ICSI/IT: RFP For Development and Implementation of Mobile App for Professional Development Activities Page 1 ICSI HQ: ICSI HOUSE, 22, INSTITUTIONAL AREA, LODI ROAD, NEW DELHI-110003 ICSI NOIDA OFFICE: ICSI House, C-36, SECTOR-62, NOIDA-201309 (UP) ICSI/IT/Mob App/PD Activities/2020/06 June 19, 2020 Sub: Request for Proposal (RFP) for Development and Implementation of Mobile App for Professional Development Activities. Disclaimer: Due to present situation of lockdown due to pandemic of Coronavirus (COVID-19) in India, last date for submission of bid and date for opening of bids may be changed. Such changes, if any, shall be notified on ICSI’s website ( www.icsi.edu) and/or Central Public Procurement Portal (CPPP) (https://eprocure.gov.in/epublish/app). The notice of such changes will be binding on all the Bidders. S.No. Important Date & Information 1. RFP Publish Date June 19, 2020 2. Cost of RFP Rs.236/- (Rs.200/- + Rs.36/- for 18% GST) (Rupees Two Hundred Thirty Six Only) 3. Earnest Money Deposit (EMD) Rs.20,000/- (Rupees Twenty Thousand only) 4. Last date and time for sending Pre-Bid Queries through email (*) All queries has to be sent at Email ID: [email protected] by 2:00 PM on June 25, 2020. 5. Replies of Pre Bid queries If any, will be uploaded on the following website/portal on or after June 26, 2020 by 1:00 PM website of the Institute (www.icsi.edu) and/or Central Public Procurement Portal (CPPP) (https://eprocure.gov.in/epublish/app) 6. Last Date and Time for Submission of Bids on or before July 03, 2020 by 2:00 PM 7. Address for submission of Bids The Institute of Company Secretaries of India, ICSI House, C – 36, (Ground Floor Reception: Tender Box of Dte. of Purchase) Sector – 62, Noida – 201309. Note: The technical bid soft copy (complete in all respect) is also to be submitted by the bidders through downloadable link and such download link is to be shared on the following email ids: [email protected]. Financial bid (soft copy) is not to be submitted by email till further notification.
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ICSI/IT: RFP For Development and Implementation of Mobile App for
Professional Development Activities Page 1
ICSI HQ: ICSI HOUSE, 22, INSTITUTIONAL AREA, LODI ROAD, NEW DELHI-110003
ICSI/IT/Mob App/PD Activities/2020/06 June 19, 2020
Sub: Request for Proposal (RFP) for Development and Implementation of Mobile
App for Professional Development Activities.
1. INTRODUCTION:
The Institute of Company Secretaries of India (ICSI / Institute) is a statutory body
constituted under an Act of Parliament i.e. the Company Secretaries Act, 1980 for the
regulation and development of the profession of Company Secretaries. It functions
under the overall administrative jurisdiction of Ministry of Corporate Affairs,
Government of India, and its Headquarters is located at “ICSI House”, 22 Institutional
Area, Lodi Road, New Delhi-110 003. Some of the Directorates of the ICSI are
functioning from its Noida Office at “ICSI House”, C-36, Sector - 62, Noida, Uttar
Pradesh-201309.
The Institute is governed under (i) Company Secretaries Act, 1980; (ii) Company
Secretaries Regulations 1982 as amended from time to time and the Rules framed
there under by the Central Government.
The Institute is the only authorized professional body in India to make provision for
the regulation and development of the profession of Company Secretaries with the
vision to be a global leader in promoting good Corporate Governance and with a
mission to develop a high caliber professionals facilitating good Corporate
Governance. Any person intending to become a “Company Secretary” has to enroll
himself for the course offered by the Institute, get the eligibility to appear in the
examinations conducted by the Institute, pass the examinations and acquire the
prescribed experience and practical training as prescribed by the Institute. The
Institute conducts the course of Company Secretary-ship on All India basis and awards
the certificate bestowing the designation of Company Secretary (CS) to a candidate
qualifying for its membership.
The major contribution of Company Secretary (CS) is in the corporate sector.
Company Secretary (CS) is an important profession aiding for the efficient
ICSI/IT: RFP For Development and Implementation of Mobile App for
Professional Development Activities Page 5
management of the corporate sector. Company Secretary (CS) has to interact,
coordinate, integrate and cooperate with various functional heads in a company.
ICSI invites Request for Proposal (RFP) from interested bidders’ for the Procurement of "Development and Implementation of Mobile App for Professional
Development Activities” as per enclosed RFP document. Sealed RFP are invited by
the ICSI for “Development and Implementation of Mobile App for Professional
Development Activities” for its office at “ICSI House”, C-36, Sector - 62, Noida, Uttar
Pradesh-201309 or any other offices.
DEFINITIONS
i) The “ICSI” / “Institute” means THE INSTITUTE OF COMPANY
SECRETARIES OF INDIA, New Delhi. ii) The “Contract” means Agreement for Development and
Implementation of Mobile App for Professional Development
Activities, which the bidder is required to provide to the ICSI under the
Contract through this RFP.
iii) “Bidder” or “Tenderer” means the agency/firm that is engaged in the business of Development and Implementation of Mobile App for
Professional Development Activities and applies in response to this
notice inviting RFP.
iv) “Vendor” mean the successful bidder who is engaged by ICSI to Development and Implementation of Mobile App for Professional
Development Activities through this RFP process by entering into the
contract with the ICSI. v) The words “Bid”, “RFP”, “Quotation”, “Tender” to be read intra alia
and the words have been used inter-changeably. Therefore the words
may be understood and interpreted correctly as may be best applicable. vi) The words “Bidder”, “Tenderer” to be read intra alia and the words have
been used inter-changeably. Therefore the words may be understood
and interpreted correctly as may be best applicable.
vii) The words “Contract”, “Agreement”, “Order” to be read intra alia and
the words have been used inter-changeably. Therefore the words may
be understood and interpreted correctly as may be best applicable.
viii) “Party” means ICSI or Vendor individually and “Parties” shall mean ICSI
and Vendor collectively.
ix) “Letter of Intent” means the communication of the intention of the ICSI to
the vendor for the award of work read with RFP documents.
x) “Work Order” means the order placed by the ICSI to the vendor signed
by the authorized officer of ICSI including all attachments and appendices
thereto and all documents incorporated by reference therein. Work order
along with the Letter of Intent if any and RFP documents and the agreement
constitutes the contract.
ICSI/IT: RFP For Development and Implementation of Mobile App for
Professional Development Activities Page 6
The terms and conditions governing the RFP are as under:
1. The RFP document may be obtained during working hours from June 19, 2020
to July 03, 2020 (till 01.00 PM) on all working days of ICSI-HQ on payment
of Rs.236/- (Rs.200/- + 18% GST) (non-refundable) from the Reception
Counter of the Institute on cash payment or by submitting a demand draft in favor of “The Institute of Company Secretaries of India”, payable at New
Delhi.
2. The RFP document can also be downloaded from the website of the Institute
(www.icsi.edu) or Central Public Procurement Portal (CPPP)
(https://eprocure.gov.in/epublish/app) for which bidder would be required to enclose a demand draft of Rs.236/- (Rs.200/- + 18% GST) (non-
refundable) towards the cost of the RFP document along with their quotes,
failing which the RFP shall not be entertained and shall be out rightly
rejected. If any discrepancies found in the downloaded version of the RFP,
the latest version of the RFP document published by the Purchase cell of the Institute through website notification [Institute’s website: www.icsi.edu or
Central Public Procurement Portal (CPPP):
https://eprocure.gov.in/epublish/app] will be treated as authentic correct
3. Please note both Technical Bid and Commercial Bid need to be
submitted together but in separate envelope. No separate
communication in this regard will be entertained.
4. The BID should comprise of two sealed covers. The First sealed cover should
contain "TECHNICAL BID" PART A (i.e. Cost of RFP and EMD, stamped and
signed on each page of the RPF Document, technical details as per the requirements in this RFP along with literature, pamphlets, drawing etc. and
soft copy in USB Drive / CD). The Second sealed cover should contain
"COMMERCIAL BID" PART B with Soft Copy in excel format as per the
Commercial Bid Format in USB Drive / CD. Both the sealed envelopes
bearing No. 1 and 2 are to be put in the main envelop i.e. Envelop No.3 duly
super-scribed “Bid for Development and Implementation of Mobile App
for Professional Development Activities”.
(Note: The bidders having valid registration with NSIC/MSME may avail
exemption from submission of EMD but must enclose valid NSIC /
MSME certificate/document instead of EMD demand draft. However, all
bidders irrespective of their registration with NSIC/MSME have to
12. Detail of Contact Persons authorized by the bidder ______________________
to execute documents on its behalf, with ICSI
(Designation, Tel, E-Mail) ______________________
13. List of clients to whom services in last 2 year provided with details of company, value of
business, concerned person name & his telephone no. (Please attach full details)
_____________________
14. Current similar assignments on hand, if any _____________________
15. Turnover in last three financial years, _____________________
i.e. Year 2018-19, 2017-18 and 2016-17. _____________________
16. Paid up capital of the Company. ___________________
17. Any other Relevant Information _______________________
(e.g. Number of Years of Experience in similar line of business / Turnover for last Financial
year)
I/We hereby declare and affirm that I/we have read and understood the terms and conditions
of this tender/quotation/NIT as stipulated in the tender notice No.________________.
Accordingly, I/ we accept the terms and conditions and hereby offer the rates for
“___________________(name of the work or supply)” as per Financial Bid (Part ‘C’).
Signature ________________
(Authorized signatory of the agency)
Name of the bidder________________
Date_________ Official seal of bidder ______________
NOTE: Please submit all supporting documents (self-attested photocopy)
wherever applicable in support of the information furnished above with seal and
signature of the bidder’s authorized representative.
ICSI/IT: RFP For Development and Implementation of Mobile App for
Professional Development Activities Page 38
2. Technical Bid Response Sheet
Sl.
No.
Eligibility Criteria Documents /
Information to be
provided in the
submitted proposal
Response Documents
submitted
with
reference
page no.
1. The bidder must be
incorporated and
registered in India under
the Indian Companies
Act 1956 or 2013 and
should have been
operating in India
Certificate of
Incorporation / Copy
of Registration
Certificate (s)
2. Copy of Articles of
Association and
Memorandum of
Association.
Documentary proof to
be submitted
3. The bidder must be a
profit making company
since the last three
financial years: (2018 -
2019, 2017 – 2018, 2016 –
2017)
Audited P&L
statement and
Balance sheet of all
the three years i.e.
2018 - 2019, 2017 –
2018, 2016 – 2017.
4. Average of the annual
turnover of the bidder for
the last 3 years (FY 2018-
19, 2017-18, 2016-17)
should not be less than INR 1.50 Crores. Audited
financial P&L statements
and Balance Sheet to be
enclosed.
Audited P&L
statement and
Balance sheet of all
the three years i.e.
2018 – 2019, 2017 –
2018, 2016 – 2017.
5. Power of Attorney /
Board Resolution for
signing the bid, letters
etc. on behalf of the
Bidder.
Power of Attorney in
favor of the
Authorized Signatory
by the Competent
Authority of the
Bidder.
ICSI/IT: RFP For Development and Implementation of Mobile App for
Professional Development Activities Page 39
6. The bidder should have
on his pay roll minimum 25 relevant technical
manpower (System
Analyst/Software
developers) in additional
to other manpower for
the proper execution of
the contract.
Declaration from
Authorized Signatory
on the Bidder’s
Business Letter Head.
7. The Bidder must have not
been blacklisted by
Central/ State
Government Ministry/
Department/
PSU/Government
Company.
The Bidder must not be
under any legal action for
indulging in corrupt
practice, fraudulent
practice, coercive
practice, undesirable
practice or restrictive
practice with any Indian
Central/ State
Government
Ministry/Department/
PSU/ Government
Company in last 5 years.
Declaration from
Authorized Signatory
on the Bidder’s
Business Letter Head.
8. The Bidder/Applicant
must not have been
declared bankrupt /
insolvent or should not
have filed for bankruptcy
/ insolvency in the past
five years or in the
process of being
declared bankrupt /
insolvent before any
designated authority in
any country.
Declaration from
Authorized Signatory
on the Bidder’s
Business Letter Head.
ICSI/IT: RFP For Development and Implementation of Mobile App for
Professional Development Activities Page 40
9. Bidders should have
support office
operational in the Delhi-
NCR
Relevant address
proof (Electricity
Bill, Rent
Agreement) for the
same to be
provided. The same
may be verified by
ICSI at any time.
10. The Bidder must have at
least 5 years of relevant
experience and must
have developed at least
three same types of
applications to Customer
in India or abroad.
1. Work order with
order value detailing
the scope. OR
2. Agreement copy
defining the scope &
value. OR
3. Proof Certificate -
Completion
certificate
(Implementation /
GO-Live / Support
Completion) with
date.
11. Bidder must be in
possession of valid PAN,
ISO Certificate, GST
Certificate, at the time of
bidding.
Self-attested
photocopy of the
documentary proof to
be submitted
Place: SIGNATURE OF THE BIDDER
Date: NAME & DESIGNATION SEAL OF ORGANISATION
ICSI/IT: RFP For Development and Implementation of Mobile App for
Professional Development Activities Page 41
3. Technical Evaluation Matrix
Minimum Qualifying Score: The minimum qualifying score in the Technical
evaluation is 50 (out of 100). Bidders scoring less than 50 will not be considered for
further evaluation.
Place: SIGNATURE OF THE BIDDER
Date: NAME & DESIGNATION SEAL OF ORGANISATION
Note: True copies of the documents in support of information furnished above
must be annexed with the Performa
Sno Criteria Level Score
Bidder’s
self-
marking
except 5 & 6
Max
Score
1
No. of years the bidder is in
operation
>=5 years <
8 years 5
-
10
>=8 years 10
2
Average Turnover of
three Financial Years (i.e.
for 2018 – 2019, 2017 –
2018, 2016 – 2017)
collectively.
>=INR 1.5
Cr lakhs
and < INR 3
Cr
5 - 10
>=INR 3 Cr 10
3
Number of similar
projects executed in last
three years
= 3 Projects 5
- 10 >3 projects 10
4
No. of competent
employees (Functional /
Technical) on the
Bidder’s payroll
>=25 <50 5 -
10 >=50 <100 7
>= 100 10
5
Presentation of understanding of the
existing Process. Methodology of the
requirement implementation in
responding to the RFP, Work Plan
presentation.
55 - 55
6 Premise Visit/Client references 5 - 5
Total Marks 100
ICSI/IT: RFP For Development and Implementation of Mobile App for
Professional Development Activities Page 42
Part ‘B’ –COMMERCIAL BID / Financial Bid
(To be submitted separately with Commercial Bid in a sealed envelope with
soft copy in CD/Pen Drive as per terms and conditions)
ICSI/IT/Mob App/PD Activities/2020/06 June 19, 2020
Sub: Request for Proposal (RFP) for Development and Implementation of
Mobile App for Professional Development Activities.
Bidder is required to use the format in the following table to submit their
financial Proposals.
Rates Quoted should be all inclusive of Unit Price, statutory taxes, fees,
cesses, duties, levies, charges, surcharges, cartage and other components,
etc. except GST. in the INR
Kindly provide soft copy of the commercial bid in the required format (excel)
in CD/USB drive along with hard copy sealed within an envelope.
S
No
Activity Rate /Cost
(Inclusive of
all taxes
except GST)
(A) (Rs.)
GST
(B= A*
GST%)
(Rs.)
Total Amount
(all inclusive)
(C =A+B)
(Rs.)
1 Development and
Implementation of Mobile App
for Professional Development
Activities
Including any other Specific
items required to complete the
exercise including software
license(s) cost, etc.
2 *Manpower per day cost to cater
any additional requirements
beyond the scope of Work
within Warranty / AMC period
3 After Warranty, Annual Maintenance Contract charges for maintaining the
Application. (Period: Three years)
i Rate for 1st Year
ICSI/IT: RFP For Development and Implementation of Mobile App for
Professional Development Activities Page 43
ii Rate for 2nd Year
iii Rate for 3rd Year
* For the purpose of Commercial Comparison the cost quoted under this head would
be considered for 30 days (cost quoted per day X 30 days).
The breakup of price as above is only to ensure that during the currency of the
contract the services of the firm may be taken for the respective head at a predefined
price at the discretion of the ICSI.
Opening and Evaluation of Commercial Bids
After evaluating the Technical Bids, ICSI shall be opening the Commercial
Bids of the Bidders who are Technically Qualified (Commercial Bid
submitted by Bidders at the time of Bid Submission in the prescribed
format).
The date, time and location of opening Commercial Bids are mentioned in Important Date & Information. BIDDER’s representative (one only) may
attend the Commercial Bid opening at ICSI.
Evaluation of Commercial Bids:
Scores of the Financial evaluation would be weighed pro-rata on a scale of
100 with the BIDDER with the lowest financial quote getting 100 (as per
below mentioned formula). These Financial scores would then be added up
with the score of the technical evaluation as per below mentioned formula
and the Bidder getting the maximum total score out of 100 would be
considered as the successful BIDDER and called for discussion, if required.
Formula for Final Bid Evaluation is Bm= .5 (TM) + .5 (Fn)
Fn= (Fmin/ Fb)*100
Where Bm is total marks of the BIDDER in consideration
TM is Technical Marks of the BIDDER in consideration
Fn is Normalized financial score of the BIDDER in consideration
Fb is Evaluated Price of BIDDER under consideration
Fmin is Minimum evaluated price of any BIDDER
ICSI/IT: RFP For Development and Implementation of Mobile App for
Professional Development Activities Page 44
The ICSI reserves its right to discuss with the BIDDER whose proposal has
been ranked first on the basis of best score.
Note: Conditional bids will be rejected.
Declaration
i. We have read and understood the terms and conditions given in the RFP
Document;
ii. We are eligible for award of the contract as per the Technical Bid criteria
mentioned in the RFP Document;
iii. We accept and agree to all the terms and conditions of the RFP;
iv. We shall comply with all the terms and conditions of the RFP;
v. The undersigned certifies he/she is authorized to obligate the represented firm
and further agrees with all terms, conditions, and requirements of the ICSI’s
RFP- for Providing Compliance Checklists of Laws applicable to Different
Industry Sectors.
vi. We have no objection if enquiries are made about the work listed by us in the
accompanying sheets / annexure.
vii. We agree that the decision of the ICSI in selection process will be final and
binding on us.
viii. We confirm that we have not been barred / blacklisted / disqualified by any
Regulators / Statutory Body in India and we understand that if any false
information is detected at a later date, the assignment shall be cancelled at the
discretion of the ICSI.
ix. All the information / documents provided in this bid/quotation are true to the
best of our knowledge and belief. If at any stage, the information / documents
are found to be false, misleading or incorrect then this Bid / Work Order shall
be cancelled at our cost and risk and we shall indemnify the Institute (ICSI) for
the loss caused due to the cancellation and we shall be liable for penal / legal
action including black listing by ICSI.
x. We understand that ICSI reserves the right to cancel the Bid / RFP at any stage
or cancel / reject any one or more bid without incurring any liability.
xi. The duly signed copies of all the RFP pages are attached herewith
Place: SIGNATURE OF THE BIDDER
Date: NAME & DESIGNATION SEAL OF ORGANISATION
ICSI/IT: RFP For Development and Implementation of Mobile App for
Professional Development Activities Page 45
Annexure A:
CPE CREDIT FOR STRUCTURED LEARNING ACTIVITIES
1. No CPE Credits will be awarded for any learning program whose duration
is less than 1 hour.
2. The basis of calculation of CPE Credits will be as under:
No. of hours of Learning Program
attended by the member
CPE Credit
Beyond 1 hour and upto 2 hours 1
Beyond 2 hours and upto 4 hours in a single day 2
Beyond 4 hours in a single day 4
Program spanning 1 ½ days 6
Program spanning 2 days 8
Program spanning 2 ½ days and above/National
Convention
10
3. A member whose article is published in the “Chartered Secretary” will be
entitled to 4 CPE Credits.
4. In respect of joint authorship of the article, the two credit hours be awarded
to each member who has authored the article. However, the joint
authorship should be limited to two authors only.
5. The article published in the Souvenir of National Convention / Souvenir of
National Conference of Practicing Company Secretaries / Souvenir of
Regional Conferences shall be treated at par with the article published in
the Chartered Secretary for the purposes of grant of credit hours.
6. If the Programme Director / Programme Co-ordinator / Programme
Facilitator / Course Coordinator attends the full program, full credit of the
CPE Credits allotted for the program will be given.
7. Members acting as Faculties in any of the program organised by the
Institute, he shall be entitled to minimum 2 and maximum 4 CPE hours for
any session of not less than 30 minutes on such sessions, where CPE credit
granted is being granted to the members. Further, no CPE Credit shall be
given to a member for acting as a faculty in Oral Tuition Classes or any other
student training programs.
ICSI/IT: RFP For Development and Implementation of Mobile App for
Professional Development Activities Page 46
8. For Members who’s professional address is beyond 100 km from the
nearest Regional Council/Chapter(s)/Study Circle(s) and attend a program
at any Program Learning Centre, they shall be awarded double the CPE
Credits for which the concerned Program is entitled. However, this will not
apply to attendance at the National Convention/National Conclave/National
Conference of Practising Company Secretaries/Regional Conferences
organised by the Regional Councils.
9. Where the members in practice who has practice set up beyond 100 km
from the nearest Regional Council/Chapter are not able to attend the
professional development programmes, they may write to the Institute for
approving a topic on which they can prepare research paper to get the
exemption from securing CPE Credits or may resort to unstructured
learning activities as per para 7 of these Guidelines.
10. The Research paper include:
(i) A concept paper on emerging areas of practice for Company
Secretaries
(ii) A Referencer / backgrounder on contemporary topics relevant to
Company Secretaries
(iii) A booklet on any topic relating to the areas of practice for Company
Secretaries
(iv) A monograph on any contemporary topic relevant to the Company
Secretaries
(v) An empirical study of practical relevance to the Company Secretaries
11. Members whose research paper is approved by the Professional
Development Committee of the Council, will be exempted from the
requirement of securing CPE Credits for the year during which the research
paper is approved.
ICSI/IT: RFP For Development and Implementation of Mobile App for
Professional Development Activities Page 47
CPE CREDIT FOR UNSTRUCTURED LEARNING ACTIVITIES
The members shall be granted CPE Credit under these Guidelines for undertaking any
of the following unstructured learning activities subject to a maximum of Twelve CPE
Credits in each year:
S No.
Learning Activity CPE Credits
per activity
Maximum
CPE in a
year
1 Web based learning including e-
learning, webinar, subject to
declaration of CPE Hours by the ICSI
2 8
2 Viewing video recording of the
learning programmes organized by the
Institute subject to submission of self-
declaration by the member
2 2
3 Publication of article in a UGC approved
journal other than the Chartered
Secretary Journal.
4 8
4 Publication of book(s). 8 8
5 Revision of Published Book 6 6
6 Acting as Guide / Supervisor for a
M.Phil. / LL.M. / Ph.D. student
registered with a UGC approved
University
4 4
7 Submitting suggestions on
Questionnaires / Consultative Papers /
Exposure Draft, etc. sought by the
Institute.
2 4
8 Reviewing of Articles / Guideline
Answers / Study Material and other
publications of the Institute
2 4
9 Publication of Research findings /
Studies on the areas relevant to
Corporate Sector, Capital Markets and
Professional interest in a UGC -
Consortium for Academic Research and
Ethics (CARE) approved journal.
4 4
10 Publication of articles of professional
interest in national dailies
registered with the Registrar
of Newspapers for India
2 4
ICSI/IT: RFP For Development and Implementation of Mobile App for
Professional Development Activities Page 48
11 Acting as visiting faculty or guest
faculty at the various Universities /
Management Institutions/ Institutions of
National importance / ICAI /ICAI
(CWA).
2 4
12 Reading articles published in the
Chartered Secretary Journal or any
other UGC approved journal (subject to
submission of self-declaration by the
member)
1 2
13 Acting as a panelist at a programme
organized by the press and media
2 4
14 Participation at meetings of the
research groups / task forces / core
groups / Board(s), as may be
constituted by the Council.
2 6
ICSI/IT: RFP For Development and Implementation of Mobile App for
Professional Development Activities Page 49
Annexure I
Proposed Service Level Agreement for Procurement of “Development and
Implementation of Mobile App for Professional Development Activities for ICSI”
This Agreement is executed at ________ on _____ day of ________, 2020 by and
between
The Institute of Company Secretaries of India, a Statutory body constituted under
the Company Secretaries Act, 1980 having its head office at ICSI House, C - 36,Sector
– 62, Noida, Uttar Pradesh – 201309 represented by
…………………………………………………………………………… (Herein after referred to as "OWNER/ICSI") which term shall include in its successors and
permitted assigns of the One PART.
and
M/s ______________________________________________a company incorporated
under the Companies Act 1956, with its registered office located
at____________________________ and with its corporate office located at
____________________________________represented by ………………………………..
authorized vide Board Resolution dated…………………. (Hereinafter appropriately referred to as "Service Provider" which term shall include its successors and
permitted assigns), of the One Part
and
WHEREAS:
The IC SI and the Ser v ic e Pr o v id er are here in after, collectively referred to as
the “Parties” and individually as a “Party”.
WHEREAS, the ICSI is desirous of procur ing “ Development and
Implementation of Mobile App for Professional Development
Activities” (herein after referred to as the “WORK”) and floated RFP for invitation of
bids from different Vendors for the said work.
Based on the representations and warranties of the Service Provider, selected
through tender process, the I C S I has agreed to engage the Service Provider and
the Service Provider has agreed to provide the desired work of the ICSI on the
terms and conditions set forth in this Agreement.
ICSI/IT: RFP For Development and Implementation of Mobile App for
Professional Development Activities Page 50
The Owner has issued Letter of Intent (LOI) vide letter dated and the same
has been accepted unequivocally by the Service Provider.
NOW THEREFORE, in consideration of the mutual promises set forth below, and in
the Attachments hereto which form an integral part of this Agreement, the Parties
hereby agree to the following:
1. SERVICES TO BE PROVIDED
The bidder shall have to develop mobile app which would cater to following
requirements:
a. Software for Updation of PCH awarded to the Members
The bidder has to develop the mobile app for providing real time
information to the members about the PCH to be mandatorily
obtained by them, PCH actually obtained by them and the
/contractual / temporarily / daily wager or whatever be the status / name) by the Service Provider for the execution of work as provided under the RFP /
Work Order / SLA, shall not be employee / officer of the ICSI for any purpose. None of such person of the Service Provider shall have any right to claim
anything against the ICSI.
9. PRICING AND PAYMENT
(1) ICSI shall pay to Service Provider for items / services as mentioned in
the Commercial Bid Format as per agreed terms and conditions. The
price chargeable therein shall be inclusive of all taxes.
(2) All Payment to be made in terms of this agreement will be subject to the
deduction of tax at source, wherever applicable, as per the provisions of
the Income Tax Act, 1961 or any other Tax (All Inclusive).
(3) No other costs, payments and expenses would be borne by the ICSI
unless specifically mentioned in this agreement or mutually agreed in
writing in advance.
CLAIM FOR INTEREST:
No claim for interest will be entertained by the ICSI with respect to any moneys
or balances which may be in its hands owing to a dispute between the Service
Provider and the ICSI or in respect of any delay on the part of the ICSI in making
interim or final payments or otherwise.
Payment of Taxes
The Service Provider shall be responsible for and shall pay all taxes, duties,
assessments or other charges of any kind or nature whatsoever levied by any
government or governmental body on or in connection with the Services
including without limitation all statutory levies, taxes, fee, duties, rate, charges,
surcharges etc. and any other tax ("taxes") levied on service provided by the
Service Provider. ICSI may withhold from payments due to the Service Provider
any amounts required with respect to the aforementioned taxes and to remit the
same with the relevant authorities, in case of failure on the part of the Service
Provider.
Payment Milestone
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SNo Project Milestones Payment
Schedule
1 Project Inception NIL
2
Production Movement of Application Development
with capturing Member’s Attendance in Learning
Event along with Codebase*.(Go Live)
10%
3
Production Movement of Application Development
with remaining functionalities, workflow along with
Codebase*.(Go Live)
20%
4 Integration with credit hours module. (Go Live) 10%
5 Integration with Other In-House Applications*.(Go
Live) 10%
6 Report and MIS Development*.(Go Live) 10%
7 Approval of Integrated System Performance and
Load Testing Report. 5%
8
Approval of Training Manuals, Systems
Administration Manuals, User manuals, Installation
Manuals, Operational Manuals, Maintenance
Manuals
5%
9 Admin, technical and user training 5%
10
Approval of Final Roll out, submission of complete
source code to ICSI and walkthrough of the code
base and Database.
5%
11 Post Implementation Support for one year 20%
10. FORCE MAJEURE
The Parties shall not be liable for any failure to perform, any of its obligations
under the Agreement if the performance is prevented, hindered or delayed by
a Force Majeure event (defined below) and in such case its obligations shall be
suspended for so long as the Force Majeure Event continues. Each party shall
promptly inform the other of the existence of a Force Majeure Event and shall
consult together to find a mutually acceptable solution.
"Force Majeure Event" means any event due to any cause beyond the
reasonable control of the Party, including, without limitation, unavailability of
any communication system, sabotage, flood, explosion, acts of God, civil
commotion, strikes or industrial action of any kind, riots, insurrection, war,
ICSI/IT: RFP For Development and Implementation of Mobile App for
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pandemic or acts of government.
11. CONFIDENTIALITY
a. During the term of the Agreement and thereafter, any disclosing party's
Confidential Information received by the receiving party, under and by
virtue of the Agreement, shall be maintained in the strictest confidence and
trust and shall not be disclosed to a third party without the prior written
consent of the disclosing party, unless such information is required to be
disclosed in pursuance of the order of a competent court, tribunal or other
regulatory authority exercising valid jurisdiction, in which case the party
required to make the disclosure shall promptly notify the other Party in
writing of such disclosure. For purposes of this agreement "Confidential
Information" means information that: (i) is sufficiently secret to derive
economic value, actual or potential, from not being generally known to other
persons who can obtain economic value from its disclosure or use; and / or
(ii) is the subject of efforts that are reasonable under the circumstances to
maintain its secrecy or confidentiality.
b. Any software / hardware material, product specifications, financial
information, documents covered under Agreement shall be confidential
information and deemed to be in private domain and it shall not be made
public or shared with any other party without the prior written consent of the
ICSI.
c. Provided that upon the expiration, cancellation, or termination of
Agreement, each party shall, upon the written request of the other party,
return or destroy, to the satisfaction of the other Party, all Confidential
Information, documents, manuals and other materials specified by the other
Party.
Blacklisting
The ICSI may by notice in writing and after giving an opportunity of being
heard, blacklist the Service Provider for suitable period in case Service
Provider fails to discharge its obligation under Agreement without sufficient
grounds or found guilty for breach of condition(s) of the Agreement,
negligence, carelessness, inefficiency, fraud, mischief and misappropriation or
any other type of misconduct by the Service Provider or by its staff or agent.
Governing Law
The Agreement shall be interpreted in accordance with and governed by the
laws of India.
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12. INDEMNITY
a. The Service Provider shall be solely liable for and shall indemnify ICSI, its
officers, servants, employees and agents against all liabilities, losses, claims
and expenses of any nature whatsoever arising from any personal injury or
illness (including death) either caused directly or indirectly of any nature
whatsoever and any penalty, loss, damage or destruction to any property
whether real or personal where such liability arises out of or in connection
with the rendering of the Services under the Agreement whether under
common law, under statute or otherwise. The Service Provider further
covenants and agrees to indemnify and keep at all times indemnified the ICSI
against any loss or damage that the ICSI may sustain directly or indirectly as
a result of the failure or negligence of the Service Provider or its
employees to faithfully carry out its obligations under Agreement and
further to pay for all loses, damages, costs, charges and expenses which the
ICSI may reasonably incur or suffer and to indemnify and keep indemnified
the ICSI in all respects.
b. The indemnifying party shall be granted immediate and complete control of
any claim of indemnity and the indemnified party shall not prejudice the
indemnifying party's defense of the claim.
c. The indemnified party shall give the indemnifying party all reasonable
assistance at the expense of the indemnifying party on such claim of
indemnity.
13. INDEPENDENT CONTRACTOR OR SUBCONTRACTOR
The relationship of Service Provider to ICSI under this Agreement shall be that
of an independent contractor. The acts/performance and actions taken by
either party in furtherance of their respective activities of operation shall not
bind the other except to the extent provided under Agreement. The acts
performed and action taken by either party that do not fall under the Agreement
shall have binding effect on the other to the extent they are reduced to writing
and the prior consent of the other party is obtained.
14. ADDITIONAL CONDITIONS
14.1 Complete Agreement:
This RFP, Work Order and Agreement and all of its Attachments [and
Annexures] constitute the complete Agreement between the Parties and
replace any written or oral Agreement or understanding with respect to
the subject matter. Changes, amendments or interpretations of this
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Agreement shall be valid only if they are in writing and signed by both
parties, except that each Party may make a change of domicile or change
of the name of the person to whom notifications shall be sent. This
notification shall be made through a written document to the other Party
to this Agreement.
14.2 Non-Exclusive Agreement:
The Agreement between the ICSI and the Service Provider is a non-
exclusive agreement. The ICSI shall be free to enter into any such
agreement with any other Service Provider during currency or the
extended currency of Agreement.
14.3 Representations and Warranties:
The Parties represent and warrant that they have relevant authority and
permission under the applicable laws/ rules/ notifications or by virtue of
the order/ instruction/ directive from the relevant authority to enter into
this Agreement.
14.4 Severability:
If any provision of the Agreement is held invalid, unenforceable or illegal
for any reason, the Agreement will remain otherwise in full force apart
from that provision(s) which shall be deemed deleted.
14.5 Assignment & Sub-Letting:
Neither party shall assign or sub-let any of its rights and obligations
hereunder whether in whole or in part without the prior written consent
of the other. However, nothing in the foregoing shall be affected in the
event of there being a merger, amalgamation or takeover of the
business/ management of a party. In such an eventuality all the rights and
obligations shall automatically be vested with the entity with which such
party has been merged or is taken over.
14.6 Alteration and Modification:
Any alteration or modification or waiver in connection with the
Agreement will not be effective unless made in writing and signed by
both the parties.
14.7 Non Waiver:
Failure to exercise by either party of any right under this Agreement in
one or more instances shall not constitute a waiver of those rights in
another instance. Such waiver by one Party of any of the rights
established herein shall not be considered as a waiver of another right
established herein.
14.8 Notices &Notifications:
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All notifications or notices related to this Agreement shall be made in
writing and shall be effective when they are delivered personally or sent
by registered mail to the addresses indicated in this Agreement. Any
change of Address should be notified.
14.9 Headings:
The headings used in this Agreement are for purposes of convenience
only and shall not control the language or meaning of the provision
following.
14.10 Precedence:
In the event of any ambiguity or doubt or dispute on the terms and
conditions applicable the order of precedence for the purposes of
resolving such ambiguity, doubt or dispute shall be:
(1) This Agreement
(2) The Attachments (if any)
(3) The Work Order (if any)
(4) The RFP
15. Warranty/AMC
Standard Warranty/AMC terms for supplied software/apps shall include free
maintenance of the software/apps as mentioned under the heading “Scope /
deliverables” in this RFP. The defects, if any shall be attended to within 2 (Two)
working hours and must be resolved within maximum 8 hours (eight hours).
The successful Bidder shall be required to execute a Service Level Agreement
(SLA) on the basis of the RFP terms and Standard Terms and Conditions of
Contract / Service Level Agreement specifically mentioned in this RFP
documents. The said Agreement shall form an integral part of this RFP and shall
be signed within 20 (twenty) days of the award of the contract unless time limit
is extended by the ICSI. The service charges and commercials payable under
the said SLA shall however be fixed and firm till the completion of the contract
period including any extension in the period.
The Institute may like to extend the maintenance contract further on the basis
of the quoted commercials. The SLA maybe renewed on yearly basis for
maximum 3 years at the option of the ICSI on the same terms and conditions or
at the mutually agreed terms and conditions as may be deem fit by the ICSI.
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16. Liquidated Damaged (LD)
i. ½ per cent of total value of contract, for each day of delay, in case of
services are delivered either in full or partly within 7 days after the due
date;
ii. 1 per cent of total value of contract subject to maximum 10%, for each
day of delay, in case of services are delivered either in full or partly
beyond 7 days but up to 14 days after the due date;
iii. Even after two (02) weeks of delay, if the vendor fails to deliver the goods
and services, ICSI may reject or accept the goods and services at its sole
discretion after imposing applicable penalty and decide accordingly on
approval of the competent authority.
17. PENALITIES
Penalty of @Rs.500/- (Rupees Five hundred only) per day or part thereof shall
be levied for the defaulted days in case of not meeting any of the terms and
conditions mentioned in this RFP Documents/ Agreement . All such penalties
shall be limited to 10% of the development contract value and may be
recovered from the payment dues or the security amount / Bank Guarantee /
EMD of the bidder as felt appropriate by the ICSI.
18. Unliquidated Damage:
Penalty for the delay in completion of work would be levied at the rate of half
percent per week subject to a maximum of 10 percent of the value of the order
as has not been completed during the stipulated period and may be recovered
from the payments dues or the security amount / Bank Guarantee / EMD of the
bidder. In case of delay beyond fifteen days from the stipulated period,
Institute may at its discretion cancel the order and arrange to assign the same
to the next bidder on the panel/open market at the sole risk, cost and
responsibility of the bidder.
19.
a) The selected bidder shall be required to depute at least one coordinator cum
developer on full-time basis in the Institute’s office at Noida to coordinate for
the Development Activities. He/She will adhere to the office discipline of the
ICSI till successful implementation and acceptance of all deliverables. He / She
will be provided only seating space and the permission to use the network of
the ICSI. Other infrastructure like computer is to be provisioned for by the
bidder. Such coordinator cum developer shall be on the rolls of bidder only
and his/her association with the ICSI shall be only to facilitate the Design &
Development activities smoothly as undertaken by the bidder. The bidder will
be responsible for the trouble free integrated working of the application, OS,
hardware, software and networking.
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b) Escalation matrix up to the level of CEO must be provided with phone
number and email address of all personnel in the matrix
20. Documentation
The Service Provider shall provide the following documentations in digitally
signed soft copies (in USB / CD):
1. Application Architecture Document.
2. Detail Project Plan
3. Fortnightly progress reports
4. System Requirement Specification (SRS) document containing detailed
requirement capture and analysis including functional requirement, Detail
5. Complete Source Code with documentation (except for the e-Procurement
application)
6. Test Plans and Test cases (including Unit Test Plan, System/Integration Test
Plan, User Acceptance Test Plan, Security Test Plan, Load Test Plan)
7. Training Manuals
8. Systems Administration Manuals
9. User manuals
10. Installation / Deployment Manuals
11. Operational / Functional Manuals
12. Maintenance / Troubleshooting Manuals
13. Security policy and procedure for Portal including Password security,
logical access security, operating system security, data classification, and
application security and data backups.
21. Security
It is the responsibility of the selected bidder to ensure the security of the ICSI
data.
22. Inspection and Testing
The inspection of installation of services shall be carried out to check whether
the services are in conformity with the functionalities mentioned in the RFP. The Service Provider will test all operations and accomplish all adjustments
(tuning) necessary for successful and continuous operation of the systems to the
satisfaction of the ICSI.
The acceptance test will be conducted by ICSI or any other person nominated
by ICSI, at its option. There shall not be any additional charges for conducting acceptance tests. All software should be complete. The Service Provider shall
maintain necessary log in respects of results of the tests to establish to the entire
satisfaction of ICSI, the successful completion of the test specified.
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23. Intellectual Property Rights
The Service Provider shall ensure that it holds all necessary copyrights, license
rights and other proprietary rights required in respect of any device or method
used by it while providing the Services. The Service Provider shall indemnify
and hold ICSI harmless from and against any liability, penalty, cost or expense
suffered or incurred as a result of Service Provider failing to comply with his
Intellectual Property Rights obligation under the Agreement.
24. Genuine Software
The Service Provider shall ensure that the software that is required to be used
for the purposes as envisaged under Agreement shall be genuine and
registered software and not a pirated version of any nature. Service Provider
undertakes that the software developed/ to be developed by it for the work
shall be its own and that there shall no infringement of copy right/intellectual
right of any other person. Service Provider further undertakes that it shall
indemnify, and keep the ICSI at all time indemnified against any such
infringement.
25. Compliances of Law
A. Service Provider shall carry out the Services in strict compliance with all
relevant laws and regulations of the State or Territory within India where the
Services are being rendered and in accordance with the conditions of any
permit, license or concession relating to any part of the Services, whether
held by Service Provider, ICSI or any other concerned party.
B. Service Provider shall indemnify and hold ICSI harmless from and against
any liability, penalty, cost or expense suffered or incurred as a result of
Service Provider failing to comply with any law, or regulation, or such permit
or license relating to any part of the Services.
26. Dispute Resolution
Any dispute, difference, controversy or claim (“Dispute”) arising between the
Parties out of or in relation to or in connection with this Agreement, or the
breach, termination, effect, validity, interpretation or application of this
Agreement or as to their rights, duties or liabilities hereunder, shall be
addressed for mutual resolution by the authorized official of the parties. If, for
any reason, such Dispute cannot be resolved amicably by the Parties, the same
shall be referred to the sole Arbitrator to be appointed by the Secretary,
Institute of Company Secretaries of India. The provisions of the Arbitration and
Conciliation Act, 1996 or any statutory modifications on re-enactment thereof
as in force will be applicable to the arbitration proceedings. The venue of the
arbitration shall be at New Delhi. The cost of the Arbitration proceedings shall
be shared equally by both the parties. The language of the arbitration and the
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award shall be English. The decision / award of the arbitrator shall be final and
binding.
27. Independent Contract & Relationship between the Parties
The relationship of Service Provider to ICSI under this Agreement shall be that
of an independent contractor. The acts/performance and actions taken by
either party in furtherance of their respective activities of operation shall not
bind the other except to the extent provided under this Agreement. The acts
performed and action taken by either party that do not fall under the
Agreement shall have binding effect on the other to the extent they are reduced
to writing and the prior consent of the other party is obtained.
28. Jurisdiction
All disputes arising out of at any time, in connection with construction, meaning
operation, effect, interpretation or out of this agreement or breach thereof are
subject to the jurisdiction of Courts in Delhi.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed in duplicate as of the day and month and year first written above.