/2021/NeGD

Form C.4: BiII of MateriaI for DF− Infrastructure

Sr N

o

Item

Qua

ntit

y

Proc

urem

ent

mod

e

Roo

m

1 Tablet based Control system(iPaD)

1 Hardware E-Studio

2 Contactless Access Control Solution

1 Hardware

3 Conference Table 1 Already Available

4 Whiteboard 1 Hardware 5 65 inches LED 4K commercial

display 3 Hardware

6 Goggle Camera Full HD 2 Hardware 7 Camera (USB and HDMI, FHD,

12x Zoom, PTZ camera) 2 Hardware

8 2 x USB input and HDMI output

1 Hardware

9 Audio Conferencing System Wallmounting

1 Hardware

10 CCTV Camera 2 Hardware 11 Curved 40 inch TV 2 Hardware Immersive

Experience Room 12 2 Ethernet Switch 2 Hardware 13 Cat 6 Cabling 1 Hardware 14 Power Socket 2 Civil and Infra 15 Wearable Storage Unit 1 Civil and Infra 16 Contactless Access Control

System 1 Hardware

17 CCTV Camera 1 Hardware 18 Chairs 4 Civil Infra Isolation Room 19 UPS 1 Hardware 20 Shoe Rack 1 Civil Infra 21 Wallmount Shelf 1 Civil Infra 22 Evidence Storage Rack 1 Civil Infra 23 Clothing Rack 1 Civil Infra

200/462 N/11/2021-NeGD

1817098/2021/NeGD

24 Power Sockets 4 Hardware 25 Wallmount Donordrive shelf 1 Civil Infra 26 75"' Intelligent Interactive Panel 1 Hardware Training Room 27 Pointer 1 Hardware 28 Demo Unit table 1 Civil Infra 29 Cabinet 1 Civil Infra 30 Power Sockets 40 Hardware 31 Desktop Computers/Thin

Clients 25 Hardware

32 Base System- Presenter Tracking System (black)

1 Hardware

33 RoboSHOT 12E HDMI (black) 1 Hardware 34 AV Bridge 1 Hardware 35 HDMI and USB cables 1 Hardware 36 UPS 1 Civil Infra Server Room 37 Industrial Sockets 3 pin 16/32

Amp Civil Infra

38 Fire Safety Equipment 1 Existing Audit 39 CCTV Camera 1 Hardware 40 Contactless Access Control

Solution 1 Hardware

41 Evidence Table 1 Civil Infra IT Administrator 42 Chairs 9 Civil Infra 43 Evidence Storage Shelf 1 Civil Infra 44 Repair Work Civil Infra 46 CAT-6 Cabling Hardware 47 Wi-Fi AccessPoint 1 Hardware 48 Projector Screen 1 Hardware 49 Case Management System Table 1 Civil Infra 50 Evidence Shelf 1 Civil Infra 51 File Cabinet 1 Civil Infra 52 Centralized Display 2 Hardware 53 Access Control System 1 Hardware 54 CCTV Camera 1 Hardware 55 CCTV Camera Management

System 1 Hardware

57 Chairs 13 Civil Infra 58 Projector 1 Hardware 59 Screen 1 Hardware 60 Demo Unit table 1 Civil Infra 61 Wi-Fi Access Point 1 Hardware

201/462 N/11/2021-NeGD

1817098/2021/NeGD

63 DSP signal processor with USB , AEC for video conferencing and local enforcement, 4 inputs and

8 outputs

1 Hardware

66 HDMI, Cat6 and USB cables 1 Hardware 67 Wireless presentation device

with single USB dongle 1 Hardware

68 8x6 Seamless 4K Scaling Presentation Matrix Switcher

with built in Control processor

1 Hardware

69 Evidence Storage Shelf 1 Civil Infra Advance Forensic Room 70 Chairs 2 Civil Infra

71 Multifunction Printer 1 Hardware 72 Ehernet Switch 4 Civil Infra 73 Powersockets 8 Civil Infra 74 Computer Tables 2 Civil Infra 75 Phone 1 Hardware 76 Firesafety Equipment 1 Civil Infra 77 CCTV Camera 1 Hardware

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Form C.5:Resource Loading

1. I

ndicate aII main activities of the assignment. For phased assignments indicate activities

deIivery of reports, and benchmarks separately for each phase.

2. Duration of activities shaII be indicated in the form of a bar chart.

Team member

RoIe and expertise

Involvement during which activity

Expected duration of

invoIvement

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Form C.6 :ProfiIe of Project Team

For the experts identified as key resources as per the tender document. Provide separately

for each of the profiIes

• AII the profiIes of the proposed DF personneI shouId be given in the foIIowing format onIy:

Proposed group

“DF SME”, “Project Lead”, “Execution Team − ImpIementation, Operation & Maintenance”, “Communication Lead”, “Capacity BuiIding Team” or other as appIicabIe

Proposed RoIe in the project

Name of Company

Name of Staff

Designation

Area of Expertise

Period of association with the company

TotaI Years of Experience

NationaIity

Educational QuaIification:

Degree Obtained Institution Dates (Passing Year)

Professional Certification

Employment Record (Record of Iast 3 years):

FromƒTo Employer Last Position heId Key duties assigned

Tasks proposed to be assigned

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Project Experience:

(Work Undertaken that Best Illustrates Capability to handIe tasks assigned)

A. Name of Assignment B. Year C. Location

D. CIient E. Main project features F. Positions heId G. Activities performed

Areas of Expertise (SkiII Sets)

Domain Experience

ReguIatory Experience

ReIevant Project Citations

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Form C.7: The Project Team Structure

SI. No

Name of the Person

Designation RoIe in this project

1.

2

3.

4.

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Form C.8: Recommendation of OEM for optimaI hardware –DF

[This form has to be provided by the OEMs of the soIutions proposed]

Date:

To:

Sub: OEM Recommendation on hardware

Dear Sir:

We undertake to confirm that the foIIowing are the hardware required to operate the

TooI/soIution provided by us, at optimaI performance

TooIs/soIution Hardware

required/specifications

The performance metrics if any

Yours faithfuIIy,

(Name)

(Name of Producers/OEM)

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Form C.9 TempIate for CompIiance – DF

No. TechnicaI specifications

as appIicabIe for DF& Infrastructure as

specified in PART- I of the RFP

CompIiance

Yes/No

In built

/Customized

TooI/Component in BOM, meeting this

requirement

1.

2.

3.

4.

5.

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Form C.10 Project PIan

Project activity

TimeIines The experts involved

Number of people

Deliverable s

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Form D.1 Commercial Bid Format

PRICE SCHEDULE (DOMESTIC TENDERS - RATES ARE TO GIVEN IN RUPEES (INR) ONLY)

(This BOQ tempIate must not be modified/repIaced by the bidder and the same shouId be upIoaded after fiIIing the reIevant coIumns, eIse the bidder is IiabIe to be rejected for this tender. Bidders are aIIowed to

enter the Bidder Name and VaIues onIy) SI. Item

Description Quanti

ty Units UNIT

RATE GS

T TOTAL

AMOUNT TOTAL

AMOUNT TOTAL AMOUNT

No. In Figures To be

entered by the Bidder

in

in %

Without Taxes

With Taxes In Words

Rs. P 1 2 4 5 6 7 8 9 10

1. Implemetation Services ImpIementation services tiII

decIaration of 'Go Iive' for aII the functionsƒfeatures and moduIes as per RFP (wiII incIude deIiverabIes, documentation, testing, audit and acceptance of soIution)

3 Years

2. Operations & Maintenance - AnnuaI TechnicaI Support (ATS)

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AnnuaI TechnicaI Support (ATS) of DF SoIution Licensed

Components incIuding IT Infrastructure Licenses as

appIicabIe (per year)

3 Years

6 Operations & Maintenance - IT Infrastructure Management IT Management, operations

and maintenance of DF Lab excIuding ATS and AMC

3 Years 0 0

7 Operations & Maintenance - AnnuaI Warranty Support Services AnnuaI Warranty Support

Services for hardware IT Infra CTV DF Lab Server and

3 Years 0

Hardware Forensic TooIs (per year cost)

0

8 Operations & Maintenance - Manpower Services Man−month- Forensic Expert

Resource for DF 3 Years

Man−month- Lab Manager Resource for DF

3. Training & Capacity building DigitaI Forensic Training as

per scope mentioned in RFP for First Year This is incIusive of content

deveIopment, instructor, License's cost, OEM

Training and conduct of

3 Years

0 0

4. Infrastructure BOM 1 Tablet based Control 1 Nos

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system(iPaD)


1 Nos

3 Conference Table 1 Nos 4 Whiteboard 1 Nos

5 65 inches LED 4K commercial display

3 Nos

6 Goggle Camera Full HD 2 Nos

7 Camera (USB and HDMI, FHD, 12x Zoom, PTZ

camera)

2 Nos

8 2 x USB input and HDMI output

1 Nos

9 Audio Conferencing System Wallmounting

1 Nos

10 CCTV Camera 2 Nos 11 Curved 40 inch TV 2 Nos 12 2 Ethernet Switch 2 Nos 13 Cat 6 Cabling 1 Nos 14 Power Socket 2 Nos 15 Wearable Storage Unit 1 Nos

16 Contactless Access Control System

1 Nos

17 CCTV Camera 1 Nos 18 Chairs 4 Nos 19 UPS 1 Nos 20 Shoe Rack 1 Nos 21 Wallmount Shelf 1 Nos 22 Evidence Storage Rack 1 Nos 23 Clothing Rack 1 Nos 24 Power Sockets 4 Nos 25 Wallmount Donordrive shelf 1 Nos

26 75"' Intelligent Interactive Panel

1 Nos

27 Pointer 1 Nos

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28 Demo Unit table 1 Nos

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29 Cabinet 1 Nos

30 Power Sockets 40 Nos

31 Desktop Computers/Thin Clients

25 Nos

32 Base System- Presenter Tracking System (black)

1 Nos

33 RoboSHOT 12E HDMI (black)

1 Nos

34 AV Bridge 1 Nos 35 HDMI and USB cables 1 Nos 36 UPS 1 Nos

37 Industrial Sockets 3 pin 16/32 Amp

Nos

38 Fire Safety Equipment 1 Nos 39 CCTV Camera 1 Nos


1 Nos

41 Evidence Table 1 Nos 42 Chairs 9 Nos 43 Evidence Storage Shelf 1 Nos 44 Repair Work Nos 46 CAT-6 Cabling Nos 47 Wi-Fi AccessPoint 1 Nos 48 Projector Screen 1 Nos

49 Case Management System Table

1 Nos

50 Evidence Shelf 1 Nos 51 File Cabinet 1 Nos 52 Centralized Display 2 Nos 53 Access Control System 1 Nos 54 CCTV Camera 1 Nos 55 CCTV Camera Management 1 Nos

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System 57 Chairs 13 Nos 58 Projector 1 Nos 59 Screen 1 Nos 60 Demo Unit table 1 Nos 61 Wi-Fi Access Point 1 Nos

63 DSP signal processor with USB , AEC for video

conferencing and local enforcement, 4 inputs and 8

outputs

1 Nos

66 HDMI, Cat6 and USB cables 1 Nos

67 Wireless presentation device with single USB dongle

1 Nos

68 8x6 Seamless 4K Scaling Presentation Matrix

Switcher with built in Control processor

1 Nos

69 Evidence Storage Shelf 1 Nos 70 Chairs 2 Nos 71 Multifunction Printer 1 Nos 72 Ehernet Switch 4 Nos 73 Powersockets 8 Nos 74 Computer Tables 2 Nos 75 Phone 1 Nos 76 Firesafety Equipment 1 Nos 77 CCTV Camera 1 Nos

5. Forensic Tools BOM Software

1 Forensic Case management system

1

2 Disk Forensic Software 1

3 Imaging and Analysis of MAC / iOS based Devices

1

4 Password Recovery Software 1

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5 DVR Recovery Solution 1

6 Supply of Mobile Phone Forensic System Cloud Data Analyzer

1

7 CDR Analysis Software 1

Hardware 8 Advance Mobile Forensic Kit 1

9 Portable Ruggedized Forensic Workstation

1

10 Forensic Data Centre 1

11 Writeblocking Kit 1

12 Network Forensics and Analysis Toolkit

1

13 Mobile Phone Forensic System

1

14 Faraday Bags 1

15 Disk Imaging Device 1 TotaI in Figures

0 0 INR Zero OnIy

Quoted Rate in Words

INR Zero OnIy

• The conditions on presentation of proposals and demonstration of solutions are applicable to technical evaluation.

• The marks to be aIIocated for different parameters and the description of the parameters and the basis of evaIuation of a

technical proposaI against a specific parameter are Iisted in the tabIe in the next section.

• To qualify in the Technical proposaI, the bidder has to score a minimum of 80 marks out of the maximum of 100 marks.

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18 7100/2021/NeGD RFP PART-3 MASTER SERVICE AGREEMENT

PART-3- Master Service Agreement

Note: The Agreement only provides indicative framework for Contract

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MASTER SERVICES AGREEMENT

THIS MASTER SERVICE AGREEMENT (“Agreement”) is made on this the <***> day of <***> 20… at <***>, India.

BETWEEN

having its office at

------------------------------- India hereinafter referred to as ‘Purchaser’ / ‘Purchaser’ or ‘’, which expression shall, unless the context otherwise requires, include its permitted successors and assigns);

AND

<***>, a Company incorporated under the Companies Act, 1956, having its registered office

at <***> (hereinafter referred to as ‘the Implementation Agency/IA’ which expression

shall, unless the context otherwise requires, include its permitted successors and assigns).

Each of the parties mentioned above are collectively referred to as the ‘Parties’ and

individually as a ‘Party’.

WHEREAS:

1. Purchaser is desirous to implement the project of e-Governance for <Insert the type of project>.

2. In furtherance of the same, Purchaser undertook the selection of a suitable

Implementation Agency through a competitive bidding process for implementing the

Project and in this behalf issued Request for Proposal (RFP) dated <***> .

3. The successful bidder has been selected as the Implementation Agency on the basis

of the bid response set out as Annexure D of this Agreement, to undertake the

Project of the development and implementation of the solution, its roll out and

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1817100/2021/NeGD RFP PART-3 MASTER SERVICE AGREEMENT

sustained operations.

NOW THEREFORE, in consideration of the mutual covenants, promises, assurances,

representations and provisions set forth herein, the Parties hereto agree as follows:

1. DEFINITIONS AND INTERPRETATION

1.1 Definitions

Terms and expressions used in this Agreement (including the Introduction) shall have the

meanings set out below .

Term Meaning

Adverse Effect

Means material adverse effect on

(a) the ability of the Implementation Agency to exercise any of its

rights or perform/discharge any of its duties/obligations under and

in accordance with the provisions of this Agreement and/or (b) the legal validity, binding nature or enforceability of this

Agreement; Agreement

means this Master Services Agreement, Service Level Agreement and Non-Disclosure Agreement together with all Articles, Annexures, Schedules and the contents and specifications of the RFP;

Applicable Law(s)

means any statute, law, ordinance, notification, rule, regulation,

judgment, order, decree, bye-law, approval, directive, guideline,

policy, requirement or other governmental restriction or any similar

form of decision applicableto the relevant party and as may be in

effect on the date of the executionof this Agreement and during the

subsistence thereof, applicable to the

Project; Assets shall have the same meaning ascribed to it in Clause 10.1 (a)

Software

means the software designed, developed / customized, tested and

deployed by the Implementation Agency for the purposes of the

Project and includes the source code (in case of Bespoke

development) along with associated documentation, which is the

work product of the development efforts involved in the Project and

the improvements and enhancements effected during the term of the

Project, but does not include the third party software products

(including the COTS products used for thr product), proprietary

software components and tools deployed

by the Implementation Agency;

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Bespoke Development

Bespoke development means development of custom-built software for some specific organization.

Business Hours

shall mean the working time for Purchaser users which is 9:30 AM

to 6:30 PM. Again for Web Server and other components which

enable successfulusage of web portals of Purchaser the working time

should be considered as 24 hours for all the days of the week. It is

desired that IT maintenance, other batch processes (like backup) etc.

should be planned so that such backend activities have minimum

effect on the performance; [Note: the office time should be customize as per the requirement of the project. The purpose of putting webserver is to ensure online services (if relevant to the project) 24X7]

Certificate(s) of Compliance

shall have the same meaning ascribed to it in Clause 5.4.;

Confidential

Information

means all information including Purchaser Data (whether in written, oral, electronic or other format) which relates to the technical, financial and business affairs, dealers, suppliers, products, developments, operations,

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processes, data, trade secrets, design rights, know-how, plans,

budgets and personnel of each Party and its affiliates which is

disclosed to or otherwise learned by the other Party in the

course of or in connection with this Agreement (including

without limitation such information received during

negotiations, location visits and meetings in connection with

this Agreement);

All such information in whatever form or mode of transmission,

which is disclosed by a Party (the “Disclosing Party”) to any

other Party (the “Recipient”) in connection with the Project

during its implementation and which has been explicitly

marked as “confidential”, or when disclosed orally, has been

identified as confidential at the time of disclosure and has been

confirmed and designated in writing within <15 days> from oral

disclosure at the latest as confidential information by the

Disclosing Party, is “Confidential Information”.

Control

means, in relation to any business entity, the power of a person to secure

(i) by means of the holding of shares or the possession of voting

power in or in relation to that or any other business entity, or

(ii) by virtue of any powers conferred by the articles of

association or other document regulating that or any other

business entity, that the affairs of the first mentioned business

entity are conducted in accordance with that person’s wishes

and in relation to a partnership, means the right to a share of

more than one half of the assets, or of more than one half of

the income, of the partnership;

Deliverables

means the products, infrastructure and services agreed to be

delivered by the Implementation Agency in pursuance of the

agreement as defined more elaborately in the RFP,

Implementation and the Maintenance phases and includes all

documents related to the user manual, technical manual,

design, process and operating manuals, service mechanisms,

policies and guidelines (such as security related, data

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migration related), inter alia

payment and/or process related etc., source code and all its modifications;

Proprietary Information

shall have the same meaning ascribed to it in Clause 19.1

Effective Date shall have the same meaning ascribed to it in Clause 3.2;

Purchaser Data

means all proprietary data of the department or its nominated

agencies generated out of operations and transactions,

documents all taxpayers data and related information

including but not restricted to user data which the

Implementation Agency obtains, possesses or processes in the

context of providing the Services to the users pursuant to this Agreement;

Final Acceptance

shall be conducted on completion of the following:

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Test 1) Purchaser Data Center operational, (if applicable)

2) Deployment & operational hardware and networking at

requisitelocations,

3) UAT of the overall integrated solution and portal. Final Testing

and Certification

Agency

shall have the same meaning ascribed to it in Clause 5.4;

Force Majeure shall have the same meaning ascribed to it in Clause 16.1; Force Majeure Costs

shall have the same meaning ascribed to it in Clause 16.4 (b);

GoI means the Government of India;

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Go-Live

[Note: An objective definition of Go-Live must be customized basis the project requirements. A sample definition is provided below.}

1.1.1 (a)Subject to partial acceptance of the System as described below, Go-Live shall occur in respect of the System, when (a) the Final Acceptance Tests, as specified in the agreed and finalized project plan have been successfully completed; or (b) the Final Acceptance Tests have not been successfully completed or have not been carried out for reasons that are attributable to the Purchaser within a period of <insert days> days from the date of installation or any other agreed-upon period; or (c) the Purchaser has put the System into production or use for 60 consecutive days. If the System is put into production or use in this manner, the Implementation

Agency shall notify the Purchaser and document such use.

1.1.2 (b)At any time after any of the events set out in Clause above have occurred, the Implementation Agency may give a notice to the Purchaser requesting the issue of an Final Acceptance

Certificate.

1.1.3 (c)After consultation with the Purchaser, and within fourteen (14) days after receipt of the Implementation Agency’s notice, the Purchaser shall: (a) issue a Final Acceptance Certificate; or

(b) notify the IA in writing of any defect or deficiencies or otherreason for the failure of the Final Acceptance Tests; or (c)

issue the Operational Acceptance Certificate, if the situation covered by sub-clause (a) arises.

1.1.4

(d) The IA shall use all reasonable endeavors to promptly remedy any defect and/or deficiencies and/or other reasons for the failure of the Final Acceptance Test that the Purchaser has notified the IA of. Once such remedies have been made by the IA, the IA shall notify the Purchaser, and the Purchaser, with the full cooperation of the IA, shall use all reasonable endeavors to promptly carry out retesting of the System or Subsystem. Upon the successful conclusion of the Final Acceptance Tests, the IA shall notify the Purchaser of its request for Final Acceptance Certification, in accordance with sub clause (b) The Purchaser shall then issue to the IA the Final Acceptance Certification in accordance with subclause (c), or shall notify the IA of further defects, deficiencies, or other reasons for the failure of the Final Acceptance Test. The procedure set out in this sub-clause (d) shall be repeated, as

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necessary, until a Final Acceptance Certificate is

issued.

1.1.5

(e) If the System or Subsystem fails to pass the Final Acceptance Test(s) in accordance with these provisions, Clause 27.2, then

either: i. the Purchaser may consider terminating the Contract, pursuant to termination provisions; or (b) if the failure

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to achieve Final Acceptance within the specified time period is a result of the failure of the Purchaser to fulfill its obligations under the Contract, then the IA shall be deemed to have fulfilled its obligations with respect to the relevant technical and functionalaspects of the Agreement.

ii. If within 14 days after receipt of the IA’s notice the Project Manager fails to issue the Operational Acceptance Certificate or fails to inform the IA in writing of the justifiable reasons why the Project Manager has not issued the Operational Acceptance Certificate, the System or Subsystem shall be deemed to have been accepted as of the date of the IA’s said notice.

iii. Partial Acceptance: If so specified in the Agreement, Installation and Commissioning shall be carried out individually for each identified major component or Subsystem(s) of the System. In this event, the provisions in the Contract relating to Installation and Commissioning, including the Final Acceptance Test, shall apply to each such major component or Subsystem individually, and Operationa Acceptance Certificate(s) shall be issued accordingly for each such major component or Subsystem of the System, subject to the limitations contained in the below clause..

iv. The issuance of Final Acceptance Certificates for individual major components or Subsystems pursuantto clause a shall not relieve the IA of its obligation to obtain an Final Acceptance Certificate for the System as an integrated whole (if so specified in theAgreement) once all major components and Subsystems have been supplied, installed, tested, and commissioned.

v. In the case of minor components for the System that by their nature do not require Commissioning or an Operational Acceptance Test (e.g., minor fittings, furnishings or site works, etc.), the Project Manager shall issue a Final Acceptance Certificate within fourteen (14) days after the fittings and/or furnishings have been delivered and/or installed or the site works have been completed. The IA shall, however, use all reasonable endeavors to promptly remedy any defects or deficiencies in such minor components detected by the Purchaser or IA.

Indemnifying Party


Indemnified Party


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Intellectual

Property Rights

means all rights in written designs and copyrights, moral rights,

rights in databases and Bespoke Software / Pre-existing work

including its upgradation systems and compilation rights

(whether or not any of these are registered and including application for registration);

Escrow Agreement

An agreement that pursuant to Clause 22 provides for the regular deposit into escrow of all source code, object code, and documentation with

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respect to all public material and Service Provider’s proprietary

material (and cumulative updates thereof), together with (a)

continually updated instructions as to the

compilation,installation, configuration, deployment and use of

the Source Code, and (b) a list of all non-deposited third party

software used in conjunction with the Source Code to provide

the full functionality of the deposited materials.

[Note: insert ‘not applicable’ if there is no provision for Escrow relevant to the Agreement]

Insurance Cover

- Public liability insurance for an insured amount of INR

<insert amount> per occurrence and not less than

<insert amount> in aggregate

- Either professional indemnity or errors and omissions

insurance for an insured amount of [INR insert amount]

per occurrence and not less than [INR insert amount] in

aggregate.

- Product liability for an insured amount of [INR insert

amount] per occurrence and not less than [INR insert

amount] in aggregate.

- Workers compensation as required by law

[Note: insert amount required of any other type of insurance specified at“additional insurance” definition above]

Additional

Insurance

<insert any additional types of insurance the Service Provider

is required to maintain. Otherwise insert ‘not applicable’>

Material Breach

means a breach by either Party (Purchaser or Implementation

Agency) of any of its obligations under this Agreement which

has or is likely to have an Adverse Effect on the Project which

such Party shall have failed to cure;

Required Deliverables

shall have the same meaning ascribed to it in Annexure F of this Agreement;

Parties means Purchaser and Implementation Agency for the purposes of this Agreement and “Party” shall be interpreted accordingly;

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Performance

Guarantee

Means the guarantee provided by a Nationalized Bank in favour

of the Implementation Agency. The amount of Performance

Security shall be 10% of the overall cost of the project. This

performance security shall be valid till six months after the

completion of the project i.e years from

the date of signing of contract or for such time as is required under this Agreement;

Planned Application Downtime

means the unavailability of the application services due to maintenance activities such as configuration changes, upgradation or changes to any supporting infrastructure wherein prior intimation (at least two working

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days in advance) of such planned outage shall be given and approval sought from the Purchaser as applicable;

Planned network

outage

means the unavailability of the network services due to

infrastructure maintenance activities such as configuration

changes, upgradation or changes to any supporting

infrastructure. Prior intimation of such planned outage shall

be given and approval sought from the Purchaser as

applicable and shall be notified at least two working days;

Project means Pilot, Project Implementation (roll out) and Maintenance in terms of the Agreement;

Project Implementation

means Project Implementation as per the testing standards and acceptance criteria prescribed by Purchaser or its nominated agencies;

Project Implementation Phase

shall be from the Effective Date of the Agreement to the date of final acceptance testing & certification as set out in Clause 5.4 of thisAgreement;

Project

Implementation

Unit (PIU)

shall be constituted by Purchaser to monitor the activities,

deliverablesand progress of the Project. PIU will comprise of the

staff members of the Purchaser, other officials from concerned

department and external experts

(as defined in the RFP); Project Timelines

shall have the same meaning ascribed to in Annexure F;

Providing Party shall have the same meaning ascribed to it in Clause 12.5; Receiving Party shall have the same meaning ascribed to it in Clause 12.5;

Replacement

Implementation

Agency

means any third party that Purchaser or its nominated

agencies appoint to replace Implementation Agency upon

expiry of the Term or termination of

this Agreement to undertake the Services or part thereof;

Required

Consents

means the consents, waivers, clearances and licenses to use

Purchaser's Intellectual Property Rights, rights and other

authorizations as may be required to be obtained for the

software and other items that Purchaser or their nominated

agencies are required to make available to Implementation Agency pursuant to this Agreement;

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Services

means the services delivered to the Stakeholders of Purchaser

or its nominated agencies, employees of Purchaser or its

nominated agencies, and to professionals, using the tangible

and intangible assets created, procured, installed, managed

and operated by the Implementation Agencyincluding the tools

of information and communications technology and

includes but is not limited to the list of services specified in Annexure B;

Service Level means the level of service and other performance criteria which will apply to the Services delivered by the Implementation Agency;

SLA means the Performance and Maintenance SLA executed as part of this Master Service Agreement;

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Stakeholders

means the students, Franchisee’s, Investors, Citizens,

Purchaser or its nominated agencies, Purchaser, employees

and the Departments of State

Government; Term shall have the same meaning ascribed to it in Clause 3.1;

Third Party

Systems

means systems (or any part thereof) in which the Intellectual

Property Rights are not owned by the Purchaser or

Implementation Agency and to which Implementation Agency

has been granted a license to use and

which are used in the provision of Services; Unplanned

Application

Downtime

means the total time for all the instances where services in

the softwarerequirement specification document prepared by

the Implementation

Agency are not available for more than 5 consecutive minutes;

Network in Purchaser users refers to all the IT assets installed by the

Implementation Agency as part of the Project for networking;

Unplanned

network outage

means the total time for all the instances where services in

the softwarerequirement specification document prepared by

the Implementation

Agency are not available for more than 5 consecutive minutes;

Application means the software application developed as a part of scope of work set out in Clause 2.1(a)

Application

Downtime

means the time for which user/s is not able to access the

application. However, in calculating downtime, scheduled

downtime (for example, backup time, batch processing time,

routine maintenance time) would not be considered;

Network Uptime

Network Uptime refers to network availability between

Purchaser’s Head Quarters to Data center. “%Uptime” means

ratio of ‘up time’ (in minutes) in

a month to Total time in the month (in minutes) multiplied by 100;

Warranty / AMC Period

shall be <insert number> years from the date of successful completion /Go-live.

Safety and Security

[Note: insert any safety and security requirements additional to those specified in clause 12.4, Otherwise insert ‘not applicable’]

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1.2 Interpretation

In this Agreement, unless otherwise specified:

(a) references to Clauses, Sub-Clauses, Paragraphs, Schedules and Annexures

are to clauses, sub-clauses, paragraphs, schedules and annexures to this

Agreement;

(b) use of any gender includes the other genders;

(c) references to a ‘company’ shall be construed so as to include any company,

corporation or other body corporate, wherever and however incorporated or

established;

(d) references to a ‘person’ shall be construed so as to include any individual,

firm, company, government, state or agency of a state, local or municipal

authority or government body or any joint venture, association or

partnership (whether or not having

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separate legal personality);

(e) a reference to any statute or statutory provision shall be construed as a

reference to the same as it may have been, or may from time to time be,

amended, modified or re- enacted;

(f) any reference to a ‘day’ (including within the phrase ‘business day’) shall

mean a period of 24 hours running from midnight to midnight;

(g) references to a ‘business day’ shall be construed as a reference to a day

(other than a sunday) on which banks in the state of are generally open for

business;

(h) references to times are to Indian Standard Time; (i) a reference to any other document referred to in this Agreement is a

reference to that other document as amended, varied, novated or

supplemented at any time; and

(j) all headings and titles are inserted for convenience only. They are to be

ignored in theinterpretation of this Agreement.

(k) System integrator (SI) or Implementation Agency (IA) has been used for the same entity

i.e. bidder selected for the project.

1.3 Measurements and Arithmetic Conventions

All measurements and calculations shall be in the metric system and calculations done to

two decimal places, with the third digit of five or above being rounded up and below five

being rounded down except inmoney calculations where such amounts shall be rounded

off to the nearest INR.

1.4 Ambiguities within Agreement In case of ambiguities or discrepancies within this Agreement, the following principles shall apply:

(a) as between two Clauses of this Agreement, the provisions of a specific Clause

relevant tothe issue under consideration shall prevail over those in a general

Clause;

(b) as between the provisions of this Agreement and the Schedules/Annexures,

the Agreement shall prevail, save and except as expressly provided otherwise

in the Agreement or the Schedules/Annexures; and

(c) as between any value written in numerals and that in words, the value in

words shall prevail.

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1.5 Priority of documents This Agreement, including its Schedules and Annexures, represents the entire agreement

between the Parties as noted in this Clause. If in the event of a dispute as to the

interpretation or meaning of this Agreement it should be necessary for the Parties to refer

to documents forming part of the bidding process leading to this Agreement, then such

documents shall be relied upon and interpreted in the following descending order of

priority:

(a) This Agreement along with

(b) the SLA agreement,

(c) NDA agreement,

(d) Schedules and Annexures;

(e) the RFP along with subsequently issued corrigenda

(f) Technical and financial proposal submitted by the successful bidder, to the extent they

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along with subsequently issued clarifications furnished by the

Implementation Agency inresponse to the RFP, to the extent they are not

inconsistent with any terms of the RFP.

For the avoidance of doubt, it is expressly clarified that in the event of a conflict between

this Agreement, Annexures / Schedules or the contents of the RFP, the terms of this

Agreement shall prevail over the Annexures / Schedules and Annexures / Schedules shall

prevail over the contents and specifications of the RFP.

2. SCOPE OF THE PROJECT

The Implementation Agency shall be required to:

develop / customize and implement <Insert the details of solution>; manage and

provide technical support to the solution for the period of <insert period> years from the

date of Go-Live.

The roles and responsibilities of the Parties under this Agreement have been set out in

detail as Annexure F of this Agreement.

For the avoidance of doubt, it is expressly clarified that this Agreement shall govern the

provision of the contracted services under the SLA to the Purchaser and its nominated

agencies. It is anticipated that newor renewal agreements may be undertaken by creating

a separate SLA, with schedules and annexures asrequired, under this Agreement for each

additional engagement.

2.1 Scope of work

Detailed scope of work for the selected bidder is as follows:

1. ------------------

2. ------------------

3. ------------------

3. TERM AND DURATION OF THE AGREEMENT

This Agreement shall come into effect on <***> 201- (hereinafter the ‘Effective Date’)

and shall continue till operation and maintenance completion date which shall be the date

of the completion of the operation and maintenance to the Purchaser or its nominated

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agencies, unless terminated earlier (as per clause 14), in which case the contract will get

terminated on fulfilment of all obligations mentioned as per clause 14 and Schedule-II.

4. CONDITIONS PRECEDENT & EFFECTIVE DATE

4.1 Provisions to take effect upon fulfillment of Conditions Precedent

Subject to express terms to the contrary, the rights and obligations under this

Agreement shall take effect only upon fulfilment of all the Conditions Precedent set out

below. However, Purchaser or its nominated agencies may at any time at its sole discretion

waive fully or partially any of the Conditions Precedent for the Implementation Agency.

For the avoidance of doubt, it is expressly clarified that the obligations of the Parties

(or its nominated agencies) under this Agreement shall commence from the fulfilment of

the Conditions

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Precedent as set forth below.

4.2 a. Conditions Precedent of the Implementing Partner

The Implementation Agency shall be required to fulfill the Conditions Precedent in which is as follows:

i. to provide a Performance Security/Guarantee and other guarantees/ payments

within <21 days> of the receipt of notification of award from the purchaser; and

ii. to provide the Purchaser or its nominated agencies certified true copies of its

constitutional documents and board resolutions authorizing the execution, delivery

and performance of this Agreement by the Implementation Agency (optional).

4.2 b. Conditions Precedent of the Purchaser (needs to be customized as per project

requirement)

The Purchaser shall be required to fulfill the Conditions Precedents which are as follows:

i. Handing over of <project office> (if applicable)

ii. Necessary clearances associated with the execution of the project, unless specified

to beperformed by the IA

iii. Approval of the Project by a Competent Authority, etc

4.3 Extension of time for fulfillment of Conditions Precedent

The Parties may, by mutual agreement extend the time for fulfilling the Conditions

Precedent and theTerm of this Agreement.

4.4 Non-fulfillment of the Implementation Agency’s Conditions Precedent

(a) In the event that any of the Conditions Precedent of the Implementation

Agency have not been fulfilled within 15 days of signing of this Agreement

and the same have not been waived fully or partially by Purchaser or its

nominated agencies, this Agreement shall cease to exist;

(b) In the event that the Agreement fails to come into effect on account of non

fulfillment of the Implementation Agency’s Conditions Precedent, the

Purchaser or its nominated agencies shall not be liable in any manner

whatsoever to the Implementation Agency andthe Purchaser shall forthwith

forfeit the Earnest Money Deposit.

(c) In the event that possession of any of the Purchaser or its nominated agencies

facilities has been delivered to the Implementation Agency prior to the

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fulfillment of the Conditions Precedent, upon the termination of this

Agreement such shall immediately revert to Purchaser or its nominated

agencies, free and clear from any encumbrances or claims.

5. OBLIGATIONS UNDER THE SLA

5.1 The SLA shall be a separate contract in respect of this Agreement and shall be

entered into concurrently with this Agreement between Purchaser and

Implementation Agency;

5.2 In relation to any future SLA entered into between the Parties; each of the Parties shall observe

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and perform the obligations set out herein.

5.3 Change of Control

(a) In the event of a change of control of the Implementation Agency during the

Term, the Implementation Agency shall promptly notify Purchaser and/or its

nominated agencies of the same in the format set out as Annexure A of this

Agreement.

(b) In the event that the net worth of the surviving entity is less than that of

Implementation Agency prior to the change of control, the Purchaser or its

nominated agencies may within 30 days of becoming aware of such change

in control, require a replacement of existing Performance Guarantee

furnished by the Implementation Agency from a guarantor acceptable to the

Purchaser or its nominated agencies (which shall not be Implementation

Agency or any of its associated entities).

(c) If such a guarantee is not furnished within 30 days of the Purchaser or its

nominated agencies requiring the replacement, the Purchaser may exercise

its right to terminate the SLA and/ or this Agreement within a further 30

days by written notice, to becomeeffective as specified in such notice.

(d) Pursuant to termination, the effects of termination as set out in Clause 14 of

this Agreement shall follow.

For the avoidance of doubt, it is expressly clarified that the internal reorganization of the

Implementation Agency shall not be deemed an event of a change of control for purposes

of this Clause unless the surviving entity is of less net worth than the predecessor entity.

5.4 Final testing and certification The Project shall be governed by the mechanism of final acceptance testing and

certification to be put into place by the Purchaser and Implementation Agency as under:

(a) Final testing and certification criteria will lay down a set of guidelines

following internationally accepted norms and standards for testing and

certification for all aspects of project development and implementation

covering software, hardware and networking including the processes relating

to the design of solution architecture, design of systems and subsystems,

coding, testing, business process description, documentation, version

control, change management, security, service oriented architecture,

performance in relation to compliance with SLA metrics, interoperability,

scalability, availability and compliance with all the technical and functional

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requirements of the RFP and this Agreement;

(c) Final testing and certification criteria will be finalized from the development

stage to ensure that the guidelines are being followed and to avoid large scale

modifications pursuant to testing done after the application is fully

developed;

(d) Final testing and certification criteria will consider conducting specific tests

on the software, hardware, networking, security and all other aspects;

(e) Final testing and certification criteria will establish appropriate processes for

notifying the Implementation Agency of any deviations from the norms,

standards or guidelines at the earliest instance after taking cognizance of

the same to enable the Implementation

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Agency to take corrective action; etc.

5.5 The Parties shall each ensure that the range of the Services under the SLA shall not

be varied, reduced or increased except with the prior written agreement between

the Purchaser and Implementation Agency in accordance with the Change Control

Schedule set out in Schedule I of this Agreement. Save for the express terms of the

Terms of Payment Schedule set out as Schedule V of this Agreement, Purchaser or

its nominated agencies and its users may purchase any particular category of

Services that may become necessary as per the Change Control Schedule set out in

Schedule I of this Agreement, without the need to go for a separate procurement

process.

6. REPRESENTATIONS AND WARRANTIES

6.1 Representations and warranties of the Implementation Agency

The Implementation Agency represents and warrants to the Purchaser or its nominated

agencies that: [Note: A concept of materiality could be introduced for some of the clauses,

on request of the successfulbidder]

(a) it is duly organized and validly existing under the laws of India, and has full

power and authority to execute and perform its obligations under this

Agreement and other agreements and to carry out the transactions

contemplated hereby;

(b) it is a competent provider of a variety of information technology and business

process management services;

(c) it has taken all necessary corporate and other actions under laws applicable

to its business to authorize the execution and delivery of this Agreement and

to validly exerciseits rights and perform its obligations under this Agreement;

(d) from the Effective Date, it will have the financial standing and capacity to

undertake the Project in accordance with the terms of this Agreement;

(e) in providing the Services, it shall use reasonable endeavours not to cause

any unnecessary disruption to Purchaser's normal business operations

(f) this Agreement has been duly executed by it and constitutes a legal, valid

and binding obligation, enforceable against it in accordance with the terms

hereof, and its obligations under this Agreement shall be legally valid,

binding and enforceable against it in accordance with the terms hereof;

(g) the information furnished in the Implementation Agency’s response to the

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RFP and any subsequent clarification pertaining to the evaluation process,

furnished on or before the date of this Agreement is to the best of its

knowledge and belief true and accurate in all material respects as at the date

of this Agreement;

(h) the execution, delivery and performance of this Agreement shall not conflict

with, result inthe breach of, constitute a default by any of the terms of its

Memorandum and Articles of Association or any Applicable Laws or any

covenant, contract, agreement, arrangement, understanding, decree or order

to which it is a party or by which it or any of its properties or assets is bound

or affected;

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(i) there are no material actions, suits, proceedings, or investigations pending

or, to its knowledge, threatened against it at law or in equity before any court

or before any other judicial, quasi-judicial or other authority, the outcome of

which may result in the breach of this Agreement or which individually or in

the aggregate may result in any material impairment of its ability to perform

any of its material obligations under this Agreement;

(j) it has no knowledge of any violation or default with respect to any order, writ,

injunction or decree of any court or any legally binding order of any

Government Instrumentality which may result in any Adverse Effect on its

ability to perform its obligations under this Agreement and no fact or

circumstance exists which may give rise to such proceedings that would

adversely affect the performance of its obligations under this Agreement;

(k) it has complied with Applicable Laws in all material respects and has not

been subject to any fines, penalties, injunctive relief or any other civil or

criminal liabilities which in the aggregate have or may have an Adverse Effect

on its ability to perform its obligations under this Agreement;

(l) no representation or warranty by it contained herein or in any other

document furnished by it to Purchaser or its nominated agencies in relation

to the Required Consents contains or shall contain any untrue or misleading

statement of material fact or omits or shall omit to state a material fact

necessary to make such representation or warranty not misleading; and

(m) no sums, in cash or kind, have been paid or shall be paid, by it or on its

behalf, to any person by way of fees, commission or otherwise for entering

into this Agreement or for influencing or attempting to influence any officer

or employee of Purchaser or its nominated agencies in connection therewith.

6.2 Representations and warranties of the Purchaser or its nominated agencies Purchaser or its nominated agencies represent and warrant to the Implementation Agency that:

(a) it has full power and authority to execute, deliver and perform its obligations

under this Agreement and to carry out the transactions contemplated herein

and that it has taken allactions necessary to execute this Agreement, exercise

its rights and perform its obligations, under this Agreement and carry out the

transactions contemplated hereby;

(b) it has taken all necessary actions under Applicable Laws to authorize the

execution, delivery and performance of this Agreement and to validly exercise

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its rights and perform its obligations under this Agreement;

(c) it has the financial standing and capacity to perform its obligations under the Agreement;

(d) it is subject to the laws of India, and hereby expressly and irrevocably waives

any immunity in any jurisdiction in respect of this Agreement or matters

arising thereunder including any obligation, liability or responsibility

hereunder;

(e) this Agreement has been duly executed by it and constitutes a legal, valid

and binding obligation enforceable against it in accordance with the terms

hereof and its obligations under this Agreement shall be legally valid, binding

and enforceable against it in accordance with the terms thereof;

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(f) the execution, delivery and performance of this Agreement shall not conflict

with, result in the breach of, constitute a default under, or accelerate

performance required by any of the Applicable Laws or any covenant,

contract, agreement, arrangement, understanding, decree or order to which

it is a party or by which it or any of its properties or assets is bound or

affected;

(g) there are no actions, suits or proceedings pending or, to its knowledge,

threatened against it at law or in equity before any court or before any other

judicial, quasi-judicial or other authority, the outcome of which may result

in the default or breach of this Agreement or which individually or in the

aggregate may result in any material impairment of its ability to perform its

material (including any payment) obligations under this Agreement;

(h) it has no knowledge of any violation or default with respect to any order, writ,

injunction or any decree of any court or any legally binding order of any

Government Instrumentality which may result in any Adverse Effect on the

Purchaser or its nominated agencies ability to perform its obligations under

this Agreement and no fact or circumstance exists which may give rise to

such proceedings that would adversely affect the performance of its

obligations under this Agreement;

(i) it has complied with Applicable Laws in all material respects;

(j) all information provided by it in the RFP in connection with the Project is, to

the best of itsknowledge and belief, true and accurate in all material respects;

and

(k) upon the Implementation Agency performing the covenants herein, it shall

not at any timeduring the term hereof, interfere with peaceful exercise of the

rights and discharge of the obligations by the Implementation Agency, in

accordance with this Agreement.

7. OBLIGATIONS OF THE PURCHASER OR ITS NOMINATED AGENCIES

Without prejudice to any other undertakings or obligations of the Purchaser or its

nominated agencies under this Agreement, the Purchaser or its nominated agencies shall

perform the following:

(a) To provide any support through personnel to test the system during the Term;

(b) To provide any support through personnel and/or test data during

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development, rollout, steady state operation, as well as, for any

changes/enhancements in the system whenever required due to scope

change that may arise due to business, delivery or statutory/regulatory

reasons;

(c) Purchaser shall provide the data (including in electronic form wherever

available) to be migrated.

(d) To authorize the Implementation Agency to interact for implementation of the

Project with external entities such as the state treasury, authorized banks,

trademark database etc.

(e) Provide prompt Deliverable feedback: Within <XX working days> from the

submission of a deliverable/SLA and performance reports, the <purchaser>

shall provide a sign offs on the deliverable or its comments for changes.

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In case the <purchaser> fails to respond and provide feedback on above stated

submission, the deliverables or SLA and performance reports will be deemed

accepted. Post <xx working days> there will be no rework of the said

deliverable except, in case the purchaser has provided an alternate date for

acceptance. Any subsequent rework post acceptance / deemed acceptance

would form the subject of a formal change request under the provisions of this

Agreement.

8. OBLIGATIONS OF THE IMPLEMENTATION PARTNER

8.1 It shall provide to the Purchaser or its nominated agencies, the Deliverables as set

out in Annexure F of this Agreement.

8.2 It shall perform the Services as set out in Section 2 of this Agreement and in a good

and workmanlike manner commensurate with industry and technical standards

which are generally in effect for international projects and innovations pursuant

thereon similar to those contemplated bythis Agreement, and so as to comply with

the applicable Service Levels set out with this Agreement.

8.2 It shall ensure that the Services are being provided as per the Project Timelines

set out in the RFP.

9. APPROVALS AND REQUIRED CONSENTS

9.1 The Parties shall cooperate to procure, maintain and observe all relevant and

regulatory and governmental licenses, clearances and applicable approvals

(hereinafter the “Required Consents”) necessary for the Implementation Agency to

provide the Services. The costs of such Approvals shall be borne by the Party

normally responsible for such costs according to local custom and practice in the

locations where the Services are to be provided.

[Note: This responsibility of taking Governmental licenses, clearances and applicable

approvals requires to be explicitly worded in the Scope of work in the RFP, only then

this clause in its current shape would hold]

9.2 The Purchaser or its nominated agencies shall use reasonable endeavours to assist

Implementation Agency to obtain the Required Consents [or vice versa, depending

on the Scope of work defined in the RFP]. In the event that any Required Consent is

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not obtained, the Implementation Agency and the Purchaser or its nominated

agencies will co-operate with each other in achieving a reasonable alternative

arrangement as soon as reasonably practicable for the Purchaser or its nominated

agencies to continue to process its work with as minimal interruption to its business

operations as is commercially reasonable until such Required Consent is obtained,

provided that the Implementation Agency shall not be relieved of its obligations to

provide the Services and to achieve the Service Levels until the Required Consents

are obtained if and to the extent that the Implementation Agency’s obligations are

not dependent upon such Required Consents.

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10. USE OF ASSETS BY THE IMPLEMENTATION AGENCY

10.1 During the Term the Implementation Agency shall:

(a) take all reasonable and proper care of the entire hardware and software,

network or any other information technology infrastructure components

used for the Project and other facilities leased / owned / operated by the

Implementation Agency exclusively in terms of ensuring their usability for

the delivery of the Services as per this Agreement (hereinafter the “Assets”)

in proportion to their use and control of such Assets; and

(f) keep all the tangible Assets in as good and serviceable condition (reasonable

wear and tear excepted) as at the date the Implementation Agency takes

control of and/or first uses the Assets and during the entire Term of the

Agreement.

(c) ensure that any instructions or manuals supplied by the manufacturer of the

Assets for use of the Assets and which are provided to the Implementation

Agency will be followed by the Implementation Agency and any person who

will be responsible for the use of the Assets;

(d) take such steps as may be properly recommended by the manufacturer of

the Assets and notified to the Implementation Agency or as may, in the

reasonable opinion of the Implementation Agency, be necessary to use the

Assets in a safe manner;

(e) ensure that the Assets that are under the control of the Implementation

Agency, are kept suitably housed and in conformity with Applicable Law;

(f) procure permission from the Purchaser or its nominated agencies and any

persons duly authorized by them to enter any land or premises on which the

Assets are for the time being sited so as to inspect the same, subject to any

reasonable third party requirements;

(g) not knowingly or negligently use or permit any of the Assets to be used in

contraventionof any statutory provisions or regulation or in any way contrary

to Applicable Law.

11. ACCESS TO THE PURCHASER OR ITS NOMINATED AGENCIES LOCATIONS

11.1 For so long as the Implementation Agency provides services to the Purchaser or its

nominated agencies location, as the case may be, on a non-permanent basis and to

the extent necessary, the Purchaser as the case may be or its nominated agencies

shall, subject to compliance by the Implementation Agency with any safety and

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security guidelines which may be provided by the Purchaser as the case may be or

its nominated agencies and notified to the Implementation Agency in writing,

provide the Implementation Agency with:

(a) reasonable access, in the same manner granted to the Purchaser or its

nominated agencies employees, to the Purchaser as the case may be location

twenty-four hours a day, seven days a week;

(b) reasonable work space, access to office equipment as mutually agreed and

other related support services in such location and at such other the

Purchaser as the case may be location, if any, as may be reasonably

necessary for the Implementation Agency to perform its obligations

hereunder and under the SLA.

11.2 Access to locations, office equipments and services shall be made available to the

Implementation Agency < on an “as is, where is” basis / in appropriate working

condition (as per

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scope of work defined in the tender)> by the Purchaser as the case may be or its

nominated agencies. The Implementation Agency agrees to ensure that its

employees, agents and contractors shall not use the location, services and

equipment referred to in RFP for the following purposes:

(a) for the transmission of any material which is defamatory, offensive or abusive

or of an obscene or menacing character; or

(b) in a manner which constitutes a violation or infringement of the rights of any

person, firm or company (including but not limited to rights of copyright or

confidentiality).

12. MANAGEMENT PHASE

12.1 Governance

The review and management process of this Agreement shall be carried out in

accordance with the Governance Schedule set out in Schedule V of this Agreement

and shall cover all the management aspects of the Project.

12.2 Use of Services (a) The Purchaser as the case may be or its nominated agencies, will undertake

and use the Services in accordance with any instructions or procedures as

per the acceptance criteria as set out in the SLA or this Agreement or any

agreement that may be entered into between the Parties from time to time;

(b) The Purchaser as the case may be or its nominated agencies shall be

responsible for theoperation and use of the Deliverables resulting from the

Services.

12.3 Changes Unless expressly dealt with elsewhere in this Agreement, any changes under or to

this Agreement or under or to the SLA shall be dealt with in accordance with the

Change Control Schedule set out in Schedule I of this Agreement.

12.4 Security And Safety (a) The Implementation Agency shall comply with the technical requirements of

the relevant security, safety and other requirements specified in the

Information Technology Act or Telegraph Act including the regulations issued

by dept. of telecom (wherever applicable), IT Security Manual of the

Purchaser as specifically stated in the RFP and follow the industry standards

related to safety and security (including those as stated in the RFP), insofar

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as it applies to the provision of the Services.

(b) Each Party to the SLA/Agreement shall also comply with Purchaser or the

Government of India, and the respective State’s security standards and

policies in force from time to time at each location of which Purchaser or its

nominated agencies make the Implementation Agency aware in writing

insofar as the same apply to the provision of the Services.

(c) The Parties to the SLA/Agreement shall use reasonable endeavours to report

forthwith in writing to each other all identified attempts (whether successful

or not) by unauthorized persons (including unauthorized persons who are

employees of any Party) either to gain access to or interfere with the

Purchaser as the case may be or any of their nominees data, facilities or

Confidential Information.

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(d) The Implementation Agency shall upon reasonable request by the Purchaser

as the case may be or their nominee(s) participate in regular meetings when

safety and information technology security matters are reviewed.

(e) As per the provisions of the SLA or this Agreement, the Implementation

Agency shall promptly report in writing to the Purchaser or its nominated

agencies, any act or omission which they are aware that could have an

adverse effect on the proper conduct of safety and information technology

security at the facilities of Purchaser as the case may be.

12.5 Cooperation Except as otherwise provided elsewhere in this Agreement or the SLA, each Party

(“Providing Party”) to this Agreement or to the SLA undertakes promptly to provide

the other Party (“Receiving Party”) with all such information and co-operation

which the Receiving Party reasonably requests, provided that such information and

co-operation:

(a) does not require material expenditure by the Providing Party to provide the same;

(b) is reasonably required by the Receiving Party in order for it to comply with

its obligationsunder this Agreement or the SLA;

(c) cannot be construed to be Confidential Information; and

(d) is capable of being provided by the Providing Party.

Further, each Party agrees to co-operate with the contractors and subcontractors

of the other Party as reasonably requested in order to accomplish the purposes of

this Agreement.

13. FINANCIAL MATTERS

13.1 Terms of Payment

(a) In consideration of the Services and subject to the provisions of this

Agreement and of the SLA, the Purchaser shall pay the Implementation

Agency for the Services rendered in pursuance of this agreement, in

accordance with the Terms of Payment Schedule set out as Schedule V of this

Agreement.

(b) Payments shall be subject to the application of liquidated damages (for

period prior to “Go Live”) or SLA penalties and its adjustments/corrections

(for post “Go-Live”)as may beprovided for in the Agreement and the SLA from

the relevant milestone(s),

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[Note:The Purchaser (on request from successful bidders) can look at having a

separate mechanism for settling penalties/ service credits rather than the set

off against the invoiceas this could revenue recognition issues. However, the

successful bidder has to ensure that such settlement happens within a

stipulated timeframe]

(c) Save and except as otherwise provided for herein or as agreed between the

Parties in writing, the Purchaser shall not be required to make any payments

in respect of the Services (or, without limitation to the foregoing, in respect

of the Implementation Agency performance of any obligations under this

Agreement or the SLA) other than those covered in Schedule V of this

Agreement. For the avoidance of doubt, it is expressly clarified that the

payments shall be deemed to include all ancillary and incidental costs and

charges arising in the course of delivery of the Services including consultancy

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charges, infrastructure costs, project costs, implementation and

management charges and all other related costs including taxes which are

addressed in this Clause.

13.2 Invoicing and Settlement (a) Subject to the specific terms of the Agreement and the SLA, the

Implementation Agency shall submit its invoices in accordance with the

following principles:

(i) The Purchaser shall be invoiced by the Implementation Agency for the

Services. Generally, and unless otherwise agreed in writing between the

Parties or expressly set out in the SLA, the Implementation Agency shall

raise an invoice as per Schedule V of this Agreement; and

(ii) Any invoice presented in accordance with this Clause shall be in a

form agreedwith the Purchaser.

(b) The Implementation Agency alone shall invoice all payments after receiving

due approval of completion of payment milestone from the competent

authority. Such invoices shall be accurate with all adjustments or changes

in the terms of payment as stated in Schedule V of this Agreement. The

Implementation Agency shall waive any charge for a Service that is not

invoiced within six months after the end of the month in which the change

relatingto such Service is (i) authorized or (ii) incurred, whichever is later.

(c) Payment shall be made within <30 working days> of the receipt of invoice

along with supporting documents by the Purchaser subject to deduction of

applicable liquidated damages (till “Go Live”) or SLA penalties (post “Go Live”)

. The penalties are imposed on the vendor as per the SLA criteria specified

in the SLA. In the event of delay in payment of undisputed amount beyond

<30 working days>, Implementation Agency shall be entitled to a late

payment interest of <Specify rate of Interest> per annum from the dateof

completion of <30 working days> after submission of invoice. This interest is

subject toa limit of <10%> of the total contract value.

(d) The Purchaser shall be entitled to delay or withhold payment of any invoice

or part of it delivered by the Implementation Agency under Schedule V of this

Agreement where the Purchaser disputes/witholds such invoice or part of it

provided that such dispute is bona fide. , The withheld amount shall be

limited to that which is in dispute. The disputed / witheld amount shall be

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settled in accordance with the escalation procedure as set out in Schedule V

of this Agreement. Any exercise by the Purchaser under this Clause shall not

entitle the Implementation Agency to delay or withhold provision of the

Services.

(e) Exchange rate variation:

[Option 1]The prices in this Agreement are based upon an exchange rate of

Indian Rupee <exchange rate> to one (1) USD ("Base Rate") as on <base

date>. The Parties agree to mutually review the Base Rate at the time of issue

of invoice, using the daily exchange rate published in Reserve Bank of India

(the "Exchange Rate"). The rates of exchange used for price adjustments shall

be calculated to four (4) decimal places. In the event that the daily

Exchange Rate for the day preceding the day of billing has fluctuated

beyond < percentage threshhold>%(mutually decided) relative to the base

rate, the Parties agree that

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18

2.


the Implementation Agency and Purchaser will have the right to adjust the

price accordingly. Any increase or decrease in customs duty by reason of the

variation in the rate of exchange in terms of the contract will be to the

Implementation Agency’s account. In case delivery period is refixed/

extended, ERV will not be admissible, if this is due to default of the

Implementation Agency.

The following documents should be furnished by the supplier for claiming

exchange rate variation:

(i) A bill of exchange rate variation claim enclosing working sheet

(ii) Banker’s certificate/debit advice detailing foreign exchange paid, date of

remittance and Exchange Rate

(iii) Copies of import order placed on supplier

(iv) Invoice of supplier for the relevant import order

[Option 2:]To work out the variation due to changes (if any) in the exchange rate(s), the base date for this purpose will be the due date of opening of tenders/seven days prior to the due date of opening of tenders (the purchase organization is to decide and adopt a particular suitable date). The variation reimbursed to the vendor shall be calculated on the difference between (a) the invoice value based on the previous three months average exchange

rate; and (b) invoice value based on the price quoted by the vendor on the bid submission date. The applicable exchange rates as above will be according to the TT Selling Rates of Exchange as quoted by authorized Exchange Bankers approved by the Reserve Bank of India on the dates in question. No variation in price in this regard will be allowed if the variation in the rate of exchange remains within the limit of plus/minus <2.5> percent. Any increase or decrease in the Customs Duty by reason of the variation in the rate of exchange in terms of the contract will be to the buyer’s account. In case Delivery periodis refixed/ extended, ERV will not be admissible, if this is due to default of the supplier.

[Note:

1. 1. The exchange rate variation clause in 13.2(f) shall be retained only

For projects involving hardware procurement, wherein period of

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implementation/ Go-Live Date is beyond a period of one (1) year from

Effective Date.

2. At the time of executing the agreement the Purchaser shall specify the

exchange rate and the base date, which shall be either the due date of

opening of tenders/seven days prior to the due date of opening of

tenders

3. The applicable exchange rates will be according to the TT Selling

Rates of Exchange as quoted by authorized Exchange Bankers

approved by theReserve Bank of India.]

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(f) The Implementation Agency shall be solely responsible to make payment

to its subcontractors.

13.3 Tax

(a) The Purchaser or its nominated agencies shall be responsible for withholding

taxes from the amounts due and payable to the Implementation Agency

wherever applicable. The Implementation Agency shall pay for all other taxes

in connection with this Agreement, SLA, scope of work and any other

engagement required to be undertaken as a part of this Agreement, including,

but not limited to, property, sales, use, excise, value-added, goods and

services, consumption and other similar taxes or duties.

(b) The Purchaser or its nominated agencies shall provide Implementation

Agency with the original tax receipt of any withholding taxes paid by

Purchaser or its nominated agencies on payments under this Agreement.

The Implementation Agency agrees to reimburseand hold the Purchaser or

its nominated agencies harmless from any deficiency includingpenalties and

interest relating to taxes that are its responsibility under this paragraph. For

purposes of this Agreement, taxes shall include taxes incurred on

transactions between and among the Purchaser or its nominated agencies,

the Implementation Agency and third party subcontractors.

(c) If, after the date of this Agreement, there is any change of rate of levy under

the existing applicable laws of India with respect to taxes and duties, which

are directly payable by the Purchaser for providing the goods and services

i.e. service tax or any such other applicable tax from time to time, which

increase or decreases the cost incurred by the Implementation Agency in

performing the Services, then the remuneration and reimbursable expense

otherwise payable to the Implementation Agency under this Agreement shall

be increased or decreased accordingly by correspondence between the Parties

hereto, and corresponding adjustments shall be made to the ceiling amounts

specified in Schedule V. However, in case of any new or fresh tax or levy

imposed after submission of the proposal the Implementation Agency shall

be entitled to reimbursementon submission of proof of payment of such tax

or levy.

(d) The Parties shall cooperate to enable each Party to accurately determine its

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own tax liability and to minimize such liability to the extent legally

permissible. In connection therewith, the Parties shall provide each other

with the following:

(i) any resale certificates;

(ii) any relevant information regarding out-of-state or use of materials,

equipment or services; and

(iii) any direct pay permits, exemption certificates or information

reasonably requested by the other Party.

14. TERMINATION

14.1 FOR MATERIAL BREACH

(a) In the event that either Party believes that the other Party is in Material Breach of its

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obligations under this Agreement, such aggrieved Party may terminate this

Agreement upon giving a one month’s notice for curing the Material Breach

to the other Party. In case the Material Breach continues, after the notice

period, the Purchaser or Implementation Agency, as the case may be will

have the option to terminate the Agreement. Any notice served pursuant to

this Clause shall give reasonable details of the Material Breach, which could

include the following events and the termination will become effective:

(i) If the Implementation Agency is not able to deliver the services as per

the SLAs defined in RFP which translates into Material Breach, then

the Purchaser may serve 30 days written notice for curing this

Material Breach. In case the Material Breach continues, after the

expiry of such notice period, the Purchaser will have the option to

terminate this Agreement. Further, the Purchaser may offer a

reasonable opportunity to the Implementation Agency to explain the

circumstances leading to such a breach.

(ii) If there is a Material Breach by the Purchaser or its nominated

agencies which results in not providing support for effecting data

migration or not providing the certification of User Acceptance then

the Implementation Agency will give a one month’s notice for curing

the Material Breach to the Purchaser. After the expiry ofsuch notice

period, the Implementation Agency will have the option to terminate

the Agreement.

(b) The Purchaser may by giving a one month’s written notice, terminate this

Agreement if a change of control of the Implementation Agency has taken

place. For the purposes of thisClause, in the case of Implementation Agency,

change of control shall mean the events stated in Clause 5.3, and such notice

shall become effective at the end of the notice period as set out in Clause 5.3

(c).

(c) In the event that Implementation Agency undergoes such a change of control,

Purchaser may, as an alternative to termination, require a full Performance

Guarantee for the obligations of Implementation Agency by a guarantor

acceptable to Purchaser or its nominated agencies. If such a guarantee is not

furnished within 30 days of Purchaser’s demand, the Purchaser may exercise

its right to terminate this Agreement in accordance with this Clause by giving

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15 days further written notice to the Implementation Agency.

(d) The termination provisions set out in this Clause shall apply mutatis mutandis to the SLA.

14.2 TERMINATION FOR CONVENIENCE

14.2.1 The Purchaser may at any time terminate the Contract for any reason by giving the

IA a notice oftermination that refers to this clause.

14.2.2 Upon receipt of the notice of termination under this clause, the IA shall either

as soon as reasonably practical or upon the date specified in the notice of termination:

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(a) cease all further work, except for such work as the Purchaser may specify in the

notice of termination for the sole purpose of protecting that part of the System

already executed, or any work required to leave the site in a clean and safe

condition;

(b) terminate all subcontracts, except those to be assigned to the Purchaser pursuant to Clause

14.2.2 (d) (ii) below;

(c) remove all IA’s Equipment from the site, repatriate the IA’s and its

Subcontractors’ personnel from the site, remove from the site any wreckage,

rubbish, and debris of any kind;

(d) in addition, the IA shall:

(i) deliver to the Purchaser the parts of the System executed by the IA up to

the date of termination;

(ii) to the extent legally possible, assign to the Purchaser all right, title, and

benefit of the IA to the System, or Subsystem, as at the date of termination,

and, as may be required by the Purchaser, in any subcontracts concluded

between the IA and its Subcontractors;

(iii) deliver to the Purchaser all non-proprietary drawings, specifications, and

other documents prepared by the IA or its Subcontractors as of the date of

termination in connection with the System.

14.3 Effects of termination

(a) In the event that Purchaser terminates this Agreement pursuant to failure

on the part of the Implementation Agency to comply with the conditions as

contained in this Clause anddepending on the event of default, Performance

Guarantee furnished by Implementation Agency may be forfeited.

(b) Upon termination of this Agreement, the Parties will comply with the Exit

Management Schedule set out as Schedule III of this Agreement.

(c) In the event that Purchaser or the Implementation Agency terminates this

Agreement, the compensation will be decided in accordance with the Terms

of Payment Schedule set out as Schedule V of this Agreement.

(d) Purchaser agrees to pay Implementation Agency for i) all charges for Services

Implementation Agency provides and any Deliverables and/or system (or part

thereof) Implementation Agency delivers through termination and any

charges at the tendered rate, for extension period beyond termination as

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decided by the Nodal Agency as per Schedule 2, Clause 2.2 and ii)

reimbursable expenses Implementation Agency incurs through termination.

(e) If Purchaser terminates without cause, Purchaser also agrees to pay any

applicable adjustment expenses to Implementation Agency incurs as a result

of such termination (which Implementation Agency will take reasonable steps

to mitigate.

(f) In the event of termination of the Contract under 14.2, the Purchaser shall

pay to the IA the following amounts:

(i) the Contract Price, properly attributable to the parts of the System

executed by the IA as of the date of termination;

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(ii) the costs reasonably incurred by the IA in the removal of the IA’s

Equipment from the site and in the repatriation of the IA’s and its

Subcontractors’ personnel;

(iii) any amount to be paid by the IA to its Subcontractors in connection with

the termination of any subcontracts, including any cancellation charges;

(iv) costs incurred by the IA in protecting the System and leaving the site in

a clean and safe condition pursuant to Clause 14.2; and

(v) the cost of satisfying all other obligations, commitments, and claims that

the IA may ingood faith have undertaken with third parties in connection

with the Contract and that are not covered by Clauses 14.3 (d) above.

14.4 Termination of this Agreement due to bankruptcy of Implementation Agency

The Purchaser may serve written notice on Implementation Agency at any time to

terminate this Agreement with immediate effect in the event that the

Implementation Agency reporting an apprehension of bankruptcy to the Purchaser

or its nominated agencies

15. INDEMNIFICATION & LIMITATION OF LIABILITY

15.1 Subject to Clause 15.4 below, Implementation Agency (the "Indemnifying Party")

undertakes to indemnify, hold harmless the Purchaser (the "Indemnified Party") from and

against all claims, liabilities, losses, expenses (including reasonable attorneys' fees), fines,

penalties, taxes or damages (Collectively “Loss”) on account of bodily injury, death or

damage to tangible personal property arising in favour of any person, corporation or other

entity (including the Indemnified Party) attributable to the Indemnifying Party's negligence

or willful default in performance or non-performance under this Agreement.

15.2 If the Indemnified Party promptly notifies Indemnifying Party in writing of a third

party claim against Indemnified Party that any Service provided by the Indemnifying Party

infringes a copyright, trade secret or patents incorporated in India of any third party,

Indemnifying Party will defend such claim at its expense and will pay any costs or damages,

that may be finally awarded against Indemnified Party.

15.3 Indemnifying Party will not indemnify the Indemnified Party, however, if the claim

of infringementis caused by

a) Indemnified Party’s misuse or modification of the Service;

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b) Indemnified Party’s failure to use corrections or enhancements made available

by theIndemnifying Party;

c) Indemnified Party’s use of the Service in combination with any product or

information not owned or developed by Indemnifying Party;

However, if any service, information, direction, specification or materials provided by

Indemnified Party or any third party contracted to it, is or likely to be held to be

infringing, Indemnifying Party shall at its expense and option either

i. Procure the right for Indemnified Party to continue using it

ii. Replace it with a noninfringing equivalent

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iii. Modify it to make it non infringing.

The foregoing remedies constitute Indemnified Party’s sole and exclusive remedies and

IndemnifyingParty’s entire liability with respect to infringement.

15.4 The indemnities set out in Clause 15 shall be subject to the following conditions:

(i) the Indemnified Party as promptly as practicable informs the Indemnifying

Party in writingof the claim or proceedings and provides all relevant evidence,

documentary or otherwise;

(ii) the Indemnified Party shall, at the cost of the Indemnifying Party, give the

Indemnifying Party all reasonable assistance in the Defense of such claim

including reasonable access to all relevant information, documentation and

personnel provided that the Indemnified Party may, at its sole cost and

expense, reasonably participate, through its attorneys or otherwise, in such

Defense;

(iii) if the Indemnifying Party does not assume full control over the Defense of a

claim as provided in this Article, the Indemnifying Party may participate in

such Defense at its sole cost and expense, and the Indemnified Party will

have the right to defend the claim in such manner as it may deem

appropriate, and the cost and expense of the Indemnified Party will be

included in Losses;

(iv) the Indemnified Party shall not prejudice, pay or accept any proceedings or

claim, or compromise any proceedings or claim, without the written consent

of the Indemnifying Party;

(v) all settlements of claims subject to indemnification under this Clause will:

a. be entered into only with the consent of the Indemnified Party, which

consent will not be unreasonably withheld and include an unconditional

release to the Indemnified Party from the claimant or plaintiff for all

liability in respect of such claim; and

b. include any appropriate confidentiality agreement prohibiting disclosure

of the terms of such settlement;

(vi) the Indemnified Party shall account to the Indemnifying Party for all awards,

settlements, damages and costs (if any) finally awarded in favour of the

Indemnified Party which are tobe paid to it in connection with any such claim

or proceedings;

(vii) the Indemnified Party shall take steps that the Indemnifying Party may

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reasonably requireto mitigate or reduce its loss as a result of such a claim or

proceedings;

(viii) in the event that the Indemnifying Party is obligated to indemnify an

Indemnified Party pursuant to this Article, the Indemnifying Party will, upon

payment of such indemnity in full, be subrogated to all rights and defenses

of the Indemnified Party with respect to the claims to which such

indemnification relates; and

(ix) if a Party makes a claim under the indemnity set out under Clause 15.1 above

in respect of any particular Loss or Losses, then that Party shall not be

entitled to make any further claim in respect of that Loss or Losses (including

any claim for damages).

15.5 The liability of either Party (whether in contract, tort, negligence, strict liability in

tort, by statute or

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otherwise) for any claim in any manner related to this Agreement, including the work,

deliverables or Services covered by this Agreement, shall be the payment of direct damages

only which shall in no event exceed one time the total contract value payable under this

Agreement. The liability cap given under this Clause shall not be applicable to the

indemnification obligations set out in Clause 15 and breach of Clause 12.4 and 17.

15.6 In no event shall either party be liable for any consequential, incidental, indirect,

special or punitive damage, loss or expenses (including but not limited to business

interruption, lost business, lost profits, or lost savings) nor for any third party claims (other

than those set-forth in Clause 15.1) even if it has been advised of their possible existence.

15.7 The allocations of liability in this Section 15 represent the agreed and bargained-

for understanding of the parties and compensation for the Services reflects such

allocations. Each Party has a duty to mitigate the damages and any amounts payable

under an indemnity that would otherwise be recoverable from the other Party pursuant to

this Agreement by taking appropriate and commercially reasonable actions to reduce or

limit the amount of such damages or amounts.

16. FORCE MAJEURE

16.1 Definition of Force Majeure

“Force Majeure” shall mean any event beyond the reasonable control of the Purchaser or of the Supplier, as the case may be, and which is unavoidable notwithstanding the reasonable care of the party affected.

16.2 Force Majeure events

A Force Majeure shall include, without limitation, the following:

a. war, hostilities, or warlike operations (whether a state of war be declared or not),

invasion, act of foreign enemy, and civil war;

b. strike, sabotage, lockout, embargo, import restriction, port congestion, lack of usual

means of public transportation and communication, industrial dispute, shipwreck,

shortage or restriction of power supply, epidemics, quarantine, and plague;

c. earthquake, landslide, volcanic activity, fire, flood or inundation, tidal wave,

typhoon or cyclone, hurricane, storm, lightning, or other inclement weather

condition, nuclear and pressure waves, or other natural or physical disaster;

16.2.1 If either party is prevented, hindered, or delayed from or in performing any of its

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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 of the event of

Force Majeure within fourteen (14) days after the occurrence of such event.

16.2.2 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 forachieving Final Acceptance shall be extended.

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16.2.3 The party or parties affected by the event of Force Majeure shall use reasonable

efforts to mitigate the effect of the event of Force Majeure upon its or their performance of

the Contract and to fulfill its or their obligations under the Contract, but without prejudice

to either party’s right to terminate the Contract under Clause 16.

16.2.4 No delay or nonperformance by either party to this Contract caused by the

occurrence of anyevent of Force Majeure shall:

(a) constitute a default or breach of the Contract;

(b) give rise to any claim for damages or additional cost or expense occasioned by

the delay or nonperformance,

if, and to the extent that, such delay or non-performance is caused by the occurrence of

an event of ForceMajeure.

16.2.5 If the performance of the Contract is substantially prevented, hindered, or delayed

for a single period of more than sixty (60) days on account of one or more events of

Force Majeure during the time period covered by the Contract, the parties will

attempt to develop a mutually satisfactory solution, failing which, either party may

terminate the Contract by giving a notice to the other.

16.2.6 In the event of termination pursuant to Clause 16, the rights and obligations of the

Purchaser andthe Supplier shall be as specified in the clause titled Termination.

16.2.7 Notwithstanding Clause 16.2.4, Force Majeure shall not apply to any obligation of

the Purchaser to make payments to the Supplier under this Contract.

16.2.8 For the avoidance of doubt, it is expressly clarified that the failure on the part of

the Implementation Agency under this Agreement or the SLA to implement any

disaster contingency planning and back-up and other data safeguards in

accordance with the terms of this Agreement or the SLA against natural disaster,

fire, sabotage or other similar occurrence shall not be deemed to be a Force Majeure

event. For the avoidance of doubt, it is further clarified that any negligence in

performance of Services which directly causes any breach of security like hacking

aren’t the forces of nature and hence wouldn’t be qualified under the definition of

“Force Majeure”. In so far as applicable to the performance of Services, Service

Provider will be solely responsible to complete the risk assessment and ensure

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implementation of adequate security hygiene, best practices, processes and

technology to prevent any breach of security and any resulting liability therefrom

(wherever applicable).

17. CONFIDENTIALITY

17.1 The Purchaser or its nominated agencies shall allow the Implementation Agency to

review and utilize highly confidential public records and the Implementation Agency

shall maintain the highestlevel of secrecy, confidentiality and privacy with regard

thereto.

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17.2 Additionally, the Implementation Agency shall keep confidential all the details and

information with regard to the Project, including systems, facilities, operations,

management and maintenance of the systems/facilities.

17.3 The Purchaser or its nominated agencies shall retain all rights to prevent, stop

and if required take the necessary punitive action against the Implementation

Agency regarding any forbidden disclosure.

17.4 The Implementation Agency shall ensure that all its employees, agents and sub-

contractors involved in the project, execute individual non-disclosure agreements,

which have been duly approved by the Purchaser with respect to this Project. The

implementing agency may submit a declaration that it has obtained the NDA from

its employees. However, if the project is critical in nature, IA may get NDAs signed

from every resource involved in the project and submit it to purchaser (Optional).

For the avoidance of doubt, it is expressly clarified that the aforesaid provisions

shall not apply to the following information:

(a) information already available in the public domain;

(b) information which has been developed independently by the Implementation Agency;

(c) information which has been received from a third party who had the right

to disclose theaforesaid information;

(d) Information which has been disclosed to the public pursuant to a court order.

17.5 To the extent the Implementation Agency shares its confidential or propriteray

information with the Purchaser for effective performance of the Services, the

provisions of the Clause 17.1 to 17.3 shall apply mutatis mutandis on the Purchaser

or its nominated agencies.

17.6 Any handover of the confidential information needs to be maintained in a list, both

by Purchaser & SI, containing at the very minimum, the name of provider,

receipient, date of generation of the data, date of handing over of data, mode of

information, purpose and signatures of both parties.

17.7 Notwithstanding anything to the contrary mentioned hereinabove, the

Implementation Agency shall have the right to share the Letter of Intent / work

order provided to it by the Purchaser in relation to this Agreement, with it’s

prospective purchasers solely for the purpose of and with the intent to evidence and

support its work experience under this Agreement.

18. AUDIT, ACCESS AND REPORTING

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The Implementation Agency shall allow access to the Purchaser or its nominated agencies

to all information which is in the possession or control of the Implementation Agency and

which relates to the provision of the Services as set out in the Audit, Access and Reporting

Schedule and which is reasonably required by the Purchaser to comply with the terms of

the Audit, Access and Reporting Schedule set out as Schedule III of this Agreement.

19. INTELLECTUAL PROPERTY RIGHTS

19.1 Products and fixes: All products and related solutions and fixes provided pursuant

to this Agreement shall be licensed according to the terms of the license agreement

packaged with or otherwise applicable to such product, the ownership of which shall

continue to vest with the product owner. Implementation Agency would be responsible for

arranging any licenses associated with products.

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“Product” means any computer code, web-based services, or materials comprising

commercially released, pre-release or beta products (whether licensed for a fee or no

charge) and any derivatives of the foregoing which are made available to Purchaser for

license which is published by product owner orits affiliates, or a third party. “Fixes” means

product fixes that are either released generally (such as commercial product service packs)

or that are provided to you when performing services (such as workarounds, patches, bug

fixes, beta fixes and beta builds) and any derivatives of the foregoing.

19.2 Bespoke development: Subject to the provisions of Clause 19.3 and 19.4 below,

upon payment, the IPR rights for any bespoke development done during the

implementation of the project will lie exclusively with the Purchaser.

19.3 Pre-existing work: All IPR including the source code and materials developed or

otherwise obtained independently of the efforts of a Party under this Agreement (“pre-

existing work”) including anyenhancement or modification thereto shall remain the sole

property of that Party. During the performanceof the services for this agreement, each

party grants to the other party (and their sub-contractors as necessary) a non-exclusive

license to use, reproduce and modify any of its pre-existing work provided to the other

party solely for the performance of such services for duration of the Term of this Agreement.

Except as may be otherwise explicitly agreed to in a statement of services, upon payment

in full, the Implementation Agency should grant Purchaser a non-exclusive, perpetual,

fully paid-up license to use the pre-existing work in the form delivered to Purchaser as

part of the service or deliverables only for its internal business operations. Under such

license, either of parties will have no right to sell the pre-existingwork of the other party to

a Third Party. Purchaser’s license to pre-existing work is conditioned upon its compliance

with the terms of this Agreement and the perpetual license applies solely to the pre-existing

work that bidder leaves with Purchaser at the conclusion of performance of the services.

19.4 Residuals: In no event shall Implementation Agency be precluded from

independently developing for itself, or for others, anything, whether in tangible or non-

tangible form, which is competitive with, or similar to, the deliverables, set-out in this

Agreement or Annexure. In addition, subject to the confidentiality obligations,

Implementation Agency shall be free to use its general knowledge, skills and experience,

and any ideas, concepts, know-how, and techniques that are acquired or used in the

course of providing the Services.

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20. WARRANTY & MAINTENANCE

20.1 Standard: The Implementation Agency warrants that the Project, including all the

system(s), materials and goods supplied pursuant to the Agreement, shall be free from

any defect or deficiency in

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the material, design, engineering, and workmanship that prevent the system and/or any

of its systems(s) from fulfilling the technical requirements or that limit in a material fashion

the performance, reliability, or extensibility of the system and/or any of its sub-system(s).

Commercial warranty provisions of products supplied under the Agreement shall apply to

the extent they do not conflict with the provisions of this Agreement.

20.1.1 The IA also warrants that the products, materials and other goods supplied under

the Agreement are new, unused and incorporate all recent improvements in design that

materially affect the system’s or subsystem’s ability to fulfill the technical requirements

specified in the RFP.

20.1.2 In addition, the IA warrants that: (i) all Goods components to be incorporated into

the System form part of the IA/OEM’s and/or Subcontractor’s current product lines.

20.1.3 The warranty period shall commence from the date of Go Live of the project or of

any major component or subsystem for which phased Go-Live is provided for in the

Agreement and shall extend for as follows: .

Component Period

<Standard Hardware> <Till the end of the agreement OR <6 months> post completion ofthe agreement>

<COTS Software> <Till the end of the agreement OR <6 months> post completion ofthe agreement>

<Bespoke Software> <Till the end of the agreement OR <6 months> post completion ofthe agreement>

Purchaser/Government department should approve signoff within <15 days> from the

submission of deliverables for Go-Live/Phased Go-live (as relevant, depending on project

requirement) by the implementing agency.

In case the Purchaser/Government department fails to respond and provide feedback on

the above stated submission, the deliverables will be deemed accepted for the

commencement of warranty for the project.

However, in case the purchaser confirms to vendor an alternative date, then the date would

stand revisedfor deemed acceptance. Such revisions may be limited to 2 (two).

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20.1.4 If during the warranty period any defect or deficiency is found in the material, design

and performance/workmanship of the Project and other Services provided by the

Implementation Agency, the Implementation Agency shall promptly, in consultation and

agreement with Purchaser, and at the Implementation Agency’s sole cost repair, replace,

or otherwise make good (as the Implementation Agency shall, at its discretion, determine)

such default, defect or deficiency as well as any damage to the

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system caused by such default, defect or deficiency. Any defective component, excluding

hard disks, that has been replaced by the Implementation Agency shall remain the

property of the ImplementationAgency.

20.1.5 The IA may, with the consent of the Purchaser, remove from the site any product

and other goods that are defective, if the nature of the defect, and/or any damage to the

System caused by the defect, is such that repairs cannot be expeditiously carried out at

the site. If the repair, replacement, or making good is of such a character that it may affect

the efficiency of the System, the Purchaser may give the IA notice requiring that tests of

the defective part be made by the IA immediately upon completion of such remedial work,

whereupon the IA shall carry out such tests. If such part fails the tests, the IA shall carry

out further repair, replacement, or making good (as the case may be) until that part of the

System passes such tests. The tests shall be agreed upon by the Purchaser and the

Supplier.

20.1.6 If the IA fails to commence the work necessary to remedy such defect or any damage

to the System caused by such defect within a reasonable time period, the Purchaser

may, following notice tothe IA, proceed to do such work or contract a third party (or

parties) to do such work, and the reasonable costs incurred by the Purchaser in connection

with such work shall be paid to the Purchaser by the IA or may be deducted by the

Purchaser from any amount due to the IA.

20.1.7 If the System or any of its sub-systems cannot be used by reason of such default,

defect or deficiency and/or making good of such default, defect or deficiency, attributable

to IA, the warranty period for the Project shall be extended by a period equal to the period

during which the Project or any of its system could not be used by the Purchaser because

of such defect and/or making good of such default, defect or deficiency. For reasons not

attributable to IA, the IA shall not be liable.

20.1.8 Items substituted for defective parts of the System during the Warranty Period shall

be covered by the Warranty for the remainder of the Warranty Period applicable for the

part replaced or three (3) months, whichever is greater.

20.1.9 The Implementing Agency shall have no liability in the case of breach of this

warranty due to (i) use of the deliverables on any environment (hardware or software) other

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than the environment recommended or approved by the Implementing Agency, (ii) the

combination, operation, or use of someor all of the deliverables with information, software,

specifications, instructions, data, or materials not approved by the Implementing Agency;

(iii) the deliverables having been tampered with, altered or modified by Purchaser without

the written permission of the Implementing Agency, or (iv) use of the deliverables otherwise

than in terms of the relevant documentation.

20.2 Implied Warranty: The warranties provided herein are in lieu of all other

warranties, both express and implied, and all other warranties, including without

limitation that of merchantability or fitness for intended purpose is specifically disclaimed.

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21. LIQUIDATED DAMAGES

Time is the essence of the Agreement and the delivery dates are binding on the

Implementation Agency. In the event of delay or any gross negligence in implementation of

the projet before Go-Live, for causes solely attributable to the Implementation Agency, in

meeting the deliverables, the Purchaser shall be entitled at its option to recover from the

Implementation Agency as agreed, liquidated damages, a sum of

<0.5%> of the value of the deliverable which suffered delay or gross negligence for each

completed weekor part thereof subject to a limit of <10%> of the total contract value. This

right to claim any liquidated damages shall be without prejudice to other rights and

remedies available to Purchaser under the contract and law.

22. ESCROW AGREEMENT

22.1 Implementation Agency shall comply with the escrow provisions below for all

Bespoke Development & customized codes (including subcontractor-owned materials

and other Third Party Material incorporated in Implementation Agency’s Proprietary

Material), except to the extent Implementation Agency demonstrates to the satisfaction

of the Purchaser that compliance is not permitted by the nature of Implementation

Agency’s limited rights in such material.

22.2 Within <ninety (90) days> after the Purchaser’s acceptance of the Solution, the

Parties shall enter into a software escrow agreement (“Escrow Agreement”) with a

reputable, independent, third party that provides software escrow services among its

principal business offerings (“Escrow Agent”). The Escrow Agreement shall provide for

the regular deposit into escrow of all source code (including without limitation all make

files, configurational files, data tables upon which execution is dependent, and the like,

collectively the “Source Code”), object code, and documentation with respect to all

Public Material and Implementation Agency’s Proprietary Material (and cumulative

updates thereof), together with (a) continually updated instructions as to the

compilation, installation, configuration, deployment, and use of the Source Code, and

(b) a list of all non-deposited third party software used in conjunction with the Source

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Code to provide the full functionality of the deposited materials. In the event of the

termination or expiration of the initial Escrow Agreement or any successor agreement,

with minimal delay the Parties shall enter into a substantially equivalent agreement

with a successor provider of software escrow services (who shall then be known as the

“Escrow Agent”).

22.3 Implementation Agency will make its initial deposit of Source Code within fifteen

(15) days after the effective date of the Escrow Agreement.

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22.4 Implementation Agency shall periodically update the escrow deposit as the Parties

shall agree in the Escrow Agreement. In addition to other usual and customary terms,

the Escrow Agreement shall provide that the Purchaser shall be entitled to obtain the

deposited materials from escrow upon the Purchaser’s making a proper claim for

release from escrow in the event that (c) proper written notice is given to the Escrow

Agent that release of the copy of the deposited materials is pursuant to applicable

Central or Purchaser bankruptcy, insolvency, reorganization, or liquidation statute; (d)

Implementation Agency files articles of dissolution (but not if Implementation Agency

is consolidated or merged into another entity); (e) the Contract expires or terminates

for Material Breach of Implementation Agency.

22.5 The release of deposited materials from escrow shall not confer upon the Purchaser

any right of ownership in the deposited materials or the underlying intellectual property

embodied therein. In the event of the release of deposited materials to the Purchaser

from escrow, the Purchaser shall use thedeposited materials solely for the benefit of

the Purchaser and its constituents, consistently with the grants of license set forth in

Clause 19 of this Agreement.

22.6 The release of materials from escrow, without more, shall not cause any further

amounts to accrue as payable to Implementation Agency by the Purchaser, and the

term of the Purchaser’s possessory and usage rights with respect to the released

materials shall be perpetual.

22.7 The Escrow Agreement shall provide for its automatic termination upon the earlier

of five (5) years after the expiration or termination of this Contract, or, release of all

Source Code to the Purchaser and the Purchaser’s subsequent confirmation of

compliance with the terms of the Escrow Agreement. Implementation Agency shall pay

the escrow costs, as well as all costs associated with causing its subcontractors and

other third parties to abide by the Escrow Agreement.

23. INSURANCE COVER

23.1 Obligation to maintain insurance

In connection with the provision of the Services, the Service Provider must have and maintain:

(a) for the Agreement Period, valid and enforceable insurance coverage for:

(i) public liability;

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(ii) either professional indemnity or errors and omissions;

(iii) product liability;

(iv) workers’ compensation as required by law; and

(v) any additional types specified in Schedule I; and

(b) for <one> year following the expiry or termination of the Agreement, valid and

enforceableinsurance policies (if relevant),

in the amount not less than the Insurance Cover specified in Schedule I.

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23.2 Certificates of currency

The Implementation Agency must, on request by the Purchaser, provide current relevant

confirmation ofinsurance documentation from its insurance brokers certifying that it has

insurance as required by this Clause 23.The Service Provider agrees to replace any

coverage prior to the date of expiry/cancellation.

23.3 Non-compliance

Purchaser or its nominated agencies may, at its election, terminate this Agreement as

per clause 14, upon the failure of Implementation Agency or notification of such failure,

to maintain the required insurance coverage. Inadequate insurance coverage for any

reason shall not relieve Implementation Agency of its obligations under this Agreement.

24. MISCELLANEOUS

24.1 Personnel

(a) The personnel assigned by Implementation Agency to perform the Services shall be

employees of Implementation Agency or its subcontractor(s), and under no circumstances

shall such personnel be considered employees of Purchaser or its nominated agencies. The

Implementation Agency shall havethe sole responsibility for the supervision and control of

the personnel deployed in the Project and for payment of such personnel’s compensation,

including salary, withholding of income taxes and social security taxes, worker’s

compensation, employee and disability benefits and the like and shall be responsible for

all obligations of an employer subject to Applicable Law.

(b) The Implementation Agency shall use its best efforts to ensure that sufficient

Implementation Agency personnel are assigned to perform the Services and that such

personnel have appropriate qualifications to perform the Services. After discussion with

Implementation Agency, Purchaser or its nominated agencies shall have the right to

require the removal or replacement of any Implementation Agency personnel performing

work under this Agreement based on bonafide reasons. In the event that Purchaser or its

nominated agencies requests that any Implementation Agency personnel be replaced, the

substitution of such personnel shall be accomplished pursuant to a mutually agreed upon

schedule.

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(d) In the event that the Purchaser and Implementation Agency identify any personnel

of Implementation Agency as “Key Personnel”, then the Implementation Agency shall not

remove such personnel from the Project without the prior written consent of Purchaser or

its nominated agencies unless such removal is the result of an unavoidable circumstance

including but not limited to resignation, termination, medical leave, etc.

(e) Except as stated in this Clause, nothing in this Agreement or the SLA will limit the

ability of Implementation Agency to freely assign or reassign its employees; provided that

Implementation Agency shall be responsible, at its expense, for transferring all appropriate

knowledge from personnel being replaced to their replacements. Purchaser or its

nominated agencies shall have the right to review and

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approve Implementation Agency’s plan for any such knowledge transfer. Implementation

Agency shall maintain the same or higher standards for skills and professionalism among

replacement personnel as in personnel being replaced.

(f) Each Party shall be responsible for the performance of all its obligations under this

Agreement or the SLA as the case may be and shall be liable for the acts and omissions of

its employees and agents in connection therewith.

(g) Neither Party will solicit for employment or knowingly hire an employee of the other

Party with whom such Party has contact pursuant to project engagements under this

Agreement. This restriction shall not apply to employees of either Party responding to

advertisements in job fairs or news media circulated to the general public.

24.2 Independent Contractor

Nothing in this Agreement or the SLA shall be construed as establishing or implying any

partnership or joint venture between the Parties to this Agreement or the SLA and, except

as expressly stated in this Agreement or the SLA, nothing in this Agreement or the SLA

shall be deemed to constitute any Parties as the agent of any other Party or authorizes

either Party to:

(a) incur any expenses on behalf of the other Party;

(b) enter into any engagement or make any representation or warranty on behalf of the other Party;

(c) pledge the credit of or otherwise bind or oblige the other Party; or

(d) commit the other Party in any way whatsoever without in each case obtaining the

other Party’sprior written consent.

24.3 Sub-contractors Implementation Agency shall not subcontract any work related to <Insert details> without

Purchaser’s prior written consent. However the Implementation Agency shall provide the

list of all the other services planned to be sub contracted, within 15 days of signing the

Agreement. It is clarified that the Implementation Agency shall be the principal employer

for all claims arising from the liabilities statutory or otherwise, concerning the sub-

contractors. The Implementation Agency undertakes to indemnify the Purchaser or its

nominated agencies from any claims on the grounds stated hereinabove.

24.4 Assignment (a) All terms and provisions of this Agreement shall be binding on and shall

inure to the benefit of the Purchaser and their respective successors and

permitted assigns.

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(b) Subject to Clause 5.3, the Implementation Agency shall not be permitted to

assign its rights and obligations under this Agreement to any third party.

(c) The Purchaser may assign or novate all or any part of this Agreement and

Schedules/Annexures, and the Implementation Agency shall be a party to

such novation, to any third party contracted to provide outsourced services

to Purchaser or any of its nominees.

24.5 Trademarks, Publicity Neither Party may use the trademarks of the other Party without the prior written consent

of the other Party except that Implementation Agency may, upon completion, use the

Project as a reference for credential purpose. Except as required by law or the rules and

regulations of each stock exchange upon

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which the securities of one of the Parties is listed, neither Party shall publish or permit to

be published either along or in conjunction with any other person any press release,

information, article, photograph, illustration or any other material of whatever kind

relating to this Agreement, the SLA or the business of the Parties without prior reference

to and approval in writing from the other Party, such approval not to be unreasonably

withheld or delayed provided however that Implementation Agency may include Purchaser

or its client lists for reference to third parties subject to the prior written consent of

Purchaser not to be unreasonably withheld or delayed. Such approval shall apply to each

specific case and relate only to that case.

24.6 Notices (a) Any notice or other document which may be given by either Party under this

Agreementor under the SLA shall be given in writing in person or by pre-paid

recorded delivery post, email or by facsimile transmission.

(b) In relation to a notice given under this Agreement, any such notice or other

document shall be addressed to the other Party’s principal or registered office

address as set out below:

<Insert Address>Tel:

Fax:

Email:

Contact:

With a copy to:

Implementation Agency

Tel:

Fax:

Email:

Contact:

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In relation to a notice given under the MSA / SLA, a Party shall specify the Parties’ address

for service of notices, any such notice to be copied to the Parties at the addresses set out

in this Clause.

(d) Any such notice or other document shall be deemed to have been given to the other

Party (or, if relevant, its relevant associated company) when delivered (if delivered in

person) if delivered between thehours of 9.00 am and 5.00 pm at the address of the other

Party set forth above or if sent by fax, provided the copy fax is accompanied by a

confirmation of transmission, or on the next working day thereafter if delivered outside

such hours, and 7 days from the date of posting (if by letter).

(e) Either Party to this Agreement or to the SLA may change its address, telephone

number, facsimile number and nominated contact for notification purposes by giving the

other reasonable prior written notice of the new information and its effective date.

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24.7 Variations and Further Assurance

(a) No amendment, variation or other change to this Agreement or the SLA shall be

valid unless auth orised in accordance with the change control procedure as set out in the

Change Control Schedule set out in Schedule I of this Agreement. Such amendment shall

be made in writing and signed by the dulyauthorised representatives of the Parties to this

Agreement or the SLA.

(b) Each Party to this Agreement or the SLA agrees to enter into or execute, without

limitation, whatever other agreement, document, consent and waiver and to do all other

things which shall or may be reasonably required to complete and deliver the obligations

set out in this Agreement or the SLA.

24.8 Severability and Waiver

(a) If any provision of this Agreement or the SLA, or any part thereof, shall be found by

any court or administrative body of competent jurisdiction to be illegal, invalid or

unenforceable the illegality, invalidity or unenforceability of such provision or part

provision shall not affect the other provisions of this Agreement or the SLA or the

remainder of the provisions in question which shall remain in full force and effect. The

relevant Parties shall negotiate in good faith in order to agree to substitute for any illegal,

invalid or unenforceable provision a valid and enforceable provision which achieves to the

greatest extent possible the economic, legal and commercial objectives of the illegal,

invalid or unenforceable provision or part provision.

(b) No failure to exercise or enforce and no delay in exercising or enforcing on the part

of either Party to this Agreement or the SLA of any right, remedy or provision of this

Agreement or the SLA shall operate as a waiver of such right, remedy or provision in any

future application nor shall any single or partial exercise or enforcement of any right,

remedy or provision preclude any other or further exercise or enforcement of such right,

remedy or provision or the exercise or enforcement of any other right, remedy or provision.

24.9 Compliance with Applicable Law

Each Party to this Agreement accepts that its individual conduct shall (to the extent

applicable to its business like the Implementtaion Agency as an information technology

service provider) at all times comply with all laws, rules and regulations of government and

other bodies having jurisdiction over the area in which the Services are undertaken

provided that changes in such laws, rules and regulations which result in a change to the

Services shall be dealt with in accordance with the Change Control Schedule set out in

Schedule I of this Agreement.

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24.10 Professional Fees

All expenses incurred by or on behalf of each Party to this Agreement and the SLA,

including all fees of agents, legal advisors, accountants and actuaries employed by either

of the Parties in connection with the negotiation, preparation and execution of this

Agreement or the SLA shall be borne solely by the Party which incurred them.

24.11 Ethics

The Implementation Agency represents, warrants and covenants that it has given no

commitments, payments, gifts, kickbacks, lavish or expensive entertainment, or other

things of value to any employee or agent of Purchaser or its nominated agencies in

connection with this agreement and acknowledges that

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the giving of any such payment, gifts, entertainment, or other things of value is strictly in

violation of Purchaser standard policies and may result in cancellation of this Agreement,

or the SLA.

24.12 Entire Agreement

This Agreement and the SLA with all schedules & annexures appended thereto and the

contents and specifications of the RFP constitute the entire agreement between the Parties

with respect to their subjectmatter, and as to all other representations, understandings or

agreements which are not fully expressed herein, provided that nothing in this Clause shall

be interpreted so as to exclude any liability in respect of fraudulent misrepresentation.

24.13 Amendment Any amendment to this Agreement shall be made in accordance with the Change Control

Schedule set out in Schedule I of this Agreement by mutual written consent of all the

Parties.

25. GOVERNING LAW AND DISPUTE RESOLUTION

25.1 This Agreement shall be governed by and construed in accordance with the laws of

India, withoutgiving effect to conflict of law rules. The parties expressly agree to

exclude the application of the

U.N. Convention on Contracts for the International Sale of Goods (1980) to this

Agreement and the performance of the parties contemplated under this Agreement,

to the extent that such convention might otherwise be applicable.

25.2 Any dispute arising out of or in connection with this Agreement or the SLA shall in

the first instance be dealt with in accordance with the escalation procedure as set

out in the Governance Schedule set out as Schedule V of this Agreement.

25.3 In case the escalations do not help in resolution of the problem within 3 weeks of

escalation, both the parties should agree on a mediator for communication between

the two parties. The process of the mediation would be as follows:

• Aggrieved party should refer the dispute to the identified mediator in writing, with a

copy to theother party. Such a reference should contain a description of the nature of the dispute, the quantum in dispute (if any) and the relief or remedy sought suitable.

• The mediator shall use his best endeavours to conclude the mediation within a certain number ofdays of his appointment.

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• If no resolution can be reached through mutual discussion or mediation within 30

days then thematter should be referred to Experts for advising on the issue.

25.4 In case the mediation does not help in resolution and it requires expertise to

understand an issue, a neutral panel of 3 experts, agreeable to both parties should

be consitituted. The process of the expert advisory would be as follows:

• Aggrieved party should write to the other party on the failure of previous alternate

dispute resolution processes within the timeframe and requesting for expert advisory. This is to be sent with a copy to the mediator.

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• Both parties should thereafter agree on the panel of experts who are well conversant with theissue under dispute

• The expert panel shall use his best endeavours to provide a neutral position on the issue.

• If no resolution can be reached through the above means within 30 days then the matter shouldbe referred to Arbitration.

25.4 Any dispute or difference whatsoever arising between the parties to this Contract

out of or relatingto the construction, meaning, scope, operation or effect of this

Contract or the validity of the breach thereof shall be referred to a sole Arbitrator to

be appointed by mutual consent of both theparties herein. If the parties cannot

agree on the appointment of the Arbitrator within a period of one month from the

notification by one party to the other of existence of such dispute, then the

Arbitrator shall be appointed by the High Court of New Delhi/ -------------------- ,

India. The provisions of the Arbitration and Conciliation Act, 1996 will be applicable

and the award made there under shall be final and binding upon the parties hereto,

subject to legal remedies available under the law. Such differences shall be deemed

to be a submission to arbitration under the Indian Arbitration and Conciliation Act,

1996, or of any modifications, Rules or re-enactments thereof. The Arbitration

proceedings will be held at <insert city>, India. Any legal dispute will come under

the sole jurisdicition of New Delhi, India / state jurisdiction of <insert state>, India.

25.5 Compliance with laws: Each party will comply with all applicable export and import

laws and regulations.

25.6 Risk of Loss: For each hardware item, Implementation Agency bears the risk of

loss or damage up to the time it is delivered to the Implementation/Purchaser-

designated carrier for shipment to Purchaser or Purchaser’s designated location.

25.7 Third party components: Implementation Agency will provide all third party

components solely on a pass-through basis in accordance with the relevant third

party terms and conditions.

IN WITNESS WHEREOF the Parties have by duly authorized Representatives set their

respective hands and seal on the date first aboveWritten in the presence of:

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WITNESSES:

Signed by:

(Name and designation) For and on behalf of Purchaser

(FIRST PARTY)

Signed by:

(Name and designation)

IMPLEMENTATION AGENCY

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(SECOND PARTY)

(Name and designation) For and on behalf of Implementation AgencySigned by:

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26. SCHEDULES

–

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SCHEDULE I – CHANGE CONTROL SCHEDULE

This Schedule describes the procedure to be followed in the event of any proposed change

to the MasterService Agreement (“MSA”), Project Implementation Phase, SLA and Scope of

Work and Functional Requirement Specifications. Such change shall include, but shall

not be limited to, changes in the scope of services provided by the Implementation Agency

and changes to the terms of payment as stated inthe Terms of Payment Schedule.

The Purchaser and IA recognize that frequent change is an inevitable part of delivering

services and thata significant element of this change can be accomplished by re-organizing

processes and responsibilities without a material effect on the cost. The IA will endeavour,

wherever reasonably practicable, to effect change without an increase in the terms of

payment as stated in the Terms of Payment Schedule and Purchaser or its nominated

agencies will work with the Implementation Agency to ensure that all changes are

discussed and managed in a constructive manner. This Change Control Schedule sets out

the provisions which will apply to all the changes to this agreement and other documents

except for the changes in SLAs for which a separate process has been laid out in Clause

11 of the SLA.

This Change Control Schedule sets out the provisions which will apply to changes to the MSA.

CHANGE MANAGEMENT PROCESS

a. CHANGE CONTROL NOTE ("CCN")

i. Change requests in respect of the MSA, the Project Implementation, the

operation, the SLA or Scope of work and Functional Requirement specifications

will emanate from the Parties' respective Project Manager who will be

responsible for obtaining approval for the change and who will act as its

sponsor throughout the Change Control Process and will complete Part A of the

CCN attached as Annexure A hereto. CCNs will be presented to the other Party's

Project Manager who will acknowledge receipt by signature of the CCN.

ii. The IA and the Purchaser or its nominated agencies, during the Project

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Implementation Phase and the Purchaser or its nominated agencies during the

Operations and ManagementPhase and while preparing the CCN, shall consider

the change in the context of the followingparameter, namely whether the change

is beyond the scope of Services including ancillary and concomitant services

required and as detailed in the RFP and is suggested and applicable only after

the testing, commissioning and certification of the Pilot Phase and the Project

Implementation Phase as set out in this Agreement.

iii. It is hereby also clarified here that any change of control suggested beyond 25

% of thevalue of this Project will be beyond the scope of the change control

process and will be considered as the subject matter for a separate bid process

and a separate contract. It is hereby clarified that the 25% of the value of

the Project as stated in herein above is

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calculated on the basis of bid value submitted by the Implementation Agency

and accepted by the Purchaser or its nominated agencies or as decided and

approved by Purchaser or it Nominated Agencies. For arriving at the cost / rate

for change upto 25% of the project value,the payment terms and relevant rates

as specified in Annexure D shall apply.

b. Quotation i. The IA shall assess the CCN and complete Part B of the CCN, in completing

the Part B of the CCN the IA shall provide as a minimum:

1. a description of the change

2. a list of deliverables required for implementing the change;

3. a timetable for implementation;

4. an estimate of any proposed change

5. any relevant acceptance criteria

6. an assessment of the value of the proposed change;

6. material evidence to prove that the proposed change is not already

covered within the Agreement and the scope of work

ii. Prior to submission of the completed CCN to the Purchaser, or its nominated

agencies, the Service Provider will undertake its own internal review of the

proposal and obtain all necessary internal approvals. As a part of this internal

review process, the IA shall considerthe materiality of the proposed change in

the context of the MSA and the Project Implementation affected by the change

and the total effect that may arise from implementation of the change.

c. Costs Each Party shall be responsible for its own costs incurred in the quotation,

preparation of CCNs and in the completion of its obligations described in this

process provided the IA meets the obligations as set in the CCN. In case of

recertification due to proposed changes, required cost will be borne by the party

that initiated the change. In the event the IA is unable to meet the obligations as

defined in the CCN then the cost of getting it done by third party will be borne by

the IA.

d. Obligations

The IA shall be obliged to implement any proposed changes once approval in

accordance with above provisions has been given, with effect from the date agreed

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for implementation and within an agreed timeframe. IA will not be obligated to work

on a change until the parties agree in writingupon its scope, price and/or schedule

impact. The cost associated with any hardware/goods/License for COTS product

should not exceed the price quoted in the bidders proposal. Any costs associated

with changes to Software specifications which cannot be arrived at on the basis of

the IA’s proposal shall be mutually agreed to between the IA and the Purchaser.

[

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SCHEDULE II - EXIT MANAGEMENT SCHEDULE

1 PURPOSE

1.1 This Schedule sets out the provisions, which will apply on expiry or termination of

the MSA, the Project Implementation, Operation and Management SLA.

1.2 In the case of termination of the Project Implementation and/or Operation and

Management, the Parties shall agree at that time whether, and if so during what

period, the provisions of this Schedule shall apply.

1.3 The Parties shall ensure that their respective associated entities carry out their

respective obligations set out in this Exit Management Schedule.

2 TRANSFER OF ASSETS

2.1 Purchaser shall be entitled to serve notice in writing on the IA at any time during

the exit management period as detailed hereinabove requiring the IA and/or its sub

contractors to providethe Purchaser with a complete and up to date list of the Assets

within 30 days of such notice. Purchaser shall then be entitled to serve notice in

writing on the IA at any time prior to the date that is 30 days prior to the end of the

exit management period requiring the IA to sell the Assets, ifany, to be transferred

to Purchaser or its nominated agencies at book value as determined as of the date

of such notice in accordance with the provisions of relevant laws.

2.2 In case of contract being terminated by Purchaser, Purchaser reserves the right to

ask IA to continue running the project operations for a period of 6 months after

termination orders are issued.

2.3 Upon service of a notice under this Article the following provisions shall apply:

(i) in the event, if the Assets to be transferred are mortgaged to any financial

institutions by the IA, the IA shall ensure that all such liens and liabilities

have been cleared beyond doubt, prior to such transfer. All documents

regarding the discharge of such lien and liabilities shall be furnished to the

Purchaser.

(ii) All risk in and title to the Assets to be transferred / to be purchased by the

Purchaser pursuant to this Article shall be transferred to Purchaser, on the

last day of the exit management period.

(iii) Purchaser shall pay to the IA on the last day of the exit management period

such sum representing the Net Block (procurement price less depreciation as

per provisions of Companies Act) of the Assets to be transferred as stated in

the Terms of Payment Schedule.

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(iv) Payment to the outgoing IA shall be made to the tune of last set of completed

services / deliverables, subject to SLA requirements.

(v) The outgoing IA will pass on to Purchaser and/or to the Replacement IA, the

subsisting rights in any leased properties/ licensed products on terms not

less favorable to Purchaser/ Replacement IA, than that enjoyed by the

outgoing IA.

3 COOPERATION AND PROVISION OF INFORMATION

3.1 During the exit management period:

(i) The Implementation Agency will allow the Purchaser or its nominated agency

access to information reasonably required to define the then current mode of

operation associated with the provision of the services to enable the

Purchaser to assess the existing services being delivered;

(ii) promptly on reasonable request by the Purchaser, the IA shall provide access

to and copies of all information held or controlled by them which they have

prepared or maintained in accordance with this agreement relating to any

material aspect of the services (whether provided by the Implementation

Agency or sub-contractors appointed by the Implementation Agency). The

Purchaser shall be entitled to copy of all such information. Such information

shall include details pertaining to the services rendered and other

performance data. The Implementation Agency shall permit the Purchaser

or its nominated agencies to have reasonable access to its employees and

facilities as reasonably required by the Chairman, PIU to understand the

methods of delivery of the services employed by the Implementation Agency

and to assist appropriate knowledge transfer.

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4 CONFIDENTIAL INFORMATION, SECURITY AND DATA

4.1 The Implementation Agency will promptly on the commencement of the exit

management periodsupply to the Purchaser or its nominated agency the following:

(i) information relating to the current services rendered and customer and

performance datarelating to the performance of sub contractors in relation

to the services;

(ii) documentation relating to Computerization Project’s Intellectual Property Rights;

(iii) documentation relating to sub-contractors;

(iv) all current and updated data as is reasonably required for purposes of

Purchaser or its nominated agencies transitioning the services to its

Replacement Implementation Agencyin a readily available format nominated

by the Purchaser, its nominated agency;

(v) all other information (including but not limited to documents, records and

agreements) relating to the services reasonably necessary to enable

Purchaser or its nominated agencies, or its Replacement Implementation

Agency to carry out due diligence in orderto transition the provision of the

Services to Purchaser or its nominated agencies, or its Replacement

Implementation Agency (as the case may be).

4.2 Before the expiry of the exit management period, the Implementation Agency shall

deliver to the Purchaser or its nominated agency all new or up-dated materials from

the categories set out in Schedule above and shall not retain any copies thereof,

except that the Implementation Agency shall be permitted to retain one copy of such

materials for archival purposes only.

4.3 Before the expiry of the exit management period, unless otherwise provided under

the MSA, the Purchaser or its nominated agency shall deliver to the

Implementation Agency all forms of

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Implementation Agency confidential information, which is in the possession or

control of Chairperson, PIU or its users.

5 EMPLOYEES

5.1 Promptly on reasonable request at any time during the exit management period, the

Implementation Agency shall, subject to applicable laws, restraints and regulations

(including in particular those relating to privacy) provide to the Purchaser or its

nominated agency a list of all employees (with job titles) of the Implementation

Agency dedicated to providing the services at the commencement of the exit

management period.

5.2 Where any national, regional law or regulation relating to the mandatory or

automatic transfer of the contracts of employment from the Implementation Agency

to the Purchaser or its nominated agency, or a Replacement Implementation Agency

("Transfer Regulation") applies to any or all of the employees of the

Implementation Agency, then the Parties shall comply with their respective

obligations under such Transfer Regulations.

6 TRANSFER OF CERTAIN AGREEMENTS

On request by the Purchaser or its nominated agency the Implementation Agency shall

effect such assignments, transfers, licences and sub-licences as the Chairperson, PIU may

require in favour of the Chairperson, PIU, or its Replacement Implementation Agency in

relation to any equipment lease, maintenance or service provision agreement between

Implementation Agency and third party lessors, vendors, and which are related to the

services and reasonably necessary for the carrying out of replacement services by the

Purchaser or its nominated agency or its Replacement Implementation Agency.

7 RIGHTS OF ACCESS TO PREMISES

7.1 At any time during the exit management period, where Assets are located at the

Implementation Agency's premises, the Implementation Agency will be obliged to

give reasonable rights of access to (or, in the case of Assets located on a third party's

premises, procure reasonable rights of access to) the Purchaser or its nominated

agency and/or any Replacement Implementation Agency in order to make an

inventory of the Assets.

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7.2 The Implementation Agency shall also give the Purchaser or its nominated agency

or its nominated agencies, or any Replacement Implementation Agency right of

reasonable access to the Implementation Partner's premises and shall procure the

Purchaser or its nominated agency or its nominated agencies and any Replacement

Implementation Agency rights of access to relevant third party premises during the

exit management period and for such period of time following termination or expiry

of the MSA as is reasonably necessary to migrate the services to the Purchaser or

its nominated agency, or a Replacement Implementation Agency.

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8 GENERAL OBLIGATIONS OF THE IMPLEMENTATION AGENCY

8.1 The Implementation Agency shall provide all such information as may reasonably

be necessary to effect as seamless a handover as practicable in the circumstances

to the Purchaser or its nominated agency or its Replacement Implementation

Agency and which the Implementation Agency has in its possession or control at

any time during the exit management period.

8.2 For the purposes of this Schedule, anything in the possession or control of any

Implementation Agency, associated entity, or sub contractor is deemed to be in the

possession or control of the Implementation Agency.

8.3 The Implementation Agency shall commit adequate resources to comply with its

obligations underthis Exit Management Schedule.

9 EXIT MANAGEMENT PLAN

9.1 The Implementation Agency shall provide the Purchaser or its nominated agency

with a recommended exit management plan ("Exit Management Plan") which shall

deal with at least the following aspects of exit management in relation to the MSA

as a whole and in relation to the Project Implementation, and the Operation and

Management SLA.

(i) A detailed program of the transfer process that could be used in conjunction

with a Replacement Implementation Agency including details of the means

to be used to ensure continuing provision of the services throughout the

transfer process or until the cessation of the services and of the management

structure to be used during the transfer;

(ii) plans for the communication with such of the Implementation Agency's sub

contractors, staff, suppliers, customers and any related third party as are

necessary to avoid any material detrimental impact on the Purchaser’s

operations as a result of undertaking the transfer;

(iii) (if applicable) proposed arrangements for the segregation of the

Implementation Agency's networks from the networks employed by

Purchaser and identification of specific security tasks necessary at

termination;

(iv) Plans for provision of contingent support to Purchaser, and Replacement

Implementation Agency for a reasonable period after transfer.

9.2 The Implementation Agency shall re-draft the Exit Management Plan annually

thereafter toensure that it is kept relevant and up to date.

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18


9.3 Each Exit Management Plan shall be presented by the Implementation Agency to

and approved by the Purchaser or its nominated agencies.

9.4 The terms of payment as stated in the Terms of Payment Schedule include the

costs of the Implementation Agency complying with its obligations under this

Schedule.

9.5 In the event of termination or expiry of MSA, and Project Implementation, each Party

shall complywith the Exit Management Plan.

9.6 During the exit management period, the Implementation Agency shall use its

best efforts todeliver the services.

9.7 Payments during the Exit Management period shall be made in accordance with the Terms of

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Payment Schedule.

9.8 This Exit Management plan shall be furnished in writing to the Purchaser or

its nominatedagencies within 90 days from the Effective Date of this Agreement.

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SCHEDULE III - AUDIT, ACCESS AND REPORTING

1 PURPOSE

This Schedule details the audit, access and reporting rights and obligations of the

Purchaser or its nominated agency and the Implementation Agency.

2 AUDIT NOTICE AND TIMING 2.1 As soon as reasonably practicable after the Effective Date, the Parties shall use their

best endeavours to agree to a timetable for routine audits during the Project

Implementation Phase and the Operation and Management Phase. Such timetable

during the Implementation Phase, the Purchaser or its nominated agency and

thereafter during the operation Phase, the Purchaser orits nominated agency shall

conduct routine audits in accordance with such agreed timetable and shall not be

required to give the Implementation Agency any further notice of carrying out such

audits.

2.2 The Purchaser or its nominated agency may conduct non-timetabled audits at his/

her own discretion if it reasonably believes that such non-timetabled audits are

necessary as a result of an act of fraud by the Implementation Agency, a security

violation, or breach of confidentiality obligations by the Implementation Agency,

provided that the requirement for such an audit is notified in writing to the

Implementation Agency a reasonable period time prior to the audit (taking into

account the circumstances giving rise to the reasonable belief) stating in a

reasonable level of detail the reasons for the requirement and the alleged facts on

which the requirement is based. If the Implementation Agency considers that the

non-timetabled audit was not appropriate, the matter shall be referred to the

escalation procedure as set out in the Governance Schedule.

2.3 The frequency of audits shall be a (maximum) half yearly, provided always that the

Purchaser or its nominated agency shall endeavour to conduct such audits with the

lowest levels of inconvenience and disturbance practicable being caused to the

Implementation Agency. Any such audit shall be conducted by with adequate notice

of 2 weeks to the Implementation Agency.

2.4 Purchaser will ensure that any 3rd party agencies (except CAG) appointed to

conduct the auditwill not be the competitor of Implementation Agency and will be

bound by confidentiality obligations.

3 ACCESS

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The Implementation Agency shall provide to the Purchaser or its nominated agency

reasonable access to employees, subcontractors, suppliers, agents and third party facilities

as detailed in the RFP, documents, records and systems reasonably required for audit and

shall provide all such persons with routine assistance in connection with the audits and

inspections. The Chairperson, PIU / Steering Committeeshall have the right to copy and

retain copies of any relevant records. The Implementation Agency shall make every

reasonable effort to co-operate with them.

4 AUDIT RIGHTS 4.1 The Purchaser or its nominated agency shall have the right to audit and inspect

suppliers, agents and third party facilities (as detailed in the RFP), data centres,

documents, records, procedures and systems relating to the provision of the

services, but only to the extent that they relate to the provision of the services, as

shall be reasonably necessary to verify:

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18


(i) The security, integrity and availability of all data processed, held or conveyed

by thePartner on behalf of Purchaser and documentation related thereto;

(ii) That the actual level of performance of the services is the same as specified in the SLA;

(iii) That the Implementation Agency has complied with the relevant technical

standards, and has adequate internal controls in place; and

(iv) The compliance of the Implementation Agency with any other obligation

under the MSA and SLA.

(v) Security audit and implementation audit of the system shall be done once

each year, the cost of which shall be borne by the Implementation Agency.

(vi) For the avoidance of doubt the audit rights under this Schedule shall not

include access to the Implementation Agency's profit margins or overheads,

any confidential information relating to the Implementation Agency’

employees, or (iii) minutes of its internal Board or Board committee meetings

including internal audit, or (iv) such other information of commercial-in-

confidence nature which are not relevant to the Services associated with any

obligation under the MSA.

5 AUDIT RIGHTS OF SUB-CONTRACTORS, SUPPLIERS AND AGENTS 5.1 The Implementation Agency shall use reasonable endeavours to achieve the same

audit and access provisions as defined in this Schedule with sub-contractors who

supply labour, services inrespect of the services. The Implementation Agency shall

inform the Purchaser or its nominated agency prior to concluding any sub-contract

or supply agreement of any failure to achieve the same rights of audit or access.

5.2 REPORTING: The Implementation Agency will provide quarterly reports to the

Chairperson, PIU /Steering committee regarding any specific aspects of the Project

and in context of the audit and access information as required by the Purchaser or

its nominated agency.

6 ACTION AND REVIEW 6.1 Any change or amendment to the systems and procedures of the Implementation

Agency, or subcontractors, where applicable arising from the audit report shall be

agreed within thirty (30) calendar days from the submission of the said report.

6.2 Any discrepancies identified by any audit pursuant to this Schedule shall be

immediately notified to the Purchaser or its nominated agency and the

Implementation Agency Project Manager who shall determine what action should

be taken in respect of such discrepancies in accordance with the terms of the MSA.

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7 TERMS OF PAYMENT The Purchaser shall bear the cost of any audits and inspections. The terms of payment are

exclusive of any costs of the Implementation Agency and the sub-contractor, for all

reasonable assistance and information provided under the MSA, the Project

Implementation, Operation and Management SLA by theImplementation Agency pursuant

to this Schedule.

8 RECORDS AND INFORMATION For the purposes of audit in accordance with this Schedule, the Implementation Agency

shall maintaintrue and accurate records in connection with the provision of the services

and the Implementation Agency

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shall handover all the relevant records and documents upon the termination or expiry of the MSA.

SCHEDULE IV - GOVERNANCE SCHEDULE

7.1 PURPOSE

The purpose of this Schedule is to:

(i) establish and maintain the formal and informal processes for managing the

relationship between the Purchaser and the Implementation Agency

(including the outputs from other Schedules to this Agreement;

(ii) define the principles that both Parties wish to follow to ensure the delivery of

the Services;

(iii) ensure the continued alignment of the interests of the Parties;

(iv) ensure that the relationship is maintained at the correct level within each Party;

(v) create the flexibility to revise and maintain the relationship and this

Agreement during theTerm;

(vi) set out the procedure for escalating disagreements; and

(vii) enable contract administration and performance management.

7.2 GOVERNANCE STRUCTURE

1. Project Managers: The relationship under this Agreement will be managed by

the Project Managers appointed by each Party, who will provide the interface

between the executive management of the respective Parties.

2. Project Implementation Unit (PIU): Within 7 days following the Effective Date,

Purchaser or its nominated agencies and the Implementation Agency shall

each appoint a Project Manager. In the event that either Party wishes to

substitute its Project Manager it will do so in manner in which the original

appointment is made and notify the other Party of suchsubstitution as soon

as reasonably practicable but at the latest within 7 days of the substitution.

3. The Project Managers shall have responsibility for maintaining the interface

and communication between the Parties.

4. The PIU will meet formally on a fortnightly / monthly / quarterly, as required,

basis at a time and location to be agreed between them. These meetings will

cover, as a minimum, the following agenda items: (i) consideration of

Quarterly Performance Reports; (ii) consideration of matters arising out of

the Change Control Schedule; (iii) issues escalated in accordance with the

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escalation procedure as set out in the Governance Schedule; (iv) matters to

be brought before the PIU in accordance with the MSA and the Schedules; (v)

any matter brought before the PIU by the Implementation Agency under this

Article; and (vi) any other issue which either Party wishes to add to the

agenda.

5. In the event that there is any material factor which affects the delivery of the

Services or the terms of payment as stated in the Terms of Payment Schedule,

the Parties agree to discuss in the PIU any appropriate amendment to the

Agreement or any Service Level Agreements or Statement of Works including

any variation to the terms of payment as

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stated in the Terms of Payment Schedule. Any variation so agreed shall be

implemented through the change control procedure as set out in the Change

Control Schedule.

7.3 GOVERNANCE PROCEDURES

7.3.1 The Implementation Agency shall document the agreed structures in a procedures manual.

7.3.2 The agenda for each meeting of the PIU shall be set to reflect the discussion items

referred to above and extraordinary items may be added either with the agreement

of the Parties or at the request of either Party. Copies of the agenda for meetings of

the PIU, along with relevant pre- reading material, shall be distributed at least one

week in advance of the relevant meeting.

7.3.3 All meetings and proceedings will be documented such documents to be distributed

to the Partiesand copies shall be kept as a record. All actions, responsibilities and

accountabilities arising outof any meeting shall be tracked and managed.

7.3.4 The Parties shall ensure as far as reasonably practicable that the PIU shall resolve

the issues and resolve the objectives placed before them and that members

representing that Party are empowered to make relevant decisions or have easy

access to empowered individuals for decisions to be made to achieve this.

7.3.5 In order formally to submit a Disputed Matter to the aforesaid for a, one Party

("Claimant") shall give a written notice ("Dispute Notice") to the other Party. The

Dispute Notice shall be accompanied by (a) a statement by the Claimant describing

the Disputed Matter in reasonable detail and (b) documentation, if any, supporting

the Claimant's position on the Disputed Matter.

7.3.6 The other Party ("Respondent") shall have the right to respond to the Dispute Notice

within 7 days after receipt of the Dispute Notice. In the event that the parties are

unable to resolve the DisputedMatter within a further period of 7 days, it shall refer

the Disputed Matter to next level of the dispute resolution for action as per the

process mentioned in article 9.1

7.3.7 All negotiations, statements and / or documentation pursuant to these Articles

shall be without prejudice and confidential (unless mutually agreed otherwise).

7.3.8 If the Disputed Matter is having a material effect on the operation of the Services

(or any of them or part of them) the Parties will use all their respective reasonable

endeavours to reduce the elapsed time in reaching a resolution of the Disputed

Matter.

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SCHEDULE V - TERMS OF PAYMENT SCHEDULE

The following schedule would be followed for payment during the Project implementation:

S. No

Key Activities/ Milestones

Deliverables Payment (%)

1.

2.

3.

4.

5.

Key note:

[This Schedule should also specify precisely what compensation is payable if it is terminated

early. The amount of compensation payable will depend on the reason for termination. Early

termination can be caused by Purchaser Default or Vendor Default].

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27. ANNEXURE

ANNEXURE A – FORMAT FOR CHANGE CONTROL NOTICE

Change Control Note CCN Number: Part A: Initiation

Title:

Originator: Sponsor:

Date of Initiation: Details of Proposed Change (To include reason for change and appropriate details/specifications. Identify any attachments as A1, A2, and A3 etc.)

Authorised by Purchaser Date: Name:

Signature:

Received by the IA

Date:

Name:

Signature:

Change Control Note

CCN Number:

Part B : Evaluation (Identify any attachments as B1, B2, and B3 etc.)

Changes to Services, charging structure, payment profile, documentation, training,

service levels andcomponent working arrangements and any other contractual issue.

Brief Description of Solution:

Impact:

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Deliverables:

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Timetable:

Charges for Implementation: (including a schedule of payments)

Other Relevant Information: (including value-added and acceptance criteria)

Authorised by the Implementation Agency

Date:

Name:

Signature:

Change Control Note CCN Number :

Part C : Authority to Proceed

Implementation of this CCN as submitted in

Part A, in accordance with Part B is: (tick as

appropriate)

Approved

Rejected Requires Further Information (as follows, or as

Attachment 1 etc.)

For Purchaser and its nominated agencies

For the Implementation Agency

Signature Signature

Name Name

Title Title

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Date Date

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ANNEXURE B - LIST OF SERVICES PROVIDED BY THE IMPLEMENTATION AGENCY

Various services to be offered by the Implementation Agency will consist of:

i. .

ii. .

iii. .

iv. .

v.

Note:

Purchaser will sign the end user license agreement for the software brought from

any 3rd party for the purpose of this Project however Impelementation Agency shall

be solely responsible to make payment for the cost of software to such third party

software vendor.

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ANNEXURE C –REQUIRED DELIVERABLE AND ASSOCIATED TIMELINES

Deliverable Description of deliverable Timelines (from signing of contract)

Project Initiation & Solution Design •

•

•

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ANNEXURE D - BID

1. TECHNICAL BID RESPONSE – EXTRACTED AS APPENDIX – A

2. FINANCIAL BID RESPONSE: 2a. Summary of Cost Components

S. No.

Item

Total Price

Taxes (wherever applicable)

Total cost

(total price +

taxes)

1.

2.

3.

4.

5.

6.

7.

8.

Total Cost

Total cost in figures:

2b. Summary of Man-month rates

S. No. Category of manpower Man month rates

1.

2.

3.

4.

3. Details of Cost Component

S.

No.

Category

Componen t

No of

Components

/ Units of Service (X)

Rate (per

unit) (Y)

Total Cost (

= X*Y)

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1.

2.

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S.

No.

Category

Component

No of

Components / Units of Service (X)

Rate (per

unit) (Y)

Total Cost (

= X*Y)

1.

….

2.

1.

1.

2.

3.

1.

2.

3.

4.

1.

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1.

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S.

No.

Category

Component

No of

Components /

Units of Service (X)

Rate (per

unit) (Y)

Total Cost (

= X*Y)

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Contract Agreement for Model RFP Templates for Implementation Agencies

ANNEXURE E – BILL OF MATERIAL

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ANNEXURE F – ROLES AND RESPONSIBILITIES OF THE PARTIES

Roles and Responsibilities of Implementation Agency (Indicative only, needs to be customized)

1. Preparation of Detailed Project Plan in line with the overall plan provided in the

RFP. The same should be prepared in consultation with Purchaser.

2. Procure ,develop, install, commission, operate and maintain:

a. Requisite hardware & system software at Purchaser’s HQ, Data Center

and otherlocations as per the requirements mentioned in this RFP

b. Networking equipments, connectivity and LAN as per the requirements

mentioned in this RFP,

c. Meet the defined SLAs for the performance of the system.

3. Addressing technology obsolescence by appropriate upgradation, replacement and

/ or replenishment of systems deployed at various locations (data center, HQ and

other locations).

4. Insure the entire hardware against the infrastructure deployed at various locations

for the entire duration of the contract against vandalism, theft, fire and lightening.

5. Keep all system software i.e. OS, antivirus, office applications etc., for Servers, PCs

etc. at Data Centre and various locations, up to date by installing regular upgrades

/ patches.

6. Rectification of system software problems due to crashing or malfunctioning of

the OS, RDBMS or front end within the time limits to meet the SLAs as defined in

RFP.

7. Develop / customize, deploy and maintain the requisite Software Solution as per

the requirements of the Corporation at appropriate locations.

8. Ensure adequate security of hardware & software system from viruses, Trojan

horses, spyware, worms, Denial of Service (DoS) attack, fire, flood, power outage,

natural disaster, man made disaster etc.

9. Provide necessary support for the resolution of bugs, patches & upgrades of the

software solution.

10. Provide necessary manpower for managing the Change Requests. 11. Design various manuals like User manual, Trouble Shooting manual etc. for the

system.

12. Submit the source code of any Bespoke software development to the purchaser.

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Contract Agreement for Model RFP Templates for Implementation Agencies 13. Provide computer basic skills training and advanced training on application

modules to the staff members and stakeholders of the Corporation.

14. Maintain the business continuity, as per agreed business continuity plan.

15. Deploy requisite manpower and infrastructure for the digitization of the existing data.

16. Deploy the required manpower to manage the operations.

17. Ensuring the SLAs for downtime of system, software development / customization,

procurement and delivery of hardware & networking equipments, errors in data

entry as defined in RFP Volume 1 are met.

18. Management and quality control of all services and infrastructure.

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19. Any other services which is required for the successful execution of the project.

20. Regular Backup as per the schedule and Disaster Recovery.

21. Generation of MIS reports as per the requirements of Purchaser.

22. Generation of the report for the monitoring of SLAs.

23. Meet the defined Technical Specifications for the IT Infrastructure including

Hardware and networking equipments keeping in mind the application and future

requirements of the Corporation.

Roles and Responsibilities of Purchaser (Indicative only, needs to be customized)

1. Provide adequate space at the Purchaser’s HQ for setting up of infrastructure,

software development and other activities to be carried out by the Bidder.

2. Coordination between all the divisions for providing necessary information for the

study and development / customization of th necessary solution.

3. Co-ordination with other Government agencies to assist the selected bidder in

execution of theproject.

4. Coordinate with Bidder for conducting workshops for the Stakeholder departments.

5. Provide the data available in the form of physical files or existing databases to the

selected bidderfor digitization purposes.

6. Deployment of staff members of the Corporation for verification of the digitized

data within thedefined timelines.

7. Ensure that Data Backups are being taken regularly by bidder as per the schedule agreed upon.

8. Ensure that the hardware and other infrastructure deployed at HQ, DC etc. meets

the specifications as mentioned in RFP and is maintained properly to meet the SLAs

as defined in RFP.

9. Monitoring of overall timelines, SLAs and calculation of penalties accordingly.

10. Conducting User Acceptance Test (UAT) for the application solution deployed.

11. Issuing the Acceptance Certificate on successful deployment of the software

application, hardware deployed, digitized data and for other components of the

Scope of Work (wherever required).

12. Any other requirements that could arise during operations for effective governance

and to meet any administrative requirement.

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13. To create internal capacity now for execution of the project after takeover from the bidder.

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Contract Agreement for Model RFP Templates for Implementation Agencies 14. Ensuring the staff members and other stakeholders attend the training programs

as per the schedule defined by the bidder and agreed upon by Purchaser.

15. rovide sign off on the deliverables of the project including SRS, design documents etc.

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+NON-DISCLOSURE AGREEMENT

THIS AGREEMENT is made on this the <***> day of <***> 20--- at <***>, India.

BETWEEN


---------------------------------- India hereinafter referred to as ‘Purchaser’ or ‘------------------

’, which expression shall, unless the context otherwise requires, include its permitted

successors and assigns);

AND

<***>, a Company incorporated under the Companies Act, 1956, having its registered

office at <***> (hereinafter referred to as ‘the Implementation Agency/IA’ which

expression shall, unless the context otherwise requires, include its permitted

successors and assigns).



WHEREAS:

1. Purchaser is desirous to implement the project of --.

2. The Purchaser and Implementation Agency have entered into a Master Services

Agreement dated <***> (the “MSA”) as well as a Service Level Agreement dated

<***> (the “SLA”) in furtherance of the Project.

3. Whereas in pursuing the Project (the “Business Purpose”), a Party (“Disclosing

Party) recognizes that they will disclose certain Confidential Information (as

defined hereinafter) to the other Party (“Receiving Party”).

4. Whereas such Confidential Information (as defined hereinafter) belongs to

Receiving Party as the case may be and is being transferred to the Disclosing

Party to be used only for the Business Purpose and hence there is a need to

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Contract Agreement for Model RFP Templates for Implementation Agencies protect such information from unauthorized use and disclosure.


representationsand provisions set forth herein, the Parties hereto agree as follows:

DEFINITIONS AND INTERPRETATION

1.1 Definitions

Terms and expressions used in this Agreement (including the Introduction) shall have

the same meanings set out in Schedule I of MSA.

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1.2 Interpretation

In this Agreement, unless otherwise specified:

(a) references to Clauses, Sub-Clauses, Paragraphs and Schedules are to

clauses, sub- clauses, paragraphs of and schedules to this Agreement;


(c) references to a ‘company’ shall be construed so as to include any

company, corporation or other body corporate, wherever and however

incorporated or established;




partnership (whether or not having separate legal personality);

(e) a reference to any statute or statutory provision shall be construed as

a reference tothe same as it may have been, or may from time to time be,





(other than a Sunday) on which banks in the state of <***> are generally

open for business;

(h) references to times are to Indian standard time; (i) a reference to any other document referred to in this Agreement is a




ignored in the interpretation of this Agreement.

1.3 Measurements and Arithmetic Conventions All measurements and calculations shall be in the metric system and calculations done

to 2 (two) decimal places, with the third digit of 5 (five) or above being rounded up

and below 5 (five) being rounded down except in money calculations where such

amounts shall be rounded off to the nearest INR.

1.4 Ambiguities within Agreement

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Contract Agreement for Model RFP Templates for Implementation Agencies In case of ambiguities or discrepancies within this Agreement, the following principles shall apply:

(a) as between two Clauses of this Agreement, the provisions of a specific

Clause relevant to the issue under consideration shall prevail over those

in a general Clause;

(b) as between the provisions of this Agreement and the Schedules, the

Agreement shall prevail, save and except as expressly provided otherwise

in the Agreement or the Schedules; and

(c) as between any value written in numerals and that in words, the value in words shall

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prevail.

1.5 Priority of agreements

The Parties hereby expressly agree that for the purpose of giving full and proper effect

to this Agreement, the MSA and this Agreement shall be read together and construed

harmoniously. In the event of any conflict between the MSA and this Agreement, the

provisions contained in the MSA shall prevail over this Agreement.

2. TERM

This Agreement will remain in effect for five years from the date of the last disclosure of

Confidential Information (“Term”), at which time it will terminate, unless extended by

the disclosing party in writing.

3. SCOPE OF THE AGREEMENT

(a) This Agreement shall apply to all confidential and proprietary information

disclosed by Disclosing Party to the Receiving Party and other information

which the disclosing party identifies in writing or otherwise as confidential

before or within (30) thirty days after disclosure to the Receiving Party

(“Confidential Information”). Such Confidential Information consists of

certain specifications, documents, software, prototypes and/or technical

information, and all copies and derivatives containing such Information

that may be disclosed to the Disclosing Party for and during the Business

Purpose, which a party considers proprietary or confidential.

(b) Such Confidential Information may be in any form or medium, tangible

or intangible, and may be communicated/disclosed in writing, orally, or

through visual observation orby any other means to the Receiving Party.

4. OBLIGATIONS OF THE RECEIVING PARTY The Receiving Party shall:

(a) use the Confidential Information only for the Business Purpose and shall

hold the Confidential Information in confidence using the same degree of

care as it normally exercises to protect its own proprietary information,

taking into account the nature ofthe Confidential Information, and

(b) grant access to Confidential Information only to its employees on a ‘need

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Contract Agreement for Model RFP Templates for Implementation Agencies to know basis’ and restrict such access as and when not necessary to

carry out the Business Purpose.

(c) cause its employees to comply with the provisions of this Agreement; (d) reproduce Confidential Information only to the extent essential to fulfilling

the Business Purpose, and

(e) prevent disclosure of Confidential Information to third parties;

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(f) disclose the Confidential Information to its consultants/contractors on a

need to know basis; provided that by doing so, the Receiving Party agrees

to bind such consultants/ contractors to terms at least as restrictive as

those stated herein. The Receiving Party upon making a disclosure under

this Clause shall:

(i) advise the consultants/contractors of the confidentiality obligations

imposed on them by this Clause.

(g) upon the Disclosing Party's request, the Receiving Party shall either return

to the disclosing party all Confidential Information or shall certify to the

disclosing party that all media containing Confidential Information have

been destroyed.

Provided, however, that an archival copy of the Confidential Information

may be retained in the files of the Receiving Party's counsel, solely for

the purpose of provingthe contents of the Confidential Information.

(h) not to remove any of the other Party’s Confidential Information from the

premises of the Disclosing Party without prior written approval.

(i) exercise extreme care in protecting the confidentiality of any Confidential

Information which is removed, only with the Disclosing Party’s prior

written approval, from the Disclosing Party’s premises. Each Party agrees

to comply with any and all terms and conditions the disclosing party may

impose upon any such approved removal, such as conditions that the

removed Confidential Information and all copies must be returned by a

certain date, and that no copies are to be made off of the premises.

(j) Upon the Disclosing Party’s request, the Receving Party shall promptly

return to the Disclosing Party all tangible items containing or consisting

of the disclosing party’s Confidential Information all copies thereof.

5. EXCEPTIONS TO CONFIDENTIAL INFORMATION

The foregoing restrictions on each party's use or disclosure of Confidential Information

shall not apply to the Confidential Information that the Receiving Party can

demonstrate that such Confidential Information:

(a) was independently developed by or for the Receiving Party without

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Contract Agreement for Model RFP Templates for Implementation Agencies reference to the Information, or was received without restrictions; or

(b) has become generally available to the public without breach of

confidentialityobligations of the Receiving Party; or

(c) was in the Receiving Party's possession without restriction or was known

by the Receiving Party without restriction at the time of disclosure; or

(d) is the subject of a subpoena or other legal or administrative demand

for disclosure; provided, however, that the Receiving Party has given the

disclosing party prompt

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notice of such demand for disclosure and the Receiving Party reasonably

cooperates with the disclosing party's efforts to secure an appropriate

protective order; or

(e) is disclosed with the prior consent of the disclosing party; or

(f) was in its possession or known to it by being in its use or being recorded

in its files or computers or other recording media prior to receipt from the

disclosing party and was not previously acquired by the Receiving Party

from the disclosing party under an obligation of confidence; or

(g) the Receiving Party obtains or has available from a source other than the

disclosing party without breach by the Receiving Party or such source of

any obligation of confidentiality or non-use towards the disclosing party.

6. OWNERSHIP OF THE CONFIDENTIAL INFORMATION

(a) Each Party recognizes and agrees that all of the disclosing Party’s

Confidential Information is owned solely by the Disclosing Party (or its

licensors) and that the unauthorized disclosure or use of such

Confidential Information would cause irreparable harm and significant

injury, the degree of which may be difficult to ascertain.

(b) By disclosing the Confidential Information or executing this Agreement,

Disclosing Party does not grant any license, explicitly or implicitly, under

any trademark, patent, copyright, mask work protection right, trade

secret or any other intellectual property right. The Disclosing Party

disclaims all warranties regarding the information, including all

warranties with respect to infringement of intellectual property rights and

all warranties as to the accuracy or utility of such information.

(c) Access to Confidential Information hereunder shall not preclude an

individual who has seen such Confidential Information for the purposes of

this Agreement from working on future projects for the Disclosing Party

which relate to similar subject matters, provided that such individual does

not make reference to the Confidential Information and doesnot copy the

substance of the Confidential Information during the Term. Furthermore,

nothing contained herein shall be construed as imposing any restriction

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Contract Agreement for Model RFP Templates for Implementation Agencies on the Receving Party's disclosure or use of any general learning, skills

or know-how developed by the Receving Party's personnel under this

Agreement.

(d) Execution of this Agreement and the disclosure of Confidential Information

pursuant to this Agreement do not constitute or imply any commitment,

promise, or inducement by either Party to make any purchase or sale, or

to enter into any additional agreement of any kind.

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Contract Agreement for Model RFP Templates for Implementation Agencies 7. DISPUTE RESOLUTION

[

(a) If a dispute arises in relation to the conduct of this Contract (Dispute), a

party must comply with this clause 7 before starting arbitration or court

proceedings (except proceedings for urgent interlocutory relief). After a

party has sought or obtained any urgent interlocutory relief that party

must follow this clause 7.

(b) A party claiming a Dispute has arisen must give the other parties to the

Dispute notice setting out details of the Dispute.

(c) During the 14 days after a notice is given under clause 7(b) (or longer

period if the parties to the Dispute agree in writing), each party to the

Dispute must use its reasonable efforts through a meeting of Senior

Executive (or their nominees) to resolve the Dispute. If the parties cannot

resolve the Dispute within that period then any such dispute or difference

whatsoever arising between the parties to this Contract out of or relating

to the construction, meaning, scope, operation or effect of this Contract or

the validity of the breach thereof shall be referred to a sole arbitrator to be

appointed by mutual consent of both the parties herein. If the parties

cannot agree on the appointment of the arbitrator within a period of one

month from the notification by one party to the other of existence of such

dispute, then the Arbitrator shall be appointed by the High Court of the

jurisdiction specified in this agreement. The provisions of the Arbitration

and Conciliation Act, 1996 will be applicable and the award made there

under shall be final and binding upon the parties hereto, subject to legal

remedies available under the law. Such differences shall be deemed to be

a submission to arbitration under the Indian Arbitration and Conciliation

Act, 1996, or of any modifications, Rules or re-enactments thereof. The

Arbitration proceedings will be held at the jurisdiction specified in Item

27. Any legal dispute will come under the solejurisdiction specified in Item

27.

(b) The Receving Party agrees that the Disclosing Party shall have the right to

obtain an immediate injunction enjoining any breach of this Agreement,

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Contract Agreement for Model RFP Templates for Implementation Agencies as well as the right to pursue any and all other rights and remedies

available at law or in equity for such a breach.

8. VARIATION

This Agreement may only be varied in writing and signed by both Parties.

9. WAIVER

Waiver including partial or conditional waiver, by either Party of any default by the

other Party in theobservance and performance of any provision of or obligations under

this Agreement: -

(a) shall be in writing

(b) shall not operate or be construed as a waiver of any other or subsequent

default hereof or of other provisions of or obligations under this Agreement;

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(c) shall be executed by a duly authorized representative of the Party; and

(d) shall not affect the validity or enforceability of this Agreement in any manner.

10. EXCLUSION OF IMPLIED WARRANTIES

This Agreement expressly excludes any warranty, condition or other undertaking

implied at law or by custom or otherwise arising out of any other agreement between

the Parties or any representation by either Party not contained in a binding legal

agreement executed by both Parties.

11. ENTIRE AGREEMENT This Agreement and the Annexure together constitute a complete and exclusive

statement of the terms of the agreement between the Parties on the subject hereof, and

no amendment or modification hereto shall be valid and effective unless such

modification or amendment is agreed to in writing by the Parties and duly executed by

persons especially empowered in this behalf by the respective Parties. All prior written

or oral understandings, offers or other communications of every kind pertaining to

this Agreement are abrogated and withdrawn.

12. SEVERABILITY If for any reason whatever, any provision of this Agreement is or becomes invalid, illegal

or unenforceable or is declared by any court of competent jurisdiction or any other

instrumentality to be invalid, illegal or unenforceable, the validity, legality or

enforceability of the remaining provisions shallnot be affected in any manner, and the

Parties shall negotiate in good faith with a view to agreeing to one or more provisions

which may be substituted for such invalid, unenforceable or illegal provisions, as

nearly as is practicable to such invalid, illegal or unenforceable provision. Failure to

agree upon any such provisions shall not be subject to the dispute resolution

procedure set forth under this Agreement or otherwise.

13. NO PARTNERSHIP This Agreement shall not be interpreted or construed to create an association, joint

venture or partnership between the Parties, or to impose any partnership obligation

or liability upon either Party, and neither Party shall have any right, power or

authority to enter into any agreement or undertaking for, or act on behalf of, or to act

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Contract Agreement for Model RFP Templates for Implementation Agencies as or be an agent or representative of, or to otherwise bind, the other Party except as

expressly provided under the terms of this Agreement.

14. THIRD PARTIES This Agreement is intended solely for the benefit of the Parties and their respective

successors and permitted assigns, and nothing in this Agreement shall be construed to

create any duty to, standard of care with reference to, or any liability to, any person

not a Party to this Agreement.

15. SUCCESSORS AND ASSIGNS The Agreement shall be binding on and shall inure to the benefit of the Parties and their

respective successors and permitted assigns.

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16. NOTICES

Any notice or other communication to be given by any Party to the other Party under

or in connection with the matters contemplated by this Agreement shall be in writing

and shall be given by hand delivery, recognized courier, registered post, email or

facsimile transmission and delivered or transmitted to the Parties at their respective

addresses set forth below:

If to Purchaser:

Attn: <***>

Tel:

Fax:

Email:

Contact:

With a copy to:

If to the Implementation Agency:

Attn. <***> Phone: <***> Fax No. <***>

17. LANGUAGE

All notices required to be given by one Party to the other Party and all other

communications, documentation and proceedings which are in any way relevant to

this Agreement shall be in writing and in the English language.

18. COUNTERPARTS

This Agreement may be executed in counterparts, each of which, when executed and

delivered, shall constitute an original of this Agreement.

19. MITIGATION

Without prejudice to any express provisions of this Agreement on any mitigation

obligations of the Parties, each of the Purchaser and the Implementation Agency shall

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Contract Agreement for Model RFP Templates for Implementation Agencies at all times take all reasonable steps to minimize and mitigate any loss for which the

relevant Party is entitled to bring a claim against the other Party pursuant to this

Agreement.

20. REMOVAL OF DIFFICULTIES

The Parties acknowledge that it is conceivable that the Parties may encounter

difficulties or problems in the course of implementation of the Project and the

transactions envisaged under this Agreement. The

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Parties agree and covenant that they shall mutually discuss such difficulties and

problems in good faithand take all reasonable steps necessary for removal or resolution

of such difficulties or problems.

IN WITNESS WHEREOF THE PARTIES HAVE EXECUTED AND DELIVERED THIS

AGREEMENT AS OF THE DATE FIRST ABOVE WRITTEN.

SIGNED, SEALED AND DELIVERED

For and on behalf of the

Implementation Agency by:

SIGNED, SEALED AND DELIVERED

For and on behalf of the Purchaser by:

(Signature)

(Name)

(Designati

on)

(Address)

(Fax No.)

(Signature) (Name) (Designation)(Address) (Fax No.)

In the presence of: 1.

2.

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SERVICE LEVEL AGREEMENT

THIS AGREEMENT is made on this the <***> day of <***> 20 at <***>, India.

BETWEEN


---------------------------------- India hereinafter referred to as ‘Purchaser’ or ‘Buyer’,

which expression shall, unless the context otherwise requires, include its permitted

successors and assigns);

AND

<***>, a Company incorporated under the Companies Act, 1956, having its registered

office at <***> (hereinafter referred to as ‘the Implementation Agency/IA’ which

expression shall, unless the context otherwise requ ires, include its permitted

successors and assigns).



WHEREAS:

1. Purchaser is desirous to implement the project of -----.

2. The Buyer and Implementation Agency have entered into a Master Services Agreement dated

<***> (the “MSA”).


representations and provisions set forth herein, the Parties hereto agree as follows:

1. DEFINITIONS AND INTERPRETATION

1.1 Definitions

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Contract Agreement for Model RFP Templates for Implementation Agencies Terms and expressions used in this Agreement (including the Introduction) shall have

the meanings set out in Annexure A.

1.2 Interpretation In this Agreement, unless otherwise specified:

(a) references to Clauses, Sub-Clauses, Paragraphs and Schedules are to

clauses, sub- clauses, paragraphs of and schedules to this Agreement;


(c) references to a ‘company’ shall be construed so as to include any

company, corporation or other body corporate, wherever and however

incorporated or established;

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partnership (whether or not having separate legal personality);

(e) a reference to any statute or statutory provision shall be construed as

a reference tothe same as it may have been, or may from time to time be,





(other than a Sunday) on which banks in the state of are generally

open for business;

(h) references to times are to Indian Standard Time; (i) a reference to any other document referred to in this Agreement is a




ignored in the interpretation of this Agreement.

1.3 Measurements and Arithmetic Conventions All measurements and calculations shall be in the metric system and calculations done

to 2 (two) decimal places, with the third digit of 5 (five) or above being rounded up

and below 5 (five) being rounded down except in money calculations where such

amounts shall be rounded off to the nearest INR.

1.4 Ambiguities within Agreement

In case of ambiguities or discrepancies within this Agreement, the following principles shall apply:

(a) as between two Clauses of this Agreement, the provisions of a specific

Clause relevant to the issue under consideration shall prevail over those

in a general Clause;

(b) as between the provisions of this Agreement and the Schedules, the

Agreement shall prevail, save and except as expressly provided otherwise

in the Agreement or the Schedules; and

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Contract Agreement for Model RFP Templates for Implementation Agencies (c) as between any value written in numerals and that in words, the value in

words shall prevail.

1.5 Priority of agreements The Parties hereby expressly agree that for the purpose of giving full and proper effect

to this Agreement, the MSA and this Agreement shall be read together and construed

harmoniously. In the event of any conflict between the MSA and this Agreement, the

provisions contained in the MSA shall prevail over this Agreement.

2. STRUCTURE This SLA shall operate as a legally binding services agreement specifying terms which apply to the

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Parties in relation to the provision of the Services by the Implementation Agency to the

Buyer and itsnominated agencies under this Agreement and the MSA.

3. OBJECTIVES OF THIS SLA The Implementation Agency shall be required to ensure that the Service Levels which

shall ensure thefollowing:

(a) Improving the efficiency of operations for the Purchaser.

(b) Leveraging the benefits in new system in order to:

(i) Reduce of manual records and replace with computerized

standardized documents.

(ii) Infuse transparency in operations by enabling the stakeholders to

have easy access to the records and provision of login ids and

biometrics to infuse accountability in operations

(iii) Enable faster request processing in delivery of services with better

turnaround time.

(iv) Facilitate automated data transfer with state-wide connectivity to

prevent unnecessary duplication & simplify preparation of registers

and reports.

(v) Generate meaningful MIS from the system.

(vi) Provide inbuilt mechanism of security and quality control for crucial

dealer data. To meet the aforementioned objectives the Implementation Agency will

provide the Service Levels in accordance with the performance metrics as set out in

detail in this Agreement. Further this Agreement shall govern the provision of the

contracted services of the Implementation Agency to the Purchaserand its nominated

agencies after the Go-Live Date.

4. SCOPE OF SLA

This Agreement has been executed in relation to the outsourcing portion of the

Project between the Parties. The detailed Service Levels have been set out in Annexure

B to this Agreement.

This Agreement shall ensure the following:

(a) Establishment of mutual responsibilities and accountability of the Parties;

(b) Definition each Party’s expectations in terms of services provided;

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Contract Agreement for Model RFP Templates for Implementation Agencies (c) Establishment of the relevant performance measurement criteria;

(d) Definition of the availability expectations;

(e) Definition of the escalation process;

(f) Establishment of trouble reporting single point of contact; and

(g) Establishment of the framework for SLA change management

The following parties are obligated to follow the procedures as specified by this Agreement:

(a) Buyer

(b) Implementation Agency

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5. AGREEMENT OWNERS

The following personnel shall be notified to discuss the Agreement and take into

consideration any proposed SLA change requests:

Title Telephone Email

Buyer Authorized Representative, Purchaser

<***> <***>

Implementatio n Agency

<***> <***> <***>

6. CONTACT LIST

In the event that there is any change in the listed contacts, the same shall be

communicated and updated prior to such change occurring. The Single Point of Contact

(“POC”) for the Implementation Agency shall be <***> and will be available 24X7.

Name Title Location Telephone Buyer Authorised

Representative, Purchaser

<***> <***>

Implementation

Agency

<***> <***> <***>

7. PRINCIPAL CONTACTS

The Buyer and the Implementation Agency will nominate a senior staff member to be

the principal contact regarding operation of this Agreement. At the date of signing of

this Agreement, the nominated principal contacts are:

Buyer principal contact: _ _

Implementation Agency principal contact: _

8. COMMENCEMENT AND DURATION OF THIS AGREEMENT

Agreement shall commence on the date of Go-Live (hereinafter the “SLA Effective

Date”) and shall, unless terminated earlier in accordance with its terms or unless

otherwise agreed by the Parties, expireon the date on which this Agreement expires or

terminates, which shall be a period of <insert period of O&M> years starting from <the

date of the Final Acceptance Test.>

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Contract Agreement for Model RFP Templates for Implementation Agencies 9. EXCLUSIONS TO THE AGREEMENT

This Agreement shall not govern the following services:

(a) Consulting services; and

(b) Implementation Agency’s business processes not related to the Project.

10. TERMS OF PAYMENT AND PENALTIES

(a) In consideration of the Services and subject to the provisions of the

MSA and thisAgreement, the Buyer shall pay the amounts in accordance

with the Terms of Payment

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Schedule of the MSA.

(b) For the avoidance of doubt, it is expressly clarified that the Buyer and/or

its nominated agencies may also calculate a financial sum and debit the

same against the terms of payment as defined in the Terms of Payment

Schedule of the MSA as a result of the failure of the Implementation

Agency to meet the Service Levels as set out in Annexure B of this

Agreement, such sum being determined in accordance with the terms of

the Service as set out in Annexure B of this Agreement.

11. UPDATING OF THIS AGREEMENT (a) The Parties anticipate that this Agreement shall need to be re-evaluated

and modified to account for changes in work environment and technology

from time to time. Hence they herby agree to revise the terms of the

Agreement on an annual basis.

(b) The Parties hereby agree upon the following procedure for revising this Agreement:

(i) Any and all changes to this Agreement will be initiated in writing

between the Buyer and the Implementation Agency, The service

levels in this Agreementshall be considered to be standard for the

Buyer and shall only be modified if both Parties agree to an

appended set of terms and conditions;

(ii) Only the Buyer or the Implementation Agency may initiate a revision

to this Agreement;

(iii) A notice of the proposed revision (“SLA Change Request”) shall

be served tothe Buyer or the Implementation Agency as the case

may be;

(iv) The SLA Change request would be deemed to be denied in case it

is not approved within a period of <***> days;

(v) In the event that Buyer/Implementation Agency approves of the

suggested change the change shall be communicated to all the

Parties and the SLA Change request would be appended to the

Agreement;

(vi) The Buyer shall update and republish the text of Agreement

annually to include all the SLA Change Requests that have been

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Contract Agreement for Model RFP Templates for Implementation Agencies appended to the Agreement during the course of the year. Such

republished Agreement shall be circulated to all the Parties within

<***> days of such change taking place. 12. DOCUMENT HISTORY All revisions made to this Agreement shall be listed in chronological order as per

the format set out below and a copy of the same shall be provided to the Parties:

Version Date Description of changes <***> <***> <***>

13. SCOPE OF SERVICES (a) The Implementation Agency shall ensure that Services are available

at various

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locations as per the requirements of the project;

(b) The Implementation Agency shall provide support services for addressing

problems related to the provision of services of the selected bidder through

the POC. Such POC shall be available over telephone on <***> number 24

hours a day, 7 days a week

(c) The Implementation Agency guarantees that he shall achieve the Service

Levels for the Project;

(d) The Implementation Agency shall be liable to Service Credits in case of

failure to comply with the Service Levels. However any delay not

attributable to the Implementation Agency shall not be taken into

account while computing adherence tothe Service Levels.

14. PERFORMANCE REVIEW The POC’s of both the Buyer and the Implementation Agency shall meet on a quarterly

basis to discuss priorities, service levels and system performance. Additional meetings

may be held at the request of either the Implementation Agency or the Buyer. The

agenda for these meetings shall be as follows:

(a) Service performance;

(b) Review of specific problems/exceptions and priorities; and

(c) Review of the operation of this Agreement and determine corrective action

to overcome deficiencies.

15. REPRESENTATIONS AND WARRANTIES OF BUYER The Buyer hereby represents and warrants to the Implementation Agency as follows:

(a) it has full power and authority to execute, deliver and perform its

obligations under this Agreement and to carry out the transactions

contemplated herein and that it has taken all actions necessary to execute

this Agreement, exercise its rights and perform its obligations, under this

Agreement and carry out the transactions contemplated hereby;

(b) it has taken all necessary actions under Applicable Law to authorize the

execution, delivery and performance of this Agreement and to validly

exercise its rights and perform its obligations under this Agreement;

(c) it has the financial standing and capacity to perform its obligations under

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Contract Agreement for Model RFP Templates for Implementation Agencies the Agreement;

(d) this Agreement has been duly executed by it and constitutes a legal, valid

and binding obligation enforceable against it in accordance with the terms

hereof and its obligations under this Agreement shall be legally valid,

binding and enforceable obligations against it in accordance with the

terms thereof;

(e) the execution, delivery and performance of this Agreement shall not

conflict with, result in the breach of, constitute a default under, or

accelerate performance required by any of the Applicable Laws or any

covenant, contract, agreement, arrangement, understanding, decree or

order to which it is a party or by which it or any of its

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properties or assets is bound or affected;

(f) there are no actions, suits or proceedings pending or, to its knowledge,

threatened against it at law or in equity before any court or before any

other judicial, quasi-judicialor other authority, the outcome of which may

result in the default or breach of this Agreement or which individually or

in the aggregate may result in any material impairment of its ability to

perform its material (including any payment) obligations under this

Agreement;

(g) it has no knowledge of any violation or default with respect to any order,

writ, injunction or any decree of any court or any legally binding order of

any Government Instrumentality which may result in any material

adverse effect on the Implementation Agency’s ability to perform its

obligations under this Agreement and no fact or circumstance exists which

may give rise to such proceedings that would adversely affect the

performance of its obligations under this Agreement.

16. REPRESENTATIONS AND WARRANTIES OF THE IMPLEMENTATION AGENCY

The Implementation Agency hereby represents and warrants to the Buyer as follows:

(a) it is duly organized and validly existing under the laws of India, and has

full power and authority to execute and perform its obligations under this

Agreement and to carry out the transactions contemplated hereby;

(b) it has taken all necessary corporate and other actions under Applicable

Laws to authorize the execution and delivery of this Agreement and to

validly exercise its rights and perform its obligations under this

Agreement;

(c) this Agreement has been duly executed by it and constitutes its legal, valid

and binding obligation, enforceable against it in accordance with the

terms hereof, and its obligations under this Agreement shall be legally

valid, binding and enforceable obligations against it in accordance with

the terms hereof;

(d) the execution, delivery and performance of this Agreement shall not

conflict with, result in the breach of, constitute a default under, or

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Contract Agreement for Model RFP Templates for Implementation Agencies accelerate performance required by any of the terms of its Memorandum

and Articles of Association or any Applicable Laws or any covenant,

contract, agreement, arrangement, understanding, decree or order to

which it is a party or by which it or any of its properties or assets is bound

or affected;

(e) there are no actions, suits, proceedings, or investigations pending or, to

its knowledge, threatened against it at law or in equity before any court or

before any other judicial, quasi-judicial or other authority, the outcome of

which may result in the breach of this Agreement or which individually or

in the aggregate may result in any material impairment of its ability to

perform any of its material obligations under this Agreement;

(f) it has no knowledge of any violation or default with respect to any order,

writ, injunction or decree of any court or any legally binding order of

any government instrumentality

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which may result in any material adverse effect on its ability to perform its

obligations under this Agreement and no fact or circumstance exists which

may give rise to such proceedings that would adversely affect the

performance of its obligations under this Agreement;

(g) it has complied with Applicable Law in all material respects and has not

been subject to any fines, penalties, injunctive relief or any other civil or

criminal liabilities which in the aggregate have or may have a material

adverse effect on its ability to perform its obligations under this

Agreement;

(h) no representation or warranty by it contained herein or in any other

document furnished by it to the Buyer or to any government

instrumentality in relation to the Required Consents contains or shall

contain any untrue or misleading statement of material fact or omits or

shall omit to state a material fact necessary to make such representation

or warranty not misleading; and

(i) no sums, in cash or kind, have been paid or shall be paid, by it or on its

behalf, to any person by way of fees, commission or otherwise for entering

into this Agreement or for influencing or attempting to influence any officer

or employee of the Buyer in connection therewith.

17. INDEMNITIES The Parties agree to indemnify each other under this Agreement in accordance with the

terms and principles set out in the MSA.

18. DISPUTE RESOLUTION Any dispute, difference or claim arising out of or in connection with the Agreement

which is not resolved amicably shall be decided in accordance with the dispute

resolution procedure as set out in the MSA.

19. MISCELLANEOUS (a) Assignment and charges

This Agreement shall be binding on and ensure for the benefit of each Party’s

successors in title. No Party shall assign or declare any trust in favour of a third party

over, all or any part of the benefit of, orits rights or benefits under, this Agreement.

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Contract Agreement for Model RFP Templates for Implementation Agencies (b) Governing law and jurisdiction This Agreement shall be construed and interpreted in accordance with and governed

by the laws of India, and the courts at the State of shall have jurisdiction over

matters arising out of or relating

to this Agreement.

(c) Waiver of sovereign immunity

The Parties unconditionally and irrevocably:

(i) agree that the execution, delivery and performance by them of the

Agreement constitute commercial acts done and performed for commercial

purpose;

(ii) agree that, should any proceedings be brought against a Party or its assets, property or

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revenues in any jurisdiction in relation to the Agreement or any transaction

contemplated by the Agreement, no immunity (whether by reason of

sovereignty or otherwise) from such proceedings shall be claimed by or on

behalf of such Party with respect to its assets;

(iii) waive any right of immunity which it or its assets, property or revenues now

has, may acquire in the future or which may be attributed to it in any

jurisdiction; and

(iv) consent generally to the enforcement of any judgment or award against it in

any such proceedings to the giving of any relief or the issue of any process in

any jurisdiction in connection with such proceedings (including the making,

enforcement or execution against it or in respect of any assets, property or

revenues whatsoever irrespective of their use or intended use of any order or

judgment that may be made or given in connection therewith).

(d) Variation This Agreement may only be varied in writing and signed by both Parties.

(e) Waiver

(i) Waiver including partial or conditional waiver, by either Party of any default

by the other Party in the observance and performance of any provision of or

obligations under thisAgreement:-

• shall be in writing

• shall not operate or be construed as a waiver of any other or

subsequent default hereof or of other provisions of or obligations

under this Agreement;

• shall not be effective unless it is in writing and executed by a duly

authorized representative of the Party; and

• shall not affect the validity or enforceability of this Agreement in any manner.

(f) Exclusion of implied warranties

This Agreement expressly excludes any warranty, condition or other undertaking

implied at law or by custom or otherwise arising out of any other agreement between

the Parties or any representation by either Party not contained in a binding legal

agreement executed by both Parties.

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(g) Survival (i) ermination or expiration of the Term shall:

• not relieve the Implementation Agency or the Buyer, as the case may be,

of any obligations hereunder which expressly or by implication survive

hereof; and

• except as otherwise provided in any provision of this Agreement expressly

limiting the liability of either Party, not relieve either Party of any

obligations or liabilities for loss or damage to the other Party arising out

of, or caused by, acts or omissions of such Party prior to the effectiveness

of such termination or expiration or arising out of such termination or

expiration.

(ii) All obligations surviving termination or expiration of the Term shall cease on

termination or expiration of the Term----

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(h) Entire Agreement

This Agreement and the Annexure together constitute a complete and exclusive

statement of the terms of the agreement between the Parties on the subject hereof, and

no amendment or modification hereto shall be valid and effective unless such

modification or amendment is agreed to in writing by the Parties and duly executed by

persons especially empowered in this behalf by the respective Parties. All prior written

or oral understandings offers or other communications of every kind pertaining to this

Agreement are abrogated and withdrawn.

(i) Severability If for any reason whatever, any provision of this Agreement is or becomes invalid, illegal

or unenforceable or is declared by any court of competent jurisdiction or any other

instrumentality to be invalid, illegal or unenforceable, the validity, legality or

enforceability of the remaining provisions shallnot be affected in any manner, and the

Parties shall negotiate in good faith with a view to agreeing to one or more provisions

which may be substituted for such invalid, unenforceable or illegal provisions, as

nearly as is practicable to such invalid, illegal or unenforceable provision. Failure to

agree upon any such provisions shall not be subject to the dispute resolution

procedure set forth under this Agreement or otherwise.

(j) No partnership This Agreement shall not be interpreted or construed to create an association, joint

venture or partnership between the Parties, or to impose any partnership obligation

or liability upon either Party, and neither Party shall have any right, power or

authority to enter into any agreement or undertaking for, or act on behalf of, or to act

as or be an agent or representative of, or to otherwise bind, the other Party except as

expressly provided under the terms of this Agreement.

(k) Third parties This Agreement is intended solely for the benefit of the Parties and their respective

successors and permitted assigns, and nothing in this Agreement shall be construed to

create any duty to, standard of care with reference to, or any liability to, any person

not a Party to this Agreement.

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(l) Notices

Any notice or other communication to be given by any Party to the other Party under

or in connection with the matters contemplated by this Agreement shall be in writing

and shall be given by hand delivery, recognized courier, registered post, email or

facsimile transmission and delivered or transmitted to the Parties at their respective

addresses set forth below:

If to Purchaser: Attn: <***>

Tel:

Fax:

Email:

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Contact:

With a copy to:

If to the Implementation Agency:

Attn. <***> Phone: <***>

Fax No. <***>

(m) Language

All notices required to be given by one Party to the other Party and all other

communications, documentation and proceedings which are in any way relevant to

this Agreement shall be in writing and in the English language.

(n) Counterparts This Agreement may be executed in two counterparts, each of which, when executed

and delivered, shall constitute an original of this Agreement.

(o) Mitigation Without prejudice to any express provisions of this Agreement on any mitigation

obligations of the Parties, each of the Buyer and the Implementation Agency shall at

all times take all reasonable steps to minimize and mitigate any loss for which the

relevant Party is entitled to bring a claim against the other Party pursuant to this

Agreement.

(p) Removal of Difficulties

The Parties acknowledge that it is conceivable that the Parties may encounter

difficulties or problems in the course of implementation of the Project and the

transactions envisaged under this Agreement. The Parties agree and covenant that they

shall mutually discuss such difficulties and problems in good faith and take all

reasonable steps necessary for removal or resolution of such difficulties or problems.

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IN WITNESS WHEREOF THE PARTIES HAVE EXECUTED AND DELIVERED THIS

AGREEMENT AS OF THE DATE FIRST ABOVE WRITTEN.

SIGNED, SEALED AND DELIVERED SIGNED, SEALED AND DELIVERED

For and on

Agency by:

behal f

of the Implementati on

For and on behalf of the Buyer by:

(Signature) (Name) (Designatio n) (Address) (Fax No.)

(Signature) (Name) (Designation) (Address) (Fax No.)

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ANNEXURE A – DEFINITIONS

Agreement means this Service Level agreement together with all Articles, Annexures, Schedules and the contents and specifications of the RFP;

Applicable Law(s)

means any statute, law, ordinance, notification, rule,

regulation, judgment, order, decree, bye-law, approval,

directive, guideline, policy, requirement or other governmental

restriction or any similar form of decision of, or determination

by, or any interpretation or administration of the Purchaser as

may be in effect on the date of the execution of this Agreement

and during the subsistence thereof, applicable to the Project;

Business Hours shall mean the working time for Purchaser users which is 9:30

AM to 5:30 PM daily. Again for Web Server and other

components which enable successful usage of web portals of,

Purchaser, the working time should be considered as 24 hours

for all the days of the week. It is desired that IT maintenance,

other batch processes (like backup) etc. should be planned so that such backend activities have minimum effect on the performance;

Effective Date shall have the same meaning ascribed to it in Clause 8; MSA shall have the same meaning ascribed to it in Recital 2; Parties means the Buyer and Implementation Agency for the purposes

of this Agreement; “Party” shall be interpreted accordingly;

POC shall have the same meaning ascribed to it in Clause 6 Project shall have the same meaning ascribed to it in Recital 1; SLA

Chang e Request

shall have the same meaning ascribed to it in Clause 11 (b) (iii);

Service Level means the level of service and other performance criteria

which will apply to the Services as set out in the SLA

parameters effective during the Term of this Agreement;

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Contract Agreement for Model RFP Templates for Implementation Agencies Term or Agreement

Means the duration of this Agreement as set out in Clause 8 of this

Period Agreement. Application Response Time

Defined as time the system takes to fetch requested (a form or a report) from

the server.

Uptime

Uptime refers availability of application/system as per

terms of SLA. “% Uptime” means ratio of ‘up time’ (in

minutes) in a month to Total time (in minutes) in a month

multiplied by 100;

Time lost due to following reasons shall NOT BE counted in Uptime or TOTAL TIME while calculating Uptime requirement:

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(1) the scheduled outages planned in advance for the Purchaser

(2) time lost due to power or environment failures(in

case the backup power is not within the scope of

work of the SI)

(3) time lost due to damage or malfunction of the

equipment or any of the units thereof due to causes

attributable to the Purchaser, such as attachment of

additional devices without permission of SI.

The Implementation Agency shall not be responsible for failure

of any Service Levels in accordance with this Agreement if such

failure is caused due to reasons attributable to, or failure of

the Purchaser to perform its or

their obligations or for force majeure event.

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ANNEXURE B – SERVICE LEVELS

SLA will be calculated as per Annexure -II (RFP Part 1)

The penalty for non-achievement of SLA requirements shall be calculated on a <quarterly/periodic> basis as indicated below for all services to be provided:

The <quarterly> penalty indicated above should not exceed <12%> of the value of services (i.e. each line item) provided for that performance period.

The overall penalty for a service performance period should be limited to <10%> of the value of services provided for that performance period.