Request for Proposal (RFP) Fortsiic.telangana.gov.in/wp-content/uploads/2018/01/RFP B-Hub-5-9-20.pdfStartups and young Biopharma companies are the key components of fostering biopharma

Request for Proposal for Establishment of Biopharma Hub (B-Hub)

RFP No: 02/HPC/TSIIC/2020-21 Dated: 5th September 2020

Telangana State Industrial Infrastructure Corporation Ltd. (A Govt. of Telangana State Undertaking)

Parisrama Bhavanam, 5th Floor, Basheerbagh, Hyderabad-500 004 Website: www.tsiic.telangana.gov.in Phone: 040-23237625/26

Request for Proposal (RFP) For

Selection of Developer for Establishment of Biopharma Hub (B-Hub) at Genome Valley in

Ranga Reddy District of Telangana State On

Design, Build, Finance, Operate and Transfer (DBFOT) Basis

September 2020


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SCHEDULE OF THE BIDDING PROCESS Bidders are invited to submit their Bids on or before the time, date at the office for submission as indicated below. The Bids submitted after this time and date or any other office other than indicated will not be considered under any circumstances, unless notified by the Authority with full information of the altered time, date and the office for submission.

S.No. Event Description Particulars

1. Name of the Project Establishment of Biopharma Hub (B-Hub) at Genome Valley in Ranga Reddy District of Telangana State on Design, Build, Finance, Operate and Transfer (DBFOT) Basis

2. Bid Due date/Submission date Date: 5th October 2020 Time: 15:00 Hrs (IST)

3. Address for communication & Submission of Bid

Mr. Shakthi M. Nagappan Director (Life Sciences and Pharma) Telangana State Industrial Infrastructure Corporation Limited 5th Floor, Parishrama Bhawan, Basheerbagh Email: [email protected] Telephone: 040-23238290

4. Last Date for submission of queries

20th September 2020

5. Date & Time for opening of Technical Bid

Date: 5th October 2020 Time: 16:00 Hrs (IST)

6. Date & Time of opening of Financial Bid

After evaluation of Technical Bid. Intimated to the qualified Bidders.

7. Processing fee (Non-Refundable) INR 10000/- (Rupees Ten Thousand only) + applicable GST (@18%) amounting to Rs.11800/- (Rupees Eleven Thousand and eight Hundred only) in the form of a crossed demand draft drawn in favour of TSIIC payable at Hyderabad drawn on any scheduled bank

8. Bid Security (Bank Guarantee) INR 1,50,92,700 (One crore, fifty lakhs, ninety-two thousand and seven hundred only) in the form of a Bank Guarantee, acceptable to the Authority, as per format set forth in

mailto:[email protected]


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Annexure E of Appendix – I 9. Concession Period 20 years (excluding construction

period)


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TABLE OF CONTENT1

DISCLAIMER........................................................................................................................................ 4

1. INTRODUCTION ................................................................................................................ 7

2. INSTRUCTIONS TO BIDDERS ...................................................................................... 12

3. EVALUATION OF BIDS .................................................................................................. 29

4. FRAUD AND CORRUPT PRACTICES ......................................................................... 32

5. PRE-BID CONFERENCE ................................................................................................ 33

6 MISCELLANEOUS .......................................................................................................... 33

APPENDIX – I: FORMATS FOR QUALIFICATION BID ........................................................... 35

ANNEXURE A LETTER COMPRISING THE BID ...................................................................... 35

ANNEXURE B GENERAL INFORMATION OF BIDDER .......................................................... 39

ANNEXURE C POWER OF ATTORNEY FOR SIGNING OF BID ........................................... 41

ANNEXURE D POWER OF ATTORNEY FOR LEAD MEMBER OF CONSORTIUM.......... 43

ANNEXURE E FORMAT FOR BID SECURITY ........................................................................... 46

ANNEXURE F TECHNICAL CAPACITY FOR QUALIFICATION ........................................... 47

ANNEXURE G FINANCIAL CAPACITY OF BIDDER FOR QUALIFICATION TO BE CERTIFED BY THE STATUTORY AUDITOR ............................................................................. 48

ANNEXURE H ..................................................................................................................................... 50

TECHNICAL BID ............................................................................................................................... 50

APPENDIX II-: FORMAT FOR FINANCIAL BID ........................................................................ 51

FINANCIAL PROPOSAL .................................................................................................................. 51

ANNEXURE 1 ...................................................................................................................................... 52

PROJECT DETAILS AND TECHNICAL SPECIFICATIONS ..................................................... 52

DRAFT CONCESSION AGREEMENT

1 All project-specific provisions in this RFP have been enclosed in square parenthesis and may be modified, as necessary, before issuing the final draft of this RFP forming part of Bidding Documents. The provisions in curly parenthesis and the blank spaces shall be retained in the final draft of this RFP and shall be suitably modified/ filled after completion of the bid process to reflect the particulars relating to the selected bidder.


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DISCLAIMER

The information contained in this Request for Proposal document (the "RFP") or subsequently provided to Bidder(s), whether verbally or in document form or in any other form by or on behalf of the Authority by any of its employees or advisors, is provided to Bidder(s) on the terms and conditions set out in this RFP and such other terms and conditions subject to which such information is provided. This RFP is not an agreement and is neither an offer nor invitation by the Authority to the prospective Bidder(s) or any other person. The purpose of this RFP is to provide the interested parties with information that may be useful to them in submitting Bids pursuant to this RFP. This RFP includes statements, which reflect various assumptions and assessments arrived at by the Authority in relation to the Projects. Such assumptions, assessments and statements do not purport to contain all the details / information that each Bidder may require. This RFP may not be deemed appropriate for all persons, and it is not possible for the Authority, its employees or advisors to consider evaluating the investment objectives, financial status and capabilities of each party who reads or wants to use the information of this RFP. The assumptions, assessments, statements and information contained in the RFP may not be complete, accurate or adequate. Each Bidder should, therefore, conduct their own investigations and analysis and should check the accuracy, adequacy, and completeness of the assumptions, assessments, statements and information contained in this RFP and obtain additional details, if any, from appropriate sources. Information provided in this RFP to the Bidder(s) is on a wide range of matters, some of which may depend upon interpretation of law. The information given is not intended to be an exhaustive account of statutory requirements and should not be regarded as a complete or authoritative statement of law. The Authority accepts no responsibility for the accuracy or otherwise for any interpretation or opinion on law expressed herein. The Authority, its employees and advisors make no representation or warranty and shall have no liability to any person, including any Bidder under any law, statute, rules or regulations or tort, principles of restitution or unjust enrichment or otherwise for any loss, damages, cost or expense which may arise from or be incurred or suffered on account of anything contained in this RFP or otherwise, including the accuracy, adequacy, correctness, completeness or reliability of the RFP and any assessment, assumption, statement or information contained therein or deemed to form part of this RFP or arising in any way for participation in this Bid Stage. The Authority also accepts no liability of any nature whether resulting from negligence or otherwise howsoever caused arising from reliance of any Bidder upon the statements contained in this RFP. The Authority may in its absolute discretion, but without being under any obligation to do so, update, amend or supplement the information, assessment or assumptions contained in this RFP.


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The issue of this RFP does not imply that the Authority is bound to select a Bidder or to appoint the Selected Bidder or Concessionaire, as the case may be, for the Projects and the Authority reserves the right to reject all or any of the Bidders or Bids without assigning any reason whatsoever. The Bidder shall bear all its costs associated with or relating to the preparation and submission of its Bid including but not limited to preparation, copying, postage, delivery fees, expenses associated with any demonstrations or presentations which may be required by the Authority or any other costs incurred in connection with or relating to its Bid. All such costs and expenses will remain with the Bidder and the Authority shall not be liable in any manner whatsoever for the same or for any other costs or other expenses incurred by a Bidder in preparation or submission of the Bid, regardless of the conduct or outcome of the Bidding Process.


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1. INTRODUCTION 1.1 Background

India is gearing up to become an international player in the life sciences, powered by its recent economic growth. Biotechnology represents a potential sector of economic growth and an important component in India's national health agenda. India is becoming an increasingly viable location to conduct biological research and a fertile ground for new biotechnology companies. The past twenty years have seen tremendous changes in the life science sector in India. As in many other fields, India has become a worldwide hub for science and technology. The life science sector is gaining ground. Innovative national research centres have been founded. New research projects help to understand how the immune system works against disease, and how nutrition and brain development are linked. The Indian Life Sciences industry has grown leaps and bounds in the past few decades, making a profound impact in not just making life-saving drugs affordable in the domestic market, but has also accomplished a commendable footprint in the global arena. As the global Life Sciences industry is going through a transition towards Biopharmaceuticals, the Indian industry has actively embraced opportunities in novel drug delivery systems and biosimilars and is now poised to march towards indigenous development of novel biological entities as well. The Indian life sciences industry witnessed consistent growth over the last three decades and continues to demonstrate a promising future. After the liberalisation in the 1990s, domestic life sciences companies began expanding their footprint and started focusing on the development of new products and filing of patents. The Indian life sciences industry comprises of the following key segments:

Pharmaceuticals

Cost Efficiencies (manufacturing and R&D) Skilled manpower Key manufacturing hub for generics Improving government and regulatory policy framework as well as investment

environment Increased penetration of diagnostic facilities, chemists, health insurance

Medical Devices

Demographic changes (urbanization, ageing population, lifestyle changes) Regulatory changes (100% FDI, make in India, patent laws, favorable business

environment, price controls) Focus on R&D (dedicated medical device labs & parks, indigenous quality assurance

system for medical devices) Increased insurance coverage and penetration

Healthcare


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Rising income, ageing population, access to better healthcare services Medical tourism Improved healthcare infrastructure, FDI Government healthcare schemes

Startups and young Biopharma companies are the key components of fostering biopharma innovation in the country for development of Life Science industry. In general, the incubation period of such start-ups ranges from 2-3 years. Given the long gestation period needed for biopharma sector, it is important to have post-incubation lab spaces available for Biopharma companies dedicated to their enhanced needs. Biopharmaceutical companies aspire to advance a molecule from the laboratory to the clinic as quickly as possible without sacrificing product quality, process efficiency, or patient safety. To achieve this goal, companies must navigate the complexities associated with business planning, cell line development, process development, technology, and regulatory and risk assessment. In order to support of growth of Biopharmaceutical industry in India, Government of Telangana (GoTS) and Telangana State Industrial Infrastructure Corporation (TSIIC), in partnership with the Department of Biotechnology, Government of India, proposes to establish B-Hub; a Scale-up manufacturing facility combined with offering modular R&D laboratory space (“the Project”) to facilitate the growth of the said industry. B-Hub project is expected to provide a platform for biopharma start-ups to conduct proof-of-concept study at its scale-up manufacturing facility. This will provide a significant impetus to the companies exploring the viability of their molecule. The Project shall be executed by the Telangana State Industrial Infrastructure Corporation (TSIIC) which is the State Implementing Agency through its Special Purpose Vehicle (SPV) “Bio-tech Hub Ltd” Project Description and Key Features: Name of the Project Bid for Establishment of Biopharma Hub

(B-Hub) at Genome Valley in Ranga Reddy District of Telangana State on Design, Build, Finance, Operate and Transfer (DBFOT) Basis

Area of Land 2.7 Acres Approx Location Genome Valley, Phase 2 Project site, Plot

9B, Survey No: 542 of Koltur (V) and Survey Nos:101,119,120&121 of Lalgadi Malakpet (V) located in Shameer Pet


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Mandal in Ranga Reddy District in Telangana State

Minimum Built-Up Area in Phase I 40,000 SFT Facility Description 25,000 SFT of Lab Space

10, 000 SFT for 200 L single use scale-up biomanufacturing facility 5,000 SFT for Utilities

Estimated Capital cost of the project INR 60,37,08,000.00 1.2 Additional details of the Project and its description including list of equipment envisaged is

provided in Annexure 1.

1.3 The estimated cost of the Project (the “Estimated Capital Cost”) is INR 60,37,08,000.00 (approx.). However, the assessment of actual costs, however, will have to be made by the Bidders.

1.4 With the above background, TSIIC intends to invite Applications/ Proposals/ Bids from interested Applicants for appointment of a reputed private firm as Partner for development, operation and management of the Project in Public Private Partnership (PPP) mode. The selected developer has to Design, Finance, Build, Operate and Transfer (DFBOT) the project.

1.5 The Authority shall award the Project for development to Selected Bidder in accordance with this RFP.

1.6 The Selected Bidder(s) shall be responsible for the Development, Operations, Management and Maintenance of the Project in PPP mode in accordance with the provisions of a long-term concession agreement cum Contract Agreement (“Concession Agreement") to be entered into between the Concessionaire and the Authority in the form provided by the Authority as part of the Bidding Documents pursuant hereto.

1.7 The statements and explanations contained in this RFP are intended to provide a better understanding to the Bidders about the subject matter of this RFP and should not be construed or interpreted as limiting in any way or manner the scope of work and obligations of the Concessionaire set forth in the Concession Agreement or the Authority’s rights to amend, alter, change, supplement or clarify the scope of work, the Concession to be awarded pursuant to this RFP or the terms thereof or herein contained. Consequently, any omissions, conflicts or contradictions in the Bidding Documents including this RFP are to be noted, interpreted and applied appropriately to give effect to this intent, and no claims on that account shall be entertained by the Authority.

1.8 The Authority shall receive Bids pursuant to this RFP in accordance with the terms set forth in this RFP and other documents to be provided by the Authority pursuant to this RFP, as modified, altered, amended and clarified from time to time by the Authority (collectively the


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"Bidding Documents"). All Bids shall be prepared and submitted in accordance with such terms on or before the time on the date specified in the schedule of the bidding process.

1.9 Brief description of Bidding Process 1.9.1 The Authority has adopted a single-stage two envelope process (the "Bidding Process") for

selection of a Bidder for award of the Projects. All Bidders of a particular Project shall simultaneously submit their relevant qualification details for the purpose of meeting the Technical Criteria (“Technical Bid”) and financial proposal ("Financial Bid") against this RFP. In the first step, Qualification Bids of all Bidders shall be evaluated as to whether they are responsive in terms of Clause 3.2.1 and meet the Minimum Eligibility Criteria as set forth in Clause 2.2.2 of this RFP for undertaking the Project(s). In the second step, Technical Bid and Financial Bid of all the eligible Bidders shall be evaluated as set for the in clause in 2.2.11 and clause 2.1.7 respectively.

1.9.2 As part of the Bidding Process, interested parties who fulfill the Minimum Eligibility Criteria as set forth in this RFP shall be called upon to submit their Bids in accordance with the Bidding Documents. The Bid shall be valid for a period of not less than 180 (one hundred and eighty) days from the Bid Due Date.

1.9.3 The Concession Agreement shall be provided to the Bidders on the date of issue of RFP. Subject to the provisions of Clause 2.1.4, the aforesaid documents and any addenda issued subsequent to this RFP, but before the Bid Due Date, will be deemed to form part of the Bidding Documents.

1.9.4 In terms of the RFP, the Bidder is required to deposit, along with its Bid, a bid security amount (a "Bid Security") for which the Bid is being submitted of a value of 2.5% of the project cost (i.e) INR 1,50,92,700 (One crore, fifty lakhs, ninety-two thousand and seven hundred only). The Bid Security will be refunded not later than 180 (one hundred and eighty) days from the Bid Due Date except in the case of the Selected Bidder(s) whose Bid Security shall be retained till they provide a Performance Security under the Concession Agreement. The Bidders will have to provide Bid Security in the form of a Bank Guarantee acceptable to the Authority, and in such event, the validity period of the Bank Guarantee, shall not be less than 180 (one hundred and eighty) days from the Bid Due Date, and may be extended as may be mutually agreed between the Authority and the Bidder. The Bid shall be summarily rejected if it is not accompanied by the Bid Security.

1.9.5 Financial Bids are invited for a Project on the basis of following bid parameters:

— Annual Fixed Returns / Fees promised by the bidder to B-Hub


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1.9.6 The bidders will be evaluated on the basis of “Quality cum Cost-Based Selection Method” (QCBS) in the ratio of 80:20. The Project will be awarded to the Qualified Bidder scoring the highest combined score, as mentioned in clause 3.3.

1.9.7 Subject to Clause 3.3, for each Project, the Bidder with the highest combined score shall be the Selected Bidder. The remaining Qualified Bidders shall be kept in reserve and the Second Highest combined score Bidder of the Project may, in accordance with the process specified in Clause 3.3.5 of this RFP, be declared the Selected Bidder in case such that the Bidder with the highest cumulative score withdraws or is not selected for any reason. In the event that such Second Highest combined score Bidder withdraws or is not selected for any reason for a Project, the Authority may, in its discretion, declare the third Highest cumulative score as the Selected Bidder, or invite fresh Financial Bids from all Qualified Bidders or annul the Bidding Process, as the case may be, in accordance with the process specified in Clause 3.3.6 of this RFP.

1.9.8 Further and other details of the process to be followed and the terms thereof will be spelt out

in the Bidding Documents.

1.9.9 Any queries or request for additional information concerning this RFP shall be submitted in writing by e-mail to the officer designated in Clause 2.11.5. The envelopes/ communication by fax or email shall clearly bear the following identification/ title:

"Queries/Request for Additional Information: Bid for Establishment of Biopharma Hub (B-Hub) at Genome Valley in Ranga Reddy District of Telangana State on Design, Build, Finance, Operate and Transfer (DBFOT) Basis"

1.10 Schedule of Bidding Process The Authority shall endeavor to adhere to the following schedule. However, the Authority may, at its own discretion, revise or extend any of the timelines set out in this schedule.

Event Description Date Issue of draft Bidding Documents T Pre-Bid Meeting / Last Date for receiving queries T+15 Days Response to pre-bid queries and issue of amendments, (if any), latest by T+20 Days Bid Due Date and time T+30 Days Opening of Technical Bids T+30 Days Presentation to be made to the Authority by the Applicant on proposed methodology and approach to be adopted by for undertaking assignment

T+37 Days

Completion of Technical Evaluation and Opening of Financial Bids T+38 Days Signing of Concession Agreement T+45 Days


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2. INSTRUCTIONS TO BIDDERS A. GENERAL 2.1 General terms of Bidding 2.1.1 A Bidder shall not submit more than 1 (one) Bid for the Project. A Bidder bidding

individually or as a member of a Consortium (not more than three entities) shall not be entitled to submit another bid for the same Project either individually or as a member of any other Consortium, as the case may be.

2.1.2 Unless the context otherwise requires, the terms not defined in this RFP, but defined in the

Concession Agreement shall have the meaning assigned thereto in the Concession Agreement.

2.1.3 For avoidance of doubt,it is clarified that the Bid shall be submitted on or before the Bid Due Date and time only at the address specified in Clause 2.10.4. The Bidder shall deposit a non-refundable processing fee of Rs.10000/- (Rupees Ten Thousand only) + applicable GST (@18%) amounting to Rs.11800/- (Rupees Eleven Thousand and Eight Hundred only) in the form of a crossed demand draft drawn in favour of TSIIC payable at Hyderabad drawn on any scheduled bank (the "Bid Processing Fee") towards processing of the Bidding Document.

2.1.4 Notwithstanding anything to the contrary contained in this RFP, the detailed terms specified

in the draft Concession Agreement shall have an overriding effect; provided, however, that any conditions or obligations imposed on the Bidder hereunder shall continue to have effect in addition to its obligations under the Concession Agreement.

2.1.5 The Qualification Bid shall be furnished as per formats provided in Appendix-I of this RFP. The Qualification Bid shall include the following: ANNEXURE A : Letter comprising the Bid ANNEXURE B. : General Information of Bidder ANNEXURE C : Power of Attorney for Signing of Bid ANNEXURE D : Power of Attorney for Lead Member of Consortium ANNEXURE E : Bid Security (Bank Guarantee) ANNEXURE F : Technical Capacity for Qualification ANNEXURE G : Financial Capacity for Qualification ANNEXURE H

: Technical Bid

2.1.6 The Financial Bid for a Project should be furnished in the format at Appendix–II, clearly

indicating the bid amount in both figures and words, in Indian Rupees, and signed by the


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Bidder’s authorized signatory. In the event of any difference between figures and words, the amount indicated in words shall be taken into account.

2.1.7 The Financial Bid of a Project shall consist of Annual Fixed Returns / Fees promised by the bidder to B-Hub

2.1.8 As mentioned in Clause 1.2.4 above, the Bidder shall deposit a Bid Security in accordance

with the provisions of this RFP. The Bidder has to provide the Bid Security in the form of a Bank Guarantee, acceptable to the Authority, as per format set forth in Annexure E of Appendix – I.

2.1.9 The validity period of the Bank Guarantee shall not be less than 180 (one hundred and eighty) days from the Bid Due Date and may be extended as may be mutually agreed between the Authority and Bidder from time to time. The Bid shall be summarily rejected if it is not accompanied by the Bid Security. The Bid Security shall be refundable not later than 180 (one hundred and eighty) days from the Bid Due Date except in the case of the Selected Bidder whose Bid Security shall be retained till it has provided a Performance Security under the Concession Agreement.

2.1.10 The Bidder should submit a Power of Attorney as per the format set forth in Annexure C of

Appendix-I, authorising the signatory of the Bid to commit the Bidder. In case the Bidder is a Consortium, the Members thereof should furnish a Power of Attorney in favour of the Lead Member as per the format set forth in Annexure D of Appendix-I.

2.1.11 Any condition or qualification or any other stipulation contained in the Bid shall render the

Bid liable to rejection as a non-responsive Bid.

2.1.12 All communications in relation to or concerning the Bidding Documents and the Bid shall be in English language.

2.1.13 The Bidding Documents including this RFP and all attached documents are and shall remain the property of the Authority and are transmitted to the Bidders solely for the purpose of preparation and the submission of a Bid in accordance herewith. Bidders are to treat all information as strictly confidential and shall not use it for any purpose other than for preparation and submission of their Bid. The provisions of this Clause 2.1.13 shall also apply mutatis mutandis to Bids and all other documents submitted by the Bidders, and the Authority will not return any Bid or any information provided along therewith.

2.1.14 A Bidder shall not have a conflict of interest (the "Conflict of Interest") that affects the Bidding Process. Any Bidder found to have a Conflict of Interest shall be disqualified. In the event of disqualification, the Authority shall forfeit and appropriate the Bid Security or Performance Security, as the case may be. The Bidder acknowledges and agrees such forfeiture and appropriation of the Bid Security or Performance Security (as the case may be)


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is reasonable and represents the mutually agreed genuine pre-estimated loss and damages likely to be suffered and incurred by the Authority and not by way of penalty for, inter alia, the time, cost and effort of the Authority, including consideration of such Bidder’s proposal ("Damages"). The Bidder acknowledges and agrees that such forfeiture and appropriation of the Bid Security or Performance Security (as the case may be) is without prejudice to any other right or remedy that may be available to the Authority hereunder or otherwise. Without limiting the generality of the above, a Bidder shall be considered to have a Conflict of Interest that affects the Bidding Process, if:

a) the Bidder, its Member or Associate (or any constituent thereof) and any other

Bidder, its Member or Associate (or any constituent thereof) have common controlling shareholders or other ownership interest; provided that this qualification shall not apply in cases where the direct or indirect shareholding of a Bidder, its Member or an Associate thereof (or any shareholder thereof having a shareholding of more than 5% (five per cent) of the paid up and subscribed share capital of such Bidder, Member or Associate, as the case may be) in the other Bidder(s), its Member or Associate is less than 5% (five per cent) of the paid up and subscribed equity share capital thereof; provided further that this disqualification shall not apply to any ownership by a bank, insurance company, pension fund or a public financial institution referred to in section 4A of the Companies Act, 1956. For the purposes of this Clause 2.1.14, indirect shareholding held through one or more intermediate persons shall be computed as follows: (aa) where any intermediary is controlled by a person through management control or otherwise, the entire shareholding held by such controlled intermediary in any other person (the "Subject Person") shall be taken into account for computing the shareholding of such controlling person in the Subject Person; and (bb) subject always to sub-clause (aa) above, where a person does not exercise control over an intermediary, which has shareholding in the Subject Person, the computation of indirect shareholding of such person in the Subject Person shall be undertaken on a proportionate basis; provided, however, that no such shareholding shall be reckoned under this sub-clause (bb) if the shareholding of such person in the intermediary is less than 26% (twenty six per cent) of the subscribed and paid up equity shareholding of such intermediary; or

b) a constituent of such Bidder is also a constituent of another Bidder in any of the

Projects awarded by the authority; or

c) such Bidder, its Member or any Associate thereof receives or has received any direct or indirect subsidy, grant, concessional loan or subordinated debt from any other Bidder, its Member or Associate, or has provided any such subsidy, grant, concessional loan or subordinated debt to any other Bidder, its Member or Associate; or

d) such Bidder has the same legal representative for purposes of this Bid as any other


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Bidder; or

e) such Bidder or any Associate thereof has a relationship with another Bidder or any Associate thereof, directly or through common third parties, that puts them in a position to have access to each other’s’ information about, or to influence the Bid of either or each of the other Bidder; or

f) such Bidder has participated as a consultant or sub-consultant to the Authority in the preparation of any documents, design or technical specifications of the Project.

Explanation: In case a Bidder is a Consortium, then the term Bidder as used in this Clause 2.1.14, shall include each Member of such Consortium.

For the purposes of this RFP, Associate means, in relation to the Bidder/ Consortium Member, a person who controls, is controlled by, or is under the common control with such Bidder/Consortium Member (the "Associate"). As used in this definition, the expression “control” means, with respect to a person which is a company or corporation, the ownership, directly or indirectly, of more than 50% (fifty per cent) of the voting shares of such person, and with respect to a person which is not a company or corporation, the power to direct the management and policies of such person by operation of law.

2.1.15 This RFP is not transferable.

2.1.16 Any award of Concession pursuant to this RFP shall be subject to the terms of Bidding

Documents. 2.2 Eligibility of Bidders 2.2.1 For determining the eligibility of Bidders, the following shall apply:

(a) The Bidder for qualification may be a single entity or a group of entities (not more

than three entities), (the "Consortium"), coming together to implement the relevant Project. However, no Bidder applying individually or as a member of a Consortium, as the case may be, can be member of another Bidder. The term Bidder used herein would apply to both a single entity and a Consortium.

(b) A Bidder may be a company registered in India under Companies Act, 1956 or from

outside India under equivalent law, a society registered under Society Registration Act, 1860 or any other Indian law for registration of societies, a registered trust under Indian Trusts Act, 1882 or any other Indian law for registration of public trust or any combination of them with a formal intent to enter into an agreement or under an


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existing agreement to form a Consortium. A Consortium shall be eligible for consideration subject to the conditions set out in Clause 2.2.6 below.

2.2.2 Minimum Eligibility Criteria To be considered as technically qualified, a Bidder shall fulfill the following minimum eligibility criteria (the "Minimum Eligibility Criteria"): S.No. Eligibility Criteria Documents to be submitted Technical Criteria 1 The Bidder shall have experience of operating and

managing one or more lifesciences (Pharma/medtech/biotech) units / parks / incubators

Work order/ work completion certificate / Satisfactory Certificate/ Experience Certificate (the certificate shall contain complete scope of work delivered by the firm to the client)

Financial Criteria 2 The Bidder shall have a minimum average Turnover (the

"Financial Capacity") of INR 5,00,00,000 (Five Crore Only) for three financial years preceding the Bid Due Date.

Annexure G Audited balance sheets / Auditor’s Certificate.

For the avoidance of doubt, financial year shall, for the purposes of a Bid hereunder, mean the accounting year followed by the Bidder in the course of its normal business.

For the purpose of the RFP, "Turnover" shall mean as follows:

(aa) the aggregate value of the realisation of amount made from the sale, supply or

distribution of goods or on account of services rendered, or both, by the company or the partnership firm (as the case may be) during a financial year, in case the Bidder is a company or a partnership firm;

(bb) the aggregate value of the realisation of amount made from the sale, supply or

distribution of goods or on account of services rendered, or both, and grants received by the Bidder during a financial year, in case the Bidder is a trust or a society.

2.2.3 Notwithstanding anything to the contrary contained herein, in the event that the Bid Due Date

falls within 3 (three) months of the closing of the latest financial year of a Bidder, it shall ignore such financial year for the purposes of its Bid and furnish all its information and certification, preceding its latest financial year. For the avoidance of doubt, financial year shall, for the purposes of a Bid hereunder, mean the accounting year followed by the Bidder in the course of its normal business.

2.2.4 In computing the Technical Capacity and Financial Capacity of the Bidder/ Members under


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this Clause, the Technical Capacity and Financial Capacity of their respective Associates would also be eligible hereunder.

2.2.5. I. The Turnover of the latest financial year preceding the Bid Due Date would only be

considered for evaluation. In case the annual accounts for the last financial year are not audited and therefore the Bidder cannot make it available, the Bidder shall give an undertaking to this effect, certified by the statutory auditor in accordance with Clause 2.2.5. In such a case, the Bidder shall provide the audited annual reports for the financial year preceding the latest financial year for which the audited annual report is not being provided. In case of a Consortium, (i) the Technical Capacity of only that Member who shall have and continue to have an equity share of at least 26% (twenty six per cent) in the SPV, shall be considered to satisfy the above condition of eligibility; provided that such Member shall, for a period of 2 (two) years from the Project Commercial Operations Date, hold equity share capital not less than 26% (twenty six per cent) of the subscribed and paid up equity of the SPV; and (ii) the Turnover of only such Member who shall have and continue to have an equity share of at least 51% (fifty one per cent) in the SPV, shall be considered to satisfy the above condition of eligibility; provided that such Member shall, for a period of 2 (two) years from the Commercial Operations Date, hold equity share capital not less than 51 % (fifty one per cent) of the subscribed and paid up equity of the SPV.

II. In computing the Technical Capacity and Turnover of the Bidder/ Consortium Members under this Clause 2.2.2, the Technical Capacity and Turnover of their respective Associates would also be eligible hereunder.

2.2.6. Where the Bidder is a single entity, it shall be required to form an SPV to execute the

Concession Agreement and implement the relevant Project. In case the Bidder is a Consortium, it should comply with the following additional requirements:

(a) Bid should contain the information required for each Member of the Consortium; (b) Members of the Consortium shall nominate the Member whose Financial Capacity

shall be evaluated for the Projects, as the lead member ("Lead Member"), and such Member shall have an equity share holding of at least 51 % (fifty one per cent) of the paid-up and subscribed equity of the SPV;

(c) The nomination of the Lead Member shall be supported by a Power of Attorney, as

per the format set forth in Annexure D of Appendix-I, signed by all the other members of the Consortium;

(d) The parties to a Consortium shall form an appropriate SPV to execute the Project if

awarded to the Consortium; and (e) Members of the Consortium shall enter into a binding Joint Bidding Agreement (the

"Joint Bidding Agreement") for the purpose of submitting the Bid. The Joint Bidding Agreement shall, inter alia:


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(i) convey the intent to form an SPV with shareholding/ ownership equity

commitment(s) in accordance with this RFP, which would enter into the Concession Agreement and subsequently carry out all the responsibilities as Concessionaire in terms of the Concession Agreement, in case the concession to undertake the Project is awarded to the Consortium;

(ii) clearly outline the proposed roles and responsibilities of each Member at each stage;

(iii) commit the minimum equity stake to be held by each Member; and

(iv) Include a statement to the effect that all Members of the Consortium shall,

till the occurrence of Financial Close in accordance with the Concession Agreement, be liable jointly and severally for all obligations of the Concessionaire in relation to the Project.

(f) Except as provided under this RFP and the Bidding Documents, there shall not be

any amendment to the Joint Bidding Agreement without the prior written consent of the Authority.

A copy of the Joint Bidding Agreement shall be submitted along with the Bid. The Joint Bidding Agreement entered into between the members of the Consortium shall be specific to the Project and should fulfill the above requirements, failing which the Bid shall be considered non-responsive.

2.2.7 Any entity which has been barred by the Central/ State Government, or any entity controlled

by it, from participating in any project (build, own and transfer or otherwise), and the bar subsists as on the date of the Bid, would not be eligible to submit the Bid, either individually or as Member of a Consortium.

2.2.8. The Bid must be accompanied by the audited annual reports of the Bidder (of each Member

in case of a Consortium) for the latest financial year preceding the Bid Due Date. The Bidder shall enclose with its Bid, to be submitted as per the format set forth in Annexure G of Appendix-I, complete with its Annexes, the certificate(s) from its statutory auditors specifying the Turnover of the Bidder at the close of the financial year preceding the Bid Due Date and also specifying that the methodology adopted for calculating such Turnover conforms to the provisions of Clause 2.2.2 (aa) and (bb). In case the annual accounts for the latest financial year are not audited and therefore the Bidder cannot make it available, the Bidder shall give an undertaking to this effect and the statutory auditor shall certify the same. In such a case, the Bidder shall provide the audited annual reports for the financial year preceding the latest financial year for which the audited


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annual report is not being provided. 2.2.9 The Bidder must provide details as per format at Appendix I and Appendix II 2.2.10 No change in the composition of the Consortium is allowed subsequent to the submission of

the Bid during the Bidding Process 2.2.11 Evaluation Criteria

S.No. Technical qualifications Max. Marks

Documents to be submitted

1 Experience in developing / designing / constructing / incorporating atleast 1 Biotech/Pharma/Medical Device/Business units/Parks/incubators in India: — 1 project: 10 marks — 2 projects: 20 marks — 3 projects or more (with atleast one life

science park): 30 marks

30 Project experience certificates/ Satisfactory Certificate (the certificate shall contain complete scope of work delivered by the firm to the client)

2 Experience of the firms in O&M of Life Science parks / incubators: — 5 years: 5 marks — 10 years or more: 10 marks

10 Project experience certificate/ Satisfactory Certificate (the certificate shall contain complete scope of work delivered by the firm to the client)

3 Experience of attracting / working with companies (global / domestic and start-ups) in Biotech / pharma sector — 10 Companies : 5 marks — More than 10 Companies.: 10 marks

10 Project experience certificate/ Satisfactory Certificate (the certificate shall contain complete scope of work delivered by the firm to the client)

4 Combined Team members to have atleast 10 years of experience in running Biotech parks / incubators (Team leader to have experience of atleast 4 years): — 10 years: 10 marks — 15 years: 20 marks — 20 Years or more: 30 marks

30 CVs of team members (Format in Annexure I). The CVS shall contain the complete details of the similar projects delivered and brief scope of work of such projects

5 Technical presentation to be made to the 20


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*The applicants to score a minimum score of 70 marks to qualify for further evaluation 2.3 Cost of Bidding 2.3.1 The Bidders shall be responsible for all of the costs associated with the preparation of their

Bids and their participation in the Bidding Process. The Authority will not be responsible or in any way liable for such costs, regardless of the conduct or outcome of the Bidding Process.

2.4 Sites’ visit and verification of information 2.4.1 Bidders are encouraged to submit their respective Bids after visiting the Sites and ascertaining

for themselves the Sites’ conditions, location, surroundings, climate, access to Sites, emergency medical needs, healthcare infrastructure, Applicable Laws, applicable permits and regulations, and any other matter considered relevant by them.

2.4.2 It shall be deemed that by submitting a Bid, the Bidder has:

a) made a complete and careful examination of the Bidding Documents;

b) received all relevant information requested from the Authority;

c) acknowledged and accepted the risk of inadequacy, error or mistake in the information provided in the Bidding Documents or furnished by or on behalf of the Authority relating to any of the matters referred to in Clause 2.4.1 above;

d) satisfied itself about all matters, things and information including matters referred to in Clause 2.4.1 hereinabove necessary and required for submitting an informed Bid, execution of the Project(s) in accordance with the Bidding Documents and performance of all of its obligations thereunder;

e) acknowledged and agreed that inadequacy, lack of completeness or incorrectness of information provided in the Bidding Documents or ignorance of any of the matters referred to in Clause 2.4.1 hereinabove shall not be a basis for any claim for

Authority on proposed methodology and Approach for undertaking the assignment. The presentation shall cover the following:

1. Proposed Built-Up Area 2. Understanding of the project

requirements including scope of work.

3. Approach & Methodology to be adopted for delivering the project

Total 100


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compensation, damages, extension of time for performance of its obligations, loss of profits etc. from the Authority, or a ground for termination of the Concession Agreement; and

f) agreed to be bound by the undertakings provided by it under and in terms hereof. 2.4.3 The Authority shall not be liable for any omission, mistake or error on the part of the Bidder

in respect of any of the above or on account of any matter or thing arising out of or concerning or relating to the Bidding Documents including the RFP or the Bidding Process, including any error or mistake therein or in any information or data given by the Authority.

2.5 Right to accept and to reject any or all Bids 2.5.1 The Authority reserves the right to verify all statements, information and documents

submitted by the Bidder in response to the RFP or the Bidding Documents and the Bidder shall, when so required by the Authority, make available all such information, evidence and documents as may be necessary for such verification. Any such verification or lack of such verification, by the Authority shall not relieve the Bidder of its obligations or liabilities hereunder nor will it affect any rights of the Authority thereunder.

2.5.2 Notwithstanding anything contained in this RFP, the Authority reserves the right to accept or reject any Bid and to annul the Bidding Process and reject all Bids at any time without any liability or any obligation for such acceptance, rejection or annulment, and without assigning any reasons thereof. In the event that the Authority rejects or annuls all the Bids, it may, in its discretion, invite all eligible Bidders to submit fresh Bids hereunder.

2.5.3 The Authority reserves the right to reject any Bid and appropriate the Bid Security if, at any time, a material misrepresentation is made or uncovered or the Bidder does not provide, within the time specified by the Authority, supplemental information sought by the Authority for evaluation of the Bid. Such misrepresentation/ improper response shall lead to the disqualification of the Bidder. If the Bidder is a Consortium, then the entire Consortium shall be disqualified / rejected. If such disqualification / rejection occurs after the Bids have been opened and the Highest cumulative score Bidder gets disqualified / rejected, then the Authority reserves the right to:

(a) choose the Selected Bidder in accordance with Clause 3.3.5 and 3.3.6; or

(b) take any such measure as may be deemed fit in the sole discretion of the Authority,

including annulment of the Bidding Process.

2.5.4 In case it is found during the evaluation or at any time before signing of the Concession Agreement or after its execution and during the period of subsistence thereof, including the Concession thereby granted by the Authority, that one or more of the Minimum Eligibility


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Criteria have not been met by the Bidder or the Bidder has made material misrepresentation or has given any materially incorrect or false information, the Bidder shall be disqualified forthwith if not yet appointed as the Concessionaire either by issue of the LOA or entering into of the Concession Agreement, and if the Bidder has already been issued the LOA or has entered into the Concession Agreement, as the case may be, the same shall, notwithstanding anything to the contrary contained therein or in this RFP, be liable to be terminated, by a communication in writing by the Authority to the Bidder, without the Authority being liable in any manner whatsoever to the Bidder or Concessionaire, as the case may be. In such an event, the Authority shall forfeit and appropriate the Bid Security or Performance Security, as the case may be, as compensation and damages payable to the Authority for, inter alia, time, cost and effort of the Authority, without prejudice to any other right or remedy that may be available to the Authority.

B. DOCUMENTS 2.6 Contents of the RFP

2.6.1 This RFP comprises the Disclaimer set forth hereinabove, the contents as listed below, and

will additionally include any Addendum issued in accordance with Clause 2.8. Invitation for Bids Section 1. Introduction Section 2. Instructions to Bidders Section 3. Evaluation of Bids Section 4. Fraud and Corrupt Practices Section 5. Pre-Bid Conference Section 6. Miscellaneous Appendices

I Formats for Qualification Bid

ANNEXURE A : Letter comprising the Bid ANNEXURE B. : General Information of Bidder ANNEXURE C : Power of Attorney for Signing of Bid ANNEXURE D : Power of Attorney for Lead Member of Consortium ANNEXURE E : Bid Security (Bank Guarantee) ANNEXURE F : Technical Capacity for Qualification ANNEXURE G : Financial Capacity for Qualification ANNEXURE H

: Technical Bid


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II Format for Financial Bid 2.6.2 This RFP contains the draft Concession Agreement to be provided by the Authority as part of the Bid Documents shall be deemed to be part of this RFP.

2.7 Clarifications 2.7.1 Bidders requiring any clarification on the Bidding Documents including the RFP may notify

the Authority in writing or by fax and e-mail in accordance with Clause 1.9.9. They should send in their queries before the date mentioned in the schedule of Bidding Process specified in Clause 1.3. The Authority shall endeavour to respond to the queries within the period specified therein, but no later than 10 (ten) days prior to the Bid Due Date. The responses will be given on e-mail.

2.7.2 The Authority shall endeavour to respond to the questions raised or clarifications sought by

the Bidders. However, the Authority reserves the right not to respond to any question or provide any clarification, in its sole discretion, and nothing in this clause shall be taken or read as compelling or requiring the Authority to respond to any question or to provide any clarification.

2.7.3 The Authority may also on its own motion, if deemed necessary, issue interpretations and clarifications to all Bidders. All clarifications and interpretations issued by the Authority shall be deemed to be part of the Bidding Documents. Verbal clarifications and information given by Authority or its employees or representatives shall not in any way or manner be binding on the Authority.

2.8 Amendment of RFP

2.8.1 At any time prior to the deadline for submission of Bids, the Authority may, for any reason,

whether at its own initiative or in response to clarifications requested by a Bidder, modify the RFP by the issuance of an addendum ("Addendum").

2.8.2 Any Addendum issued hereunder will be updated on the TSIIC website.

2.8.3 In order to afford the Bidders a reasonable time for taking an Addendum into account, or for

any other reason, the Authority may, at its own discretion, extend the Bid Due Date. C. PREPARATION AND SUBMISSION OF BIDS 2.9 Format and Signing of Bid 2.9.1 The Bidder shall provide all the information sought under this RFP. The Authority will


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evaluate only those Bids that are received in the required formats and complete in all respects.

2.8.2 The Bid shall be typed or written in indelible ink and signed by the authorised signatory of the Bidder who shall also initial each page, in blue ink. In case of printed and published documents, only the cover shall be initialed. All the alterations, omissions, additions or any other amendments made to the Bid shall be initialed by the person(s) signing the Bid.

2.10 Sealing and Marking of Bids 2.10.1 The Bidder shall submit the Qualification Bid in the formats specified under Appendix-I, and

seal it in an envelope and mark the envelope as "QUALIFICATION BID". The Qualification Bid shall include:

a. Letter comprising the Bid (Appendix – I - ANNEXURE A);

b. General Information of Bidder (Appendix – I - ANNEXURE B);

c. Power of Attorney for signing of Bid in the prescribed format (Appendix – I -

ANNEXURE C);

d. If applicable, the Power of Attorney for Lead Member of Consortium (Appendix – I - ANNEXURE D);

e. Bid Security (Appendix – I - ANNEXURE E);

f. Technical Capacity for qualification (Appendix – I - ANNEXURE F);

g. Financial Capacity for qualification (Appendix – I - ANNEXURE G);

h. Technical Bid (Appendix – I - ANNEXURE H);

i. A copy of the Concession Agreement with each page initialled by the person signing the Bid in pursuance of the Power of Attorney referred to in Clause (c) hereinabove.

2.10.2 The Bidder shall separately submit the Financial Bid for the Project in the format specified in

Appendix – II and seal it in an envelope and mark the envelope as "FINANCIAL BID".

2.10.3 The 2 (two) envelopes specified in Clauses 2.10.1 and 2.10.2 shall be placed in an outer envelope, which shall be sealed. Each of the envelopes shall clearly bear the following identification and shall clearly indicate the name and address of the Bidder. In addition, the Bid Due Date should be indicated on the right-hand top corner of each of the envelopes.


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“Selection of Developer for Establishment of Biopharma Hub (B-Hub) at Genome Valley in Ranga Reddy District of Telangana State

on Design, Build, Finance, Operate and Transfer (DBFOT) Basis”

2.10.4 Each of the envelopes shall be addressed to:

Mr. Shakthi M. Nagappan Director (Life Sciences and Pharma) Telangana State Industrial Infrastructure Corporation Limited 5th Floor, Parishrama Bhawan, Basheerbagh Email: [email protected] Telephone: 040-23238290

2.10.5 If the envelopes are not sealed and marked as instructed above, the Authority assumes no

responsibility for the misplacement or premature opening of the contents of the Bid submitted.

2.10.6 Bids submitted by fax, telex, telegram or e-mail shall not be entertained and shall be rejected. 2.11 Bid Due Date and time 2.11.1 Bids should be submitted before [1500] hours IST on the Bid Due Date at the address

provided in Clause 2.10.4 in the manner and form as detailed in this RFP. A receipt thereof should be obtained from the person specified at Clause 2.10.4.

2.11.2 The Authority may, in its sole discretion, extend the Bid Due Date and specified time by

issuing an Addendum in accordance with Clause 2.9 uniformly for all Bidders. 2.12 Late Bids

Bids received by the Authority after the specified time on the Bid Due Date shall not be eligible for consideration and shall be summarily rejected and returned unopened.

2.13 Contents of the Bid 2.13.1 The Qualification Bid for the Project(s) shall be furnished in the formats provided under

Appendix – I. 2.13.2 The Financial Bid for the Project shall be furnished in the format given at Appendix – II and

shall consist of Annual Fixed Returns / Fees promised by the bidder to B-Hub. The Bidder shall specify (in INR) the operating service fee to be charged to the users of the facility, at B-

mailto:[email protected]


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Hub in accordance with this RFP and the provisions of the Concession Agreement. 2.13.3 Generally, the Project will be awarded to the Bidder with the highest combined score as detailed in clause 3.3. 2.13.4 The opening of Bids and acceptance thereof shall be substantially in accordance with this

RFP.

2.13.5 The draft Concession Agreement shall be deemed to be part of the Bid. 2.14 Modifications/ Substitution/ Withdrawal of Bids 2.14.1 The Bidder may modify, substitute or withdraw its Bid after submission, provided that

written notice of the modification, substitution or withdrawal is received by the Authority prior to Bid Due Date. No Bid shall be modified, substituted or withdrawn by the Bidder on or after the Bid Due Date.

2.14.2 The modification, substitution or withdrawal notice shall be prepared, sealed, marked, and delivered in accordance with Clause 2.10, with the envelopes being additionally marked "MODIFICATION", "SUBSTITUTION" or "WITHDRAWAL", as appropriate.

2.14.3 Any alteration/ modification in the Bid or additional information supplied subsequent to the specified time on the Bid Due Date, unless the same has been expressly sought for by the Authority, shall be disregarded.

2.15 Rejection of Bids 2.15.1 If any Bid received by the Authority is found not signed and/or sealed and/or hard bound

and/or marked as stipulated in Clauses 2.9 and 2.10, and/or not accompanied by the Bid Security as specified in Clause 2.1.8, it may be summarily rejected.

2.15.2 Notwithstanding anything contained in this RFP, the Authority reserves the right to reject any

Bid and to annul Bidding Process and to reject all Bids at any time without any liability or any obligation for such acceptance, rejection or annulment, and without assigning any reason whatsoever. In the event that the Authority rejects or annuls all the Bids, it may, in its discretion, invite fresh Bids hereunder.

2.15.3 The Authority reserves the right not to proceed with the Bidding Process at any time, without

notice or liability, and to reject any Bid without assigning any reasons. 2.16 Validity of Bids

The Bids shall be valid for a period of not less than 180 (one hundred and eighty) days from


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the Bid Due Date. The validity of Bids may be extended by mutual consent of the respective Bidders and the Authority.

2.17 Confidentiality

Information relating to the examination, clarification, evaluation and recommendation for the Bidders shall not be disclosed to any person who is not officially concerned with the Bidding Process or is not a retained professional advisor advising the Authority in relation to, or matters arising out of, or concerning the Bidding Process. The Authority will treat all information, submitted as part of the Bid, in confidence and will require all those who have access to such material to treat the same in confidence. The Authority may not divulge any such information unless it is directed to do so by any statutory entity that has the power under law to require its disclosure or is to enforce or assert any right or privilege of the statutory entity and/ or the Authority or as may be required by law or in connection with any legal process.

2.18 Correspondence with the Bidder

Save and except as provided in this RFP, the Authority shall not entertain any correspondence with any Bidder in relation to acceptance or rejection of any Bid.

D. BID SECURITY 2.19 Bid Security

2.19.1 The Bidder shall furnish as part of its Bid, a Bid Security referred to in Clauses 2.1.8 and

2.1.9 hereinabove in the form of a bank guarantee issued by a Scheduled Bank in India, in favour of the Authority in the format set forth in Annexure E of Appendix –I (the "Bank Guarantee") and having a validity period of not less than 180 (one hundred and eighty) days from the Bid Due Date, as may be extended by the Bidder from time to time. In case the Bank Guarantee is issued by a foreign bank outside India, confirmation of the same by any nationalized bank in India is required. For the avoidance of doubt, Scheduled Bank shall mean a bank as defined under Section 2(e) of the Reserve Bank of India Act, 1934.

2.19.2 The Authority shall not be liable to pay any interest on the Bid Security deposit so made and

the same shall be interest free.

2.19.3 The Bid Security of unsuccessful Bidders will be returned by the Authority, without any interest, as promptly as possible on acceptance of the Bid of the Selected Bidder or when the Bidding process is cancelled by the Authority.

2.19.4 The Selected Bidder(s)’ Bid Security will be returned, without any interest, upon the Bidder

signing the Concession Agreement and furnishing the Performance Security in accordance


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with the provisions thereof. The Authority may, at the Selected Bidder(s)’ option, adjust the amount of Bid Security in the amount of Performance Security to be provided by him in accordance with the provisions of the Concession Agreement.

2.19.5 The Authority shall be entitled to forfeit and appropriate the Bid Security as Damages inter alia in any of the events specified in Clause 2.19.6 herein below. The Bidder, by submitting its Bid pursuant to this RFP, shall be deemed to have acknowledged and confirmed that the Authority will suffer loss and damage on account of withdrawal of its Bid or for any other default by the Bidder during the Bid validity period. No relaxation of any kind on Bid Security shall be given to any Bidder.

2.19.6 The Bid Security shall be forfeited and appropriated by the Authority as Damages without prejudice to any other right or remedy that may be available to the Authority under the Bidding Documents and/or the Concession Agreement, or otherwise, under the following conditions:

(a) If a Bidder engages in a corrupt practice, fraudulent practice, coercive practice,

undesirable practice or restrictive practice as specified in Section 4 of this RFP;

(b) If a Bidder withdraws its Bid during the period of Bid validity as specified in this RFP and as extended by the Authority from time to time;

(c) In the case of Selected Bidder(s), if it fails within the specified time limit -

(i) to sign and return the duplicate copy of LOA;

(ii) to sign the Concession Agreement; or

(iii) to furnish the Performance Security within the period prescribed thereof in the Concession Agreement;

(d) In case the Selected Bidder(s), having signed the Concession Agreement, commits

any breach thereof prior to furnishing the Performance Security. 2.19.7 The Bid Security of Bidders whose Bid is rejected on account of not meeting the Minimum

Eligibility Criteria will be returned/refunded within a period of 60 (sixty) days from the date of intimating the rejection of the proposal by Authority to the Bidder.


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3. EVALUATION OF BIDS

3.1 Opening and Evaluation of Bids 3.1.1 The Authority shall open the Qualification Bids at [1600] hours on the Bid Due Date, at the

place specified in Clause 2.11.5 and in the presence of the Bidders who choose to attend.

3.1.2 The Authority will subsequently examine and evaluate the Qualification Bids in accordance with the provisions set out in this Section 3.

3.1.3 To facilitate evaluation of Qualification Bids, the Authority may, at its sole discretion, seek clarifications in writing from any Bidder regarding its Qualification Bid.

3.2 Tests of responsiveness 3.2.1 As part of the evaluation of Qualification Bids, the Authority shall determine whether each

Bid is responsive to the requirements of the RFP. A Bid shall be considered responsive only if:

(a) it is received as per the format at Appendix – I;

(b) it is received by the Authority on or before the specified time on the Bid Due Date

including any extension thereof pursuant to Clause 2.11.2; (c) that the Bidder has paid the Document Fee as stipulated in Clause 2.1.3,

(d) it is signed, sealed, hard bound and marked as stipulated in Clauses 2.10 and 2.11;

(e) it is accompanied by the Bid Security as specified in Clause 2.1.8;

(f) it is accompanied by the Power(s) of Attorney as specified in Clause 2.1.10 and in the

case of a Consortium, the Power of Attorney as specified in Clause 2.2.6 (c), as the case may be;

(g) it does not contain any condition or qualification; and

(h) it is not non-responsive in terms hereof. 3.2.2 The Authority reserves the right to reject any Bid which is non-responsive and no request for

alteration, modification, substitution or withdrawal shall be entertained by the Authority in respect of such Bid.

3.3 Selection of Bidder 3.3.1 The Bidders considered as responsive in terms of Clause 3.2.1 and fulfilling the Minimum

Eligibility Criteria as set forth in Clause 2.2.2 shall be declared as the Qualified Bidders.


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3.3.2 Technical and Financial Bids of only Qualified Bidders shall be considered for evaluation. Only Qualified Bidders shall be invited for the opening of Technical and Financial Bids; the date on which the Technical and Financial Bids will be opened shall be intimated to the Qualified Bidders. Post technical evaluation, the applicants to score a minimum score of 70 marks to qualify for further evaluation.

3.3.3. For calculating the technical score (St) the individual scores, as per respective weightages, for

each of the criteria mentioned above will be summed up. The technical scores from the Technical Evaluation will be used for the final evaluation. The bid getting the highest score will be designated T1.

Evaluation of final score: For calculating the technical score (St) the individual scores, as per respective weightages, for each of the criteria mentioned Proposal Evaluation will be summed up.

The financial scores (Sf) will be determined as below Sf= Highest return to the government The weights given to Technical and Financial Proposals are: T= 0.80 & P=0.20 Total Score (S) will be calculated using the below formula: S = (St x T) + (Sf x P) where St = Technical Score, Sf = Financial Score.

The Qualified Bidder with the highest cumulative score shall be declared as the selected Bidder (the "Selected Bidder").

3.3.5 In the event that two or more Bidders quote the same highest cumulative score for operation

and maintenance of B-Hub (the “Tie Bidders”) for a Project, the Authority shall identify the Selected Bidder by draw of lots, which shall be conducted, with prior notice, in the presence of the Tie Bidders who choose to attend.

3.3.6 In the event that the Bidder with the highest cumulative score withdraws or is not selected for

any reason in the first instance (the "First Round of Bidding") for the project, the Authority may invite all the remaining Qualified Bidders to revalidate or extend their respective Bid Security, as necessary, and select the Second Highest Cumulative score Bidder for the Project.

In the event that the Second Highest Cumulative score Bidder withdraws or is not selected for

any reason for such Project, the Authority may, in its discretion, select the Third Highest Cumulative score Bidder, or invite fresh Financial Bids (the "Second Round of Bidding") from all Qualified Bidders except cumulative highest score Bidder and Second highest cumulative score Bidder of the First Round of Bidding, or annul the Bidding Process, as the


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case may be. In case the Bidders are invited in the Second Round of Bidding to revalidate or extend their Bid Security, as necessary, and offer fresh Financial Bids, they shall be eligible for submission of fresh Financial Bids provided, however, that in such Second Round of Bidding only such Bids shall be eligible for consideration which are equal to or lower than the Bid of the Second Highest Cumulative Score Bidder in the First Round of Bidding of the Project.

3.3.7 After selection, a Letter of Award (the "LOA") shall be issued, in duplicate, by the Authority

to the Selected Bidder(s) and the Selected Bidder(s) shall, within 7 (seven) days of the receipt of the LOA, sign and return the duplicate copy of the LOA in acknowledgement thereof. In the event the duplicate copy of the LOA duly signed by the Selected Bidder(s) is not received by the stipulated date, the Authority may, unless it consents to extension of time for submission thereof, appropriate the Bid Security of such Bidder as Damages on account of failure of the Selected Bidder(s) to acknowledge the LOA, and the next eligible Bidder may be considered.

3.3.9 After acknowledgement of the LOA as aforesaid by the Selected Bidder(s), it shall execute

the Concession Agreement within the period prescribed in Clause 1.3. The Selected Bidder(s) shall not be entitled to seek any deviation in the Concession Agreement.

3.4 Contacts during Bid Evaluation

Bids shall be deemed to be under consideration immediately after they are opened and until such time the Authority makes official intimation of award/ rejection to the Bidders. While the Bids are under consideration, Bidders and/ or their representatives or other interested parties are advised to refrain from contacting by any means, the Authority and/ or their employees/ representatives on matters related to the Bids under consideration.


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4. FRAUD AND CORRUPT PRACTICES 4.1 The Bidders and their respective officers, employees, agents and advisers shall observe the

highest standard of ethics during the Bidding Process and subsequent to the issue of the LOA and during the subsistence of the Concession Agreement. Notwithstanding anything to the contrary contained herein, or in the LOA or the Concession Agreement, the Authority shall reject a Bid, withdraw the LOA, or terminate the Concession Agreement, as the case may be, without being liable in any manner whatsoever to the Bidder or Concessionaire, as the case may be, if it determines that the Bidder or Concessionaire, as the case may be, has, directly or indirectly or through an agent, engaged in corrupt practice, fraudulent practice, coercive practice, undesirable practice or restrictive practice in the Bidding Process. In such an event, the Authority shall forfeit and appropriate the Bid Security or Performance Security, as the case may be, as Damages without prejudice to any other right or remedy that may be available to the Authority hereunder or otherwise.

4.2 Without prejudice to the rights of the Authority under Clause 4.1 hereinabove and the rights and remedies which the Authority may have under the LOA or the Concession Agreement, if a Bidder or Concessionaire, 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 Bidding Process, or after the issue of the LOA or the execution of the Concession Agreement, such Bidder or Concessionaire shall not be eligible to participate in any tender or RFP issued by the Authority during a period of 3 (three) years from the date such Bidder or Concessionaire, 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 practices, as the case may be.

4.3 For the purposes of this Clause 4, the following terms shall have the meaning hereinafter respectively assigned to them:

a) "corrupt practice" means the offering, giving, receiving, or soliciting, directly or

indirectly, of anything of value to influence the actions of any person connected with the Bidding Process (for avoidance of doubt, offering of employment to or employing or engaging in any manner whatsoever, directly or indirectly, any official of the Authority who is or has been associated in any manner, directly or indirectly with the Bidding Process or the LOA or has dealt with matters concerning the Concession Agreement or arising therefrom, 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 Authority, shall be deemed to constitute influencing the actions of a person connected with the Bidding Process);

b) "fraudulent practice" means a misrepresentation or omission of facts or suppression of facts or disclosure of incomplete facts, in order to influence the Bidding Process;


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c) "coercive practice" means impairing or harming, or threatening to impair or harm,

directly or indirectly, any person or property to influence any person’s participation or action in the Bidding Process;

d) "undesirable practice" means (i) establishing contact with any person connected with or employed or engaged by the Authority with the objective of canvassing, lobbying or in any manner influencing or attempting to influence the Bidding 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 Bidding Process.

5. PRE-BID CONFERENCE 5.1 Pre-bid conferences of the Bidders shall be convened at the designated date, time and place.

Only those persons who have downloaded the Bidding Documents including the RFP shall be allowed to participate in the Pre-Bid conference. A maximum of 3 (three) representatives of each Bidder shall be allowed to participate on production of authority letter from the Bidder.

5.2 During the course of pre-bid conference, the Bidders shall be free to seek clarifications and

make suggestions for consideration of the Authority. The Authority shall endeavour to provide clarifications and such further information as it may, at its sole discretion, consider appropriate for facilitating a fair, transparent and competitive Bidding Process.

6 MISCELLANEOUS 6.1 The Bidding Process shall be governed by, and construed in accordance with, the laws of

India and the Courts at [Hyderabad] Telangana shall have exclusive jurisdiction over all disputes arising under, pursuant to and/ or in connection with the Bidding Process.

6.2 The Authority, in its sole discretion and without incurring any obligation or liability, reserves

the right, at any time, to;

a) suspend and/ or cancel the Bidding Process and/ or amend and/ or supplement the Bidding Process or modify the dates or other terms and conditions relating thereto;

b) consult with any Bidder in order to receive clarification or further information;

c) retain any information and/ or evidence submitted to the Authority by, on behalf of, and/ or in relation to any Bidder; or


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d) independently verify, disqualify, reject and/ or accept any and all submissions or other information and/ or evidence submitted by or on behalf of any Bidder.

6.3 It shall be deemed that by submitting the Bid, the Bidder agrees and releases the Authority,

its employees, agents and advisers, irrevocably, unconditionally, fully and finally from any and all liability for claims, losses, damages, costs, expenses or liabilities in any way related to or arising from the exercise of any rights and/ or performance of any obligations hereunder, pursuant hereto and/ or in connection herewith and waives any and all rights and/ or claims it may have in this respect, whether actual or contingent, whether present or future.


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APPENDIX – I: FORMATS FOR QUALIFICATION BID

ANNEXURE A

LETTER COMPRISING THE BID Dated: To ………………………………………………………….. …………………………………………………………….. …………………………………………………………… Tel: Fax: Sub: Bid for Establishment of Biopharma Hub (B-Hub) at Genome Valley in Ranga Reddy

District of Telangana State on Design, Build, Finance, Operate and Transfer (DBFOT) Basis

Dear Sir, 1. With reference to your RFP document dated *****, I/we, having examined the Bidding

Documents and understood their contents, hereby submit my/our Bid for the Project(s). The Bid is unconditional and unqualified.

2. All information provided in the Bid and in the Appendices is true and correct.

3. This statement is made for the express purpose of qualifying as a Bidder for the development, operation and maintenance of the Project(s)

4. I/ We shall make available to the Authority any additional information it may find necessary or

require to supplement or authenticate the Bid.

5. I/ We acknowledge the right of the Authority to reject our Bid without assigning any reason or otherwise and hereby waive our right to challenge the same on any account whatsoever.

6. We certify that in the last 3 (three) years, we/ any of the Consortium Members have neither

failed to perform on any contract, as evidenced by imposition of a penalty or a judicial pronouncement or arbitration award, nor been expelled from any project or contract nor have had any contract terminated for breach on our part.

7. I/ We declare that:


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a) I/ We have examined and have no reservations to the Bidding Documents, including any Addendum issued by the Authority.

b) I/ We do not have any Conflict of Interest in accordance with Clause 2.1.14 of the RFP;

c) I/We have not directly or indirectly or through an agent engaged or indulged in any corrupt practice, fraudulent practice, coercive practice, undesirable practice or restrictive practice, as defined in Clause 4.3 of the RFP, in respect of any tender or request for proposal issued by or any agreement entered into with any other public sector enterprise or any Authority, Central or State; and

d) I/ We hereby certify that we have taken steps to ensure that in conformity with the provisions of Section 4 of the RFP, no person acting for us or on our behalf has engaged or will engage in any corrupt practice, fraudulent practice, coercive practice, undesirable practice or restrictive practice.

8. I/ We understand that you may cancel the Bidding Process at any time and that you are neither

bound to accept any Bid that you may receive nor to invite the Bidders to Bid for the Projects, without incurring any liability to the Bidders, in accordance with Clause 2.6.2 of the RFP.

9. I/ We declare that we/ any Member of the Consortium are/ is not a Member of a/ any other Consortium submitting a Bid for the Project(s).

10. I/ We certify that in regard to matters other than security and integrity of the country, I/we have

not been convicted by a Court of Law or indicted or adverse orders passed by a regulatory authority which could cast a doubt on our ability to undertake the Project(s) or which relates to a grave offence that outrages the moral sense of the community.

11. I/We further certify that in regard to matters relating to security and integrity of the country,

I/we have not been charge-sheeted by any agency of the Authority or convicted by a Court of Law for any offence committed by us or by any of our Associates.

12. I/ We further certify that no investigation by a regulatory authority is pending either against us

or against our Associates or against our CEO or any of our Directors/ Managers/ employees.

13. I/ We undertake that in case due to any change in facts or circumstances during the Bidding Process, we are attracted by the provisions of disqualification in terms of the guidelines referred to above, we shall intimate the Authority of the same immediately.

14. We acknowledge that our Consortium/ proposed Consortium is qualified on the basis of

Technical Capacity and Financial Capacity of those of its Members who will own at least 26% (twenty six per cent) of the subscribed and paid-up equity of the SPV and undertake that Lead Member of the Consortium shall continue to hold at least 51% (fifty one percent) of the


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subscribed and paid-up equity of the SPV. We further agree and acknowledge that the aforesaid obligation shall be in addition to the obligations contained in the Concession Agreement in respect of Change in Ownership.

15. I/We acknowledge and agree that in the event of a change in control of an Associate whose

Technical Capacity and/ or Financial Capacity was taken into consideration for the purposes of short-listing and pre-qualification under and in accordance with the RFP, I/We shall inform the Authority forthwith along with all relevant particulars and the Authority may, in its sole discretion, disqualify our Consortium or withdraw the Letter of Award, as the case may be. I/We further acknowledge and agree that in the event such change in control occurs after signing of the Concession Agreement but prior to Financial Close of the Project(s), it would, notwithstanding anything to the contrary contained in the Agreement, be deemed a breach thereof, and the Concession Agreement shall be liable to be terminated without the Authority/Authority being liable to us in any manner whatsoever.

16. I/ We understand that the Selected Bidder shall be an existing {Company/ Trust/ Society}

incorporated under relevant laws of India or from outside India under equivalent law and shall incorporate a company under the Indian Companies Act, 19562 prior to execution of the Concession Agreement.

17. I/We hereby irrevocably waive any right which we may have at any stage at law or howsoever

otherwise arising to challenge or question any decision taken by the Authority in connection with the selection of the Bidder, or in connection with the Bidding Process itself, in respect of the Project(s) and the terms and implementation thereof.

18. In the event of my/ our being declared as the Selected Bidder, I/we agree to enter into a

Concession Agreement in accordance with the draft that has been provided to me/us prior to the Bid Due Date. We agree not to seek any changes in the aforesaid draft and agree to abide by the same.

19. I/We have studied all the Bidding Documents carefully and also surveyed the sites. I/we

understand that except to the extent as expressly set forth in the Concession Agreement, I/we shall have no claim, right or title arising out of any documents or information provided to us by the Authority or in respect of any matter arising out of it.

20. The Premium has been quoted by me/us after taking into consideration all the terms and

conditions stated in the RFP; draft Concession Agreement, our own estimates of costs call volumes and after a careful assessment of the state and all the conditions that may affect the Bid.

21. I/We offer a Bid Security of INR 1,50,92,700 (One crore, fifty lakhs, ninety-two thousand and

2 As amended or replaced from time to time


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seven hundred only) for the Project(s) to the Authority in accordance with the RFP.

22. The Bid Security in the form of a Bank Guarantee is attached.

23. I/We agree and understand that the Bid is subject to the provisions of the Bidding Documents. In no case, I/We shall have any claim or right of whatsoever nature if the Project / Concession is not awarded to me/us or our Bid is not opened.

24. I/We agree and undertake to abide by all the terms and conditions of the RFP.

{25. We agree and undertake to be jointly and severally liable for all the obligations of the Concessionaire under the Concession Agreement till the end of concession period in accordance with the Concession Agreement.}

In witness thereof, I/we submit this Bid under and in accordance with the terms of the RFP. Yours faithfully, Date: (Signature of the Authorised signatory) Place: (Name and designation of the of the Authorised signatory) Name and seal of Bidder/Lead Member


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ANNEXURE B GENERAL INFORMATION OF BIDDER

1.

a) Name: b) Country of incorporation: c) Address of the {corporate headquarters and its branch office(s)/ registered office}, if any,

in India: d) Date of incorporation and/ or commencement of business:

2. Brief description of the {Company/Trust/ Society} including details of its main lines of

business and proposed role and responsibilities in the Project(s): 3. Details of individual(s) who will serve as the point of contact/ communication for the

Authority: (a) Name: (b) Designation: (c) Company: (d) Address: (e) Telephone Number: (f) E-Mail Address: (g) Fax Number:

4. Particulars of the Authorized Signatory of the Bidder: (a) Name: (b) Designation: (c) Address: (d) Phone Number: (e) Fax Number:

5. In case of a Consortium (not more than three entities):

(a) The information above (1-4) should be provided for all the Members of the Consortium. (b) A copy of the Joint Bidding Agreement, as envisaged in Clause 2.2.6(e) should be

attached to the Bid.


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(c) Information regarding the role of each Member should be provided as per table below:

S. No. Name of Member

Role*{Refer Clause 2.2.6(e)}‡

Percentage of equity in the SPV {Refer Clauses 2.2.6(a), (b) & (e)}

1 2 3

* The role of each Member, as may be determined by the Bidder, should be indicated.

(d) The following information shall also be provided for each Member of the Consortium and/or Associate§:

Name of Bidder/ Member of Consortium:

No. Criteria Yes No

1.

Has the Bidder/ constituent of the Consortium/its Associate been barred by the {Central/ State} Authority, or any entity controlled by it, from participating in any project.

2. If the answer to 1 is yes, does the bar subsist as on the date of Bid.

3.

Has the Bidder/constituent of the Consortium/its Associate paid liquidated damages of more than 5% (five percent) of the contract value in a contract due to delay or has been penalised due to any other reason in relation to execution of a contract, in the last 3 (three) years?

6. A statement by the Bidder and each of the Members of its Consortium (where applicable) or

any of their Associates disclosing material non-performance or contractual non-compliance in past projects, contractual disputes and litigation/ arbitration in the recent past is given below. (Attach extra sheets, if necessary.)

‡ All provisions contained in curly parenthesis shall be suitably modified by the Bidder to reflect the particulars relating to such Bidder § Provide details of only those Associates whose technical capacity and Net Worth are to be evaluated


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ANNEXURE C POWER OF ATTORNEY FOR SIGNING OF BID

(Refer Clause 2.1.10)

Know all men by these presents, We, _______________________(name of the firm and address of the registered office) do hereby irrevocably constitute, nominate, appoint and authorise Mr. _______________/ Ms _______________(Name), son/daughter/wife of ___________________and presently residing at _______________, who is {presently employed with us/ the Lead Member of our Consortium and holding the position of ______________________,} as our true and lawful attorney (hereinafter referred to as the "Attorney") to do in our name and on our behalf, all such acts, deeds and things as are necessary or required in connection with or incidental to submission of our bid for the “Bid for Establishment of Biopharma Hub (B-Hub) at Genome Valley in Ranga Reddy District of Telangana State on Design, Build, Finance, Operate and Transfer (DBFOT) Basis” (“Project”) proposed or being developed by the Telangana State Industrial Infrastructure Corporation Limited , Government of Telangana (the "Authority") including but not limited to signing and submission of all applications, bids and other documents and writings, participate in bidders’ meetings and other conferences and providing information /responses to the Authority, representing us in all matters before the Authority, signing and execution of all contracts including the Concession Agreement and undertakings consequent to acceptance of our bid, and generally dealing with the Authority in all matters in connection with or relating to or arising out of our bid for the Project(s) and/or upon award thereof to us and/or till the entering into of the Concession Agreement with the Authority or any entity representing the Authority. AND we hereby agree to ratify and confirm and do hereby ratify and confirm all acts, deeds and things lawfully done or caused to be done by our said Attorney pursuant to and in exercise of the powers conferred by this Power of Attorney and that all acts, deeds and things done by our said Attorney in exercise of the powers hereby conferred shall and shall always be deemed to have been done by us. IN WITNESS WHEREOF WE,_______________, THE ABOVE NAMED PRINCIPAL HAVE EXECUTED THIS POWER OF ATTORNEY ON THIS DAY OF ______, 20**.

For ………………………

(Signature)

Witnesses: (Name, Title and Address) 1. 2. {Notarised} Accepted


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…………………… (Signature) (Name, Title and Address of the Attorney) Notes:

• The mode of execution of the Power of Attorney should be in accordance with the procedure, if any, laid down by the applicable law and the charter documents of the executant(s) and when it is so required, the same should be under common seal affixed in accordance with the required procedure.

• Also, wherever required, the Bidder should submit for verification the extract of the

charter documents and documents such as a resolution/ power of attorney in favour of the person executing this Power of Attorney for the delegation of power hereunder on behalf of the Bidder.

• Power of Attorney should be executed on a non-judicial stamp paper of appropriate value as relevant to the place of execution (if required under applicable laws).

• For a Power of Attorney executed and issued overseas, the document will also have to be legalized by the Indian Embassy and notarized in the jurisdiction where the Power of Attorney is being issued.


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ANNEXURE D POWER OF ATTORNEY FOR LEAD MEMBER OF CONSORTIUM

(Refer Clause 2.1.10)

Whereas the Telangana State Industrial Infrastructure Corporation Limited (TSIIC), Government of Telangana (the "Authority") has invited bids from pre-qualified and short-listed parties for the “Bid for Establishment of Biopharma Hub (B-Hub) at Genome Valley in Ranga Reddy District of Telangana State on Design, Build, Finance, Operate and Transfer (DBFOT) Basis” Whereas, ___________, ___________and_______ (collectively the "Consortium") being Members of the Consortium are interested in bidding for the Project(s) in accordance with the terms and conditions of the Request for Proposal and other connected documents in respect of the Project(s), and Whereas, it is necessary for the Members of the Consortium to designate one of them as the Lead Member with all necessary power and authority to do for and on behalf of the Consortium, all acts, deeds and things as may be necessary in connection with the Consortium’s bid for the Project(s) and its execution. NOW THEREFORE KNOW ALL MEN BY THESE PRESENTS We, ___________ having our registered office at _______, M/s. ___, having our registered office at ________, and M/s. ______, having our registered office at ____________,{the respective names and addresses of the registered office}(hereinafter collectively referred to as the "Principals") do hereby irrevocably designate, nominate, constitute, appoint and authorise M/s ________, having its registered office at ___, being one of the Members of the Consortium, as the Lead Member and true and lawful attorney of the Consortium (hereinafter referred to as the "Attorney") and hereby irrevocably authorise the Attorney (with power to sub-delegate) to conduct all business for and on behalf of the Consortium and any one of us during the bidding process and, in the event the Consortium is awarded the Concession, during the execution of the Project(s), and in this regard, to do on our behalf and on behalf of the Consortium, all or any of such acts, deeds or things as are necessary or required or incidental to the submission of its bid for the Project(s), including but not limited to signing and submission of all applications, bids and other documents and writings, participate in bidders’ meetings and other conferences, respond to queries, submit information/ documents, sign and execute contracts and undertakings consequent to acceptance of the bid of the Consortium and generally to represent the Consortium in all its dealings with the Authority, and/ or any other Authority Agency or any person, in all matters in connection with or relating to or arising out of the Consortium’s bid for the Project(s) and/ or upon award thereof till the Concession Agreement is entered into with the Authority.


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AND hereby agree to ratify and confirm and do hereby ratify and confirm all acts, deeds and things lawfully done or caused to be done by our said Attorney pursuant to and in exercise of the powers conferred by this Power of Attorney and that all acts, deeds and things done by our said Attorney in exercise of the powers hereby conferred shall and shall always be deemed to have been done by us/ Consortium. IN WITNESS WHEREOF WE THE PRINCIPALS ABOVE NAMED HAVE EXECUTED THIS POWER OF ATTORNEY ON THIS DAY OF 2020. For ________ (signature) (Name & Title) For ________ (signature) (Name & Title) For ________ (Name & Title) (Executants) (To be executed by all the Members of the Consortium) Witnesses: [Notarised] 1. 2. Notes: • The mode of execution of the Power of Attorney should be in accordance with the

procedure, if any, laid down by the applicable law and the charter documents of the executant(s) and when it is so required, the same should be under common seal affixed in accordance with the required procedure.

• Also, wherever required, the Bidder should submit for verification the extract of the charter documents and documents such as a resolution/ power of attorney in favour of the person executing this Power of Attorney for the delegation of power hereunder on behalf of the Bidder.

• Power of Attorney should be executed on a non judicial stamp paper of appropriate value as

relevant to the place of execution (if required under applicable laws).


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• For a Power of Attorney executed and issued overseas, the document will also have to be legalised by the Indian Embassy and notarised in the jurisdiction where the Power of Attorney is being issued.


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ANNEXURE E FORMAT FOR BID SECURITY

(To be issued by a bank scheduled in India as having at least one branch in Hyderabad)

Whereas.................................... (Here in after called "the Bidder") has submitted its bid dated...... (Date). for the execution of ........................(Here in after called "the Bid") KNOW ALL MEN by

these presents that WE ................... of ........................ having our registered office at…………….(hereinafter called the "Bank") are bound unto the TSIIC in the sum of ................for which payment well and truly to be made to the said TSIIC itself, its successors and assignees by

these presents.

The conditions of these obligations are:

1. If the bidder withdraws its bid during the period of bid validity or

2. If the bidder, having been notified of the acceptance of its bid by the TSIIC during the period of bid validity:

i. fails or refuses to execute the contract form if required; or

ii. fails or refuses to furnish the performance security, in accordance with the bid

requirement

We undertake to pay the TSIIC up to the above amount upon receipt of its first written demand, without the TSIIC having to substantiate its demand, provided that in its demand the TSIIC will note that the amount claimed by it is due to it, owing to the occurrence of one or both of the two conditions, specifying the occurred condition or conditions.

This guarantee will remain in force up to and including 180 days after the period of the bid validity, and any demand in respect thereof should reach the Bank not later than the above date.

Place:

Date:

Signature of the Bank and Seal


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ANNEXURE F TECHNICAL CAPACITY FOR QUALIFICATION

General Information

S No. Item Details

1 Name of Eligible Project

2 Name and Address of the Bidder / Consortium Member

3 Name of Promoter/s

4 Name of the Bidder / Technical Member claiming Technical Capacity

5 Date of commencement of operations 6 Currently Operational (Yes/No)

7

Experience in setting up life Science (Pharma/medtech/biotech) units/Parks or business parks

8 Experience of operating and managing one or more lifescience (Pharma/medtech/biotech) units / parks / incubators

9 Documents to be attached Work order/ Work completion certificate/ Satisfactory certificate


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ANNEXURE G FINANCIAL CAPACITY OF BIDDER FOR QUALIFICATION TO BE CERTIFED BY

THE STATUTORY AUDITOR

(In Rs. Crore) Bidder type $ Member

Code£ Proposed Equity

Shareholding in SPV (%)

Turn over

Year 1 Year 2 Year 3 (1) (2) (3) (4) (5) (6)

Single entity Bidder

Consortium Member 1

Consortium Member 2

TOTAL


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Name & address of Applicant’s Bankers: $ A Bidder consisting of a single entity should fill in details as per the row titled Single entity Bidder and ignore the rows titled Consortium Members. In case of a Consortium, row titled Single entity Bidder may be ignored. £Member Code shall indicate NA for Not Applicable in case of a single entity Bidder. For other Members, the following abbreviations are suggested viz. LM means Lead Member, TM means Technical Member, FM means Financial Member and OM means Other Member. In case the eligible project relates to an Associate of the Bidder or its Member, write “Associate” along with Member Code. €The Bidder should provide details of its own Financial Capacity or of an Associate specified in Clause 2.2.5. $$ For conversion of US Dollars to Rupees, the rate of conversion shall be Rupees [_____] to a US Dollar. In case of any other currency, the same shall first be converted to US Dollars as on the date 60 (sixty) days prior to the Bid Due Date, and the amount so derived in US Dollars shall be converted into Rupees at the aforesaid rate. The conversion rate of such currencies shall be the daily representative exchange rates published by the International Monetary Fund for the relevant date.

Instructions: 1. The Bidder/ its constituent Consortium Members shall attach copies of the balance

sheets, financial statements and Annual Reports for 3 (three) years preceding the Bid Due Date. The financial statements shall:

a) reflect the financial situation of the Bidder or Consortium Members and its/

their Associates where the Bidder is relying on its Associate’s financials; b) be audited by a statutory auditor; c) be complete, including all notes to the financial statements; and d) correspond to accounting periods already completed and audited (no

statements for partial periods shall be requested or accepted)

2. For the purpose of the RFP, the term "Turnover" is defined in clause 2.2.2 (aa) (bb)


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ANNEXURE H TECHNICAL BID

Format for CV

Name Date of Birth Profession Education Countries of Work experience Languages Employment Record From: Employer: Position Held: Summary: Work undertaken that best illustrates experience in Life science sector Name of assignment or project: Year: Location: Client: Main Project Features: Positions held: Activities performed:


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APPENDIX II-: FORMAT FOR FINANCIAL BID

FINANCIAL PROPOSAL (Refer Clauses 2.1.6 and 2.1.7)

Dated: To ……………………………………. ……………………………………… …………………………………….. Tel: Fax: Sub: Financial Bid for Establishment of Biopharma Hub (B-Hub) at Genome Valley in

Ranga Reddy District of Telangana State on Design, Build, Finance, Operate and Transfer (DBFOT) Basis

Dear Sir, 1. With reference to your RFP document dated *****, I/we, having examined the Bidding

Documents and understood their contents, hereby submit my/our Bid for the aforesaid Project. The Bid is unconditional and unqualified.

2. I/ We hereby confirm the annual fixed returns of Rs____________ (Rupees__________) to the B-Hub.

3. This annual fixed return will increase at the rate of 5 percent. 4. The fees to be charged from tenant companies in B-Hub Telangana to be fixed in

consultation with the authority. 5. The annual fixed return will be paid at the 5th of January of the respective year. If the project

commences before January, the return can be provided on pro rata basis. 6. I/We agree to keep this offer valid for 180 (one hundred and eighty) days from the Bid Due

Date specified in the RFP. 7. I/We agree and undertake to abide by all the terms and conditions of the Bidding

Documents. In witness thereof, I/we submit this Bid under and in accordance with the terms of the RFP document.

Yours faithfully, Date: (Signature of the Authorised signatory) Place: (Name and designation of the of the Authorised signatory)

Name and seal of Bidder/Lead Member Establishment of Biopharma Hub (B-Hub) at Genome Valley in Ranga Reddy District of Telangana State on Design, Build, Finance, Operate and Transfer (DBFOT) Basis


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ANNEXURE 1 PROJECT DETAILS AND TECHNICAL SPECIFICATIONS

Government of Telangana (GoTS) proposes to establish a Biopharma scale-up manufacturing facility with a turnkey laboratory space to facilitate the growth of biosimilars in the Lifesciences industry. The core focus of Biopharmaceutical companies is to advance a molecule from the laboratory to the clinic as quickly as possible without sacrificing product quality, process efficiency, or patient safety. To achieve this goal, they navigate multiple complexities including cell line development, process development, technology, and regulatory and risk assessment. The proposed facility will provide a platform for biopharma start-ups to conduct proof-of-concept study at the B-Hub scale-up manufacturing facility. This will provide a significant impetus to the Companies exploring the viability of their molecule.

Proposed Area Statement

Facility Description Total Gross Area (Sq.ft)

Biopharma Scale-up facility 10,000

Cold Room 1,500

Turnkey Lab Spaces 25,000

Utilities 3,500

Minimum Total Built-Up Area 40,000

While the minimum total built-up area is envisaged to be 40000 sft, the bidder will be permitted to build larger facility based on its own demand assessment.

B-Hub will feature ready to occupy, GLP grade laboratory facility for start-up and mid-sized companies. Genome Valley already boasts of 1 MN sft of multi-tenanted turnkey laboratories space, which is the largest in the country and all these already completely leased out to companies. These spaces were made available by the State Government as part of its vision to develop Genome Valley as an innovation cluster. B-Hub envisages world class turnkey facilities, planned based on the following approach:

• Closed lab suites with In-lab workstations • Loop corridor with shared support • 100% fresh air for chemistry suites • Multiple air handlers & Exhaust fans • Optimize grids for space layout & Structure • Incorporate “Plug & Play” concepts • Access to natural lights • Internal shafts for MEP distribution • Energy efficient design – Variable air volume and Heat recovery system • Zoned for optimum resource utilization


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The proposed facility shall use state of the art single use processing equipments, modular clean room environments, and integrated automation for data capture and control.

Indicative Facility Description

• Land Parcel: 2.7 Acres • Provide connectivity • Efficient land use • Address zoning issues

Indicative Building Plan


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First Floor:

Second Floor:

Lab Planning Approach:


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Closed lab suites with computational workstations Building system zoned – Office, lab, lab support and scale-up wing Loop corridor with shared support Floor to Floor height 13 ft ( 4 meters) 100% fresh air for Biopharma suites Multiple air handlers & Exhaust fans The Biopharma suites are fully equipped with casework, Fume hoods, BSC, LF & Sinks Control areas for hazardous material storage

Sustainable Design Features

Optimize grids for space layout & structures Incorporate ‘Plug and Play’ concepts Access to natural lights Internal shafts for MEP distribution Energy efficient design – Variable air volumes and heat recovery systems Zoned for optimum resource utilization

Office and Business Space


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• Highly flexible and furnished office space equipped with best-in-class office equipment and amenities including furniture, internet, telecommunications etc

• Efficiently designed manager cabins and workstations • State-of-the-art meeting rooms of varied sizes furnished with modern office

equipment • Flexible cafeteria cum training room (54 Seater Dining Hall / 146 Seater Training

Hall)

Flexilabs

• Develop a rapidly re-configurable lab space • Modular / mobile benches • Relocatable fume hoods • Open space plan • Collaborative culture • Fixed sinks located along wall • Cold and Hot water, DI water, eyewash • Ceiling service tiles


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Support Services

• Surveillance and Security • Housekeeping • Utility Services maintenance • Landscaping • Pest Control Services • Handling of Effluents • Sourcing and Warehousing • Support services for Incubate instruments • Cafeteria Operations

Third Party Resource Guide:

• Custom Clearance • Legal / Patent Counselling • Environmental Clearance • Accounting Services


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List of Equipment Envisaged to be installed in the facility Warehousing equipment list:

Cell Culture Equipment List

Suite Name Equipment No. of UnitsVaccum Machine 1Pallets + SS TrolleysWeigh Checker Balance 2Weing balance 1Pallets + SS TrolleysCold room 1 -20 Cold room 1

Daystores + Reject Room Shelves, Pallets, Trolleys, Cages 0Shelves, Pallets, Trolleys 0Solvent store hoods 1LAFs 2Weighing balance 2Weighing balance 1Autoclave 1SS accessories 0

RM store

Sampling and Dispensing Rooms including the washing rooms

Dedusting Room

Quarantine Room

Cold Rooms


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Suite EquipmentsQty

(Nos)Biosafety cabinet 1CO2 shaker incubator 1Vaccum pump 1peristaltic pump (3.5LPM) 1Microscope 1Biosafety cabinet 1Microscope 15 L SUB Bioreactor 150 L SUB Bioreactor 1200 L/500 L SUB Bioreactor 1Depth Filteration SkidpH meter 1Biosafety cabinet 1Microscope 15 L SUB Bioreactor 150 L SUB Bioreactor 1200 L/500 L SUB Bioreactor 1Depth Filteration Skid 1pH meter 1LAFU 1Overhead Stirrer 1Weighing Balance 1magnetic stirrer 1Palle Tanks/MoBius (50/200 L combo) 1Peristaltic Pumps (3.5 and 20 L) 1pH + Conductivity Meter 1

Inoculation 1

MBP

Production 1

Production 2


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Process chrom skids 2Columns (150 mm, 300 mm 450 mm) 1Column packing station 1slurry tank 1pH + Conductivity Meter 1Turbiditymeter 1Palle Tanks/Mo Bius Mixing Tanks (50,200 L, 500 L) 1UV spectrophotometer 1TFF 1peristaltic pump (3.5LPM) 1peristaltic pump (20LPM) 1point of use cooler 1Nano filtration skid 1Buffer Distribution Skid 1pH + Conductivity Meter 1Turbiditymeter 1Palle Tanks/Mo Bius Mixing Tanks (50,200 L) 1UV spectrophotometer 1TFF 1peristaltic pump (3.5LPM) 1peristaltic pump (20LPM) 1point of use cooler 1HPHV 2Hanging LAF 2

Inactivation room Radial arm autoclave 2

Autoclave room

V+ 1

V-1

LN2 container 2LN2 tank 2Vicell 1Osmometer 1static passbox 1Installation, Commissioning , Validation , FAT, SAT & Documentation (Travel & Boarding Inclusive) 1Proces and utility pipelines + Valve Rings 1Table top centrifuge 4washing machine 1dryer 1glassware washer 1mop - washing machine 2LAFU for Laundry 1Kill Tank 1

Cold room Cold room 1 -20 Cold room -20 Cold room 1

Housekeeping and Office 1

Material Transfers Dynamic Passboxes 15

Common

WCB storage


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QC Lab Equipment

Suite Equipments Qty (Nos)

Muffle Furance 1Polari Meter 1Refracto meter 1Melting Point Apparatus 1Osmometer 1Titration Unit 1Fume hood 1Print proof reader 1TOC analyzer 1Spectrophotometer 1pH meter with printer 1Conductivity meter with Pr 1pH meter with printer 1Spectrophotometer 1Gel running units 2Gel Doc 1RT PCR 1Agarose gel units 1Ice Maker 1Osmotech 12-8 Freezer 1 -20 Freezer 1Verticle IEF 1Horizental IEF 1HPLC 2UPLC 1Speed vac 1Oven 20 to 100 1Table top Centrifuge 2Microcentrifuge 2Vortex 2Vaccum Pump 2Water Bath 1Dry Batch 2Sonicator 1

RM/PM

Instrumentation


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Technical Infrastructure and Utilities

Suite Equipments Qty (Nos)

Elisa plate reader 1Biosafety cabinets 1Freezers (2-8) 1Freezers (-20) 1Freezers (-80) 1Elisa plate washer 1NVPC 1Microbial air sampler (Viab 2Centrifuge 1Microcentrifuge 1Co2 Incubators 1LN2 storage 1Microscope 1Biosafety cabinets 1Incubators (25C for fungal) 1Incubators (37C for fungal) 1Turbidity 1Vaccum leak test analyser 1HPHV 1DHS 1Inactivation 1

Stability BOD Incubator (25) 1

Media buffer room

Cell culture

Microbiology


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Estimated Project Cost and Proposed Financing Pattern: Infrastructure Development Rs. 17,20,00,000.00 Scientific Equipment Rs. 40,00,00,000.00 Land cost Rs. 2,67,08,000.00 PMC Cost + GMP Consulting Rs. 50,00,000.00 Contingency Rs. 50,00,000.00 Total Rs. 60,37, 08,000.00 The Operator (Concessionaire) will invest in Developing, Operating and Maintaining the facility, while it is envisaged that Biotech Hub Ltd shall facilitate funding from Department of Biotechnology, Government of India towards the following:

a. Upto ₹10,00,00,000 towards technical infrastructure (including clean steam generators, clean

air and process gases, and generation and storage of water for injection, HVAC including

Sr No Description Qty1 Boiler 2 Ton 12 Air compressor & Drier 14 PSG 500kg/hr 15 pre water system 16 water system loop 27 WFI generation 18 Chiller (400TR x) 19 Hot water 110 Brine chiller 111 PSG loop 112 process cooling tower 113 Utility pipe line 114 valves and traps 115 SS pipe and accessories 116 Electrcial 117 DG (1010KVA) 118 AHU 119 Panels 120 Epoxy flooring21 office furniture22 meeting room and interiors23 Reception and décor25 LAN26 Office room and false ceiling painting27 cafteria with furniture and interior28 Computers 1029 Xerox Machine 330 Printers with Scanners 5


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uniflow system of clean and return corridors, Dedicated air-handling units provide appropriate air classifications for FDA-regulated manufacturing as well as for Biosafety Level 1 biocontainment, etc.)

b. In addition, it is expected that the Biotech Hub Ltd shall also have additional provision to support eligible expenses including electricity charges, employee expenses, facility & equipment maintenance, promotional & marketing expenses, etc. for a period of 4 years to the tune of INR 10-12 crore (approx.).

c. This financial support from Biotech Hub Ltd shall be strictly contingent upon the approval / release of grant from the Department of Biotechnology, Government of India. The funding will be released based on milestone basis.

d. General Financial Rules of Government of India will have to followed in meeting the expenditure in this head.

Scale-Up Manufacturing facility: e. Expression of interests have been received from various global organizations to partner with

the Government in establishment of scale-up manufacturing facility of upto 200 L single use manufacturing.

f. Proposed terms of this partnership as follows:

• Bare shell infrastructure + initial setup of lab & office upto 10,000 sft rent free for 5 years • 10% discount on the rent after 5 years, if renewed • In return, the partner will set-up the manufacturing facility free of cost and offer service to

customers on cost plus (not more than 10%) basis. They will also offer 20% time-share on the facility usage and the corresponding revenue (excluding consumable charges) to the concessionaire.

• Biotech Hub will make best efforts to facilitate such partnerships. However, this support is contingent upon fructification of the proposed partnership and is not a commitment on Biotech Hub’s part. In case, the partnership does not go through, the concessionaire is expected to set up the biomanufacturing facility of 200 L (single use) as a common scale-up facility and recover the cost through user charges.

• If the partner company does not have certain equipment envisaged for this facility in its product list, concessionaire will be required to procure them in consultation with Biotech Hub Ltd. Subject to availability of provisions under the Government of India grant, Biotech Hub Ltd may support procurement of these equipment in full or partially.

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Telangana State Industrial Infrastructure Corporation Ltd. (TSIIC)

DRAFT CONCESSION AGREEMENT

FOR

“BID FOR ESTABLISHMENT OF BIOPHARMA HUB (B-HUB) AT GENOME VALLEY IN RANGA REDDY DISTRICT OF

TELANGANA STATE ON DESIGN, BUILD, FINANCE, OPERATE AND TRANSFER (DBFOT) BASIS”

CONTRACT (Draft Concession Agreement Format)

Below is the draft of the Concession Agreement to be executed between Bio-Tech Hub Limited and the Selected Bidder (selected vide communication dated ________ and pursuant to the process prescribed under the request for proposal dated ________) in relation to the Bid for Establishment of Biopharma Hub (B-Hub) at Genome Valley in Ranga Reddy District of Telangana State on Design, Build, Finance, Operate and Transfer (DBFOT) Basis

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TABLE OF CONTENTS

I. DEFINITIONS ..................................................................................................................... 5

II. GRANT OF CONCESSION ............................................................................................... 7

III. CONCESSION PERIOD .................................................................................................... 7

IV. ACCEPTANCE OF CONCESSION ................................................................................. 7

V. PROJECT SITE .................................................................................................................. 7

VI. SCHEDULES OF TERMS ................................................................................................. 8

1.1 Schedule I: Scope of Work and Fee ......................................................................... 10 1.2 Schedule II: Obligations of the Concessionaire, the Authority and TSIIC .............. 13 1.3 Schedule III: Penalty and Termination ..................................................................... 15 1.4 Schedule IV – Recommended Site Map, Site Plan and the Proposed Plot of Land

for the Project Site .................................................................................................... 18 1.5 Schedule V – Equipment and related Technology ................................................... 19 1.6 Schedule VI – Suggested Layout of B-Hub ............................................................. 20 1.7 Schedule VII-Representations and Warranties ......................................................... 21 1.8 Schedule VIII-Confidentiality .................................................................................. 22 1.9 Schedule IX- Miscellaneous ..................................................................................... 23 1.10 Schedule X- Disclaimer ............................................................................................ 26 1.11 Schedule XI- Performance Security ......................................................................... 27 1.12 Schedule XII-Liability and Indemnity ...................................................................... 28 1.13 Schedule XIII- Force Majeure .................................................................................. 29 1.14 Schedule XIV- Labour and Fair wage ...................................................................... 30

ANNEXURE 1 ..................................................................................................................................... 33

RECOMMENDED PROJECT DETAILS AND TECHNICAL SPECIFICATIONS .................. 33

ANNEXURE 2 ..................................................................................................................................... 34

LAND PARCEL IDENTIFIED FOR B-HUB ................................................................................... 34

ANNEXURE 3 ..................................................................................................................................... 35

LIST OF EQUIPMENTS .................................................................................................................... 35

ANNEXURE 4 ..................................................................................................................................... 40

LAY-OUT OF B-HUB ........................................................................................................................ 40

ANNEXURE 5 ..................................................................................................................................... 45

PERFORMANCE SECURITY .......................................................................................................... 45

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CONCESSION AGREEMENT

This CONCESSION AGREEMENT (hereinafter referred to as the “Agreement”) is entered into on this _____ day of _____ 2020 (“Effective Date”), between:

(1) BIO-TECH HUB LIMITED, a state government company registered under the

Companies Act, 2013, having its registered office at 5-9-58/B, 6th Floor Fateh Maidan Road, Parishrama Bhavan, Hyderabad TG 500004 IN and represented by its authorized signatory _____________ (hereinafter referred to as “Authority” which term shall, unless repugnant to the context or meaning thereof, mean and include its successors-in-interest and permitted assigns) of the FIRST PART;

AND

(2) TELANGANA STATE INDUSTRIAL INFRASTRUCTURE CORPORATION LIMITED, a state government company registered under the Companies Act, 2013, having its registered office at 5-9-58/B, 6th Floor Fateh Maidan Road, Parishrama Bhavan, Hyderabad TG 500004 IN and represented by its authorized signatory _____________ (hereinafter referred to as “TSIIC” which term shall, unless repugnant to the context or meaning thereof, mean and include his heirs and permitted assigns) of the SECOND PART;

AND

(3) M/s ________________________ a company registered under the Companies Act, 2013, having its registered office at ______________ and represented by its authorized signatory _____________ (hereinafter referred to as “Concessionaire” which term shall, unless repugnant to the context or meaning thereof, mean and include his heirs and permitted assigns) of the THIRD PART;

Authority, TSIIC and Concessionaire are hereinafter referred to individually as such or as a “Party” and collectively as the “Parties”.

WHEREAS:

A. The Government of Telangana (“GOT”) and Telangana State Industrial Infrastructure Corporation (“TSIIC”) propose to establish a biopharma hub (“B-Hub”); a Scale-up manufacturing facility combined with offering modular R&D laboratory space to facilitate the growth of Biopharmaceutical industry in India through the Authority in order to provide a platform for biopharma start-ups to conduct proof-of-concept study at its scale-up manufacturing facility.

B. In this context, TSIIC has issued a request for proposal on ________ (“RFP”) inviting prospective bids and shortlisting of bids for establishment of B-Hub at Genome Valley in Ranga Reddy district of Telangana state on design, build, finance, operate and transfer (“DBFOT”) basis (hereinafter referred to as “Project”).

C. After evaluation of the various bids received, TSIIC has accepted the bid dated ____ submitted by the Concessionaire, and vide its office communication dated ____________

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selected the Concessionaire as the Selected Bidder as defined and in accordance with the procedure prescribed under the RFP and further awarded the Project to the Concessionaire for investment, development, operations, management and maintenance of the Project and B-Hub in PPP mode.

D. Accordingly, vide its communication dated _____________, the Concessionaire has formally accepted the award of the Project from TSIIC for partnering with the Authority for implementing the Project and has undertaken to perform its obligations as set forth in this Agreement.

E. The Concessionaire shall act as the investor and developer of the Project and accordingly shall make required investments for the purpose of implementing the Project and setting up and developing the B-Hub. Post completion of the Project, the Concessionaire shall undertake the operations, management and maintenance of the Project for a period of 20 (twenty) years in accordance with the terms of this Agreement.

F. The Parties now intend to enter into this Agreement to include the terms, conditions, rights, responsibilities, powers and obligations of each of the Parties in relation to (a) setting up the B-Hub in Genome Valley, (b) execution of the Project, (c) investment, development, operations, management and maintenance of the Project and B-hub and (d) the commercial terms therewith, in the spirit of mutual co-operation and in accordance with the terms and conditions hereinafter appearing

NOW THEREFORE, for good and valuable consideration and the mutual covenants (including representations, warranties, and covenants) contained herein, the receipt and adequacy of which are hereby acknowledged, the Parties hereto, intending to be legally bound, hereby agree as follows:

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I. DEFINITIONS

1) Definitions

In this Agreement, unless the context or meaning otherwise requires, the following words and expressions as used herein shall have the following meanings:

“Act” :

means the Companies Act, 1956 or the Companies Act 2013 (as the case may be), and any amendment thereto or any other succeeding enactment for the time being in force.

“Affiliate” : in relation to a Person, (a) being a corporate entity, means any entity, which Controls, is Controlled by, or is under the common Control of such Person, (b) being an individual, means a Relative or any entity which is Controlled by, or under the common Control of, such Relative.

“Agreement” : means this Concession Agreement and shall include all recitals, schedules, annexures, or exhibits that may be annexed to this Agreement now or at a later date and any amendments made to this Agreement by all the Parties in writing.

“Applicable Law” : means any statute, law, enactment, regulation, ordinance, treaty, rule or interpretation or pronouncement having the force of law of, any Government Authority having jurisdiction over the matter in question.

“Business Day” : means any day on which banks are open for business in Hyderabad, India (excluding Saturdays, Sundays and public holidays in Hyderabad, India).

“B-Hub” means the biopharma hub, which is a Scale-up manufacturing facility combined with offering modular R&D laboratory space to facilitate the growth of Biopharmaceutical industry in India, being setup by TSIIC, through the Authority, in partnership with the Concessionaire, as the Project, in order to provide a platform for biopharma start-ups to conduct proof-of-concept study at its scale-up manufacturing facility.

“Concessionaire” : means M/s ____________________, the part of the Third Part above, who has been approved as the Selected Bidder by TSIIC for partnering up with TSIIC and the Authority for implementing the Project and who shall act the investor and developer in relation to the Project and who shall act as the asset manager and operator for the B-Hub facilities during the Term of this Agreement, post completion of the Project.

“Encumbrance” : includes (a) any mortgage, charge (whether fixed or floating), pledge, lien, hypothecation, assignment, deed of trust, security interest or other encumbrance of any kind securing, or conferring any priority of payment in respect of, any obligation of any person, including without limitation any right granted by a transaction which, in legal terms, is not the granting of security but which has an economic or financial effect

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similar to the granting of security under Applicable Law, (b) any voting agreement, interest, option, right of first offer, first, last or other refusal right or transfer restriction in favour of any person, and (c) any adverse claim as to title, possession or use; and Encumber shall be construed accordingly.

“Force Majeure Event”

means an event that affects the performance by any of the Parties of any of their respective obligations under this Agreement is prevented, restricted or interfered with by reason of fire, earthquake, flood or other natural calamity or casualty or accident, or other violence (not, directly or indirectly, due to any act, omission, neglect or default (willful or otherwise) of the Party), war or other violence, any Law, or regulation of any government or governmental authority, occurrence of any pandemic or epidemic, act of God or any act or condition whatsoever beyond the reasonable control of such Party which results in the B-Hub becoming non-operational or the tenants / occupants of the B-Hub being unable to conduct their operations entirely from the B-Hub.

“Loss” : shall mean any direct and actual loss incurred in the form of damages, fines, penalties, costs and expenses suffered, including without limitation interest, court costs, amounts paid in settlement, reasonable expenses of investigation, fees and expenses of attorneys, accountants and other experts and expenses of litigation, suit, action or other proceedings and shall include any Tax payable by the Indemnified Party in relation to the above.

“Minimum Fixed Annual Return”

: means the minimum fixed annual return to be paid to the Authority from the Project, as per the financial bid submitted by the Concessionaire to TSIIC and approved by TSIIC in terms of the RFP.

“Project” means establishment of B-Hub at Genome Valley in Ranga Reddy district of Telangana state on design, build, finance, operate and transfer (“DBFOT”) basis by the Concessionaire in partnership with the Authority and TSIIC

“Performance Guarantee”

: means performance bank guarantee for an amount equivalent to INR ______________, which is deposited by the Concessionaire with TSIIC in terms of the RFP and its bidding process

“Project Site” : means the proposed site of land earmarked for the Project and B-Hub as detailed in Schedule IV herewith

“RFP” : means the request for proposal dated ______ issued by TSIIC in relation to the Project

“Service Fee” : means the service fee charged by the Concessionaire for the development, operations, management and maintenance of the Project

“Term” : means the term of the Concession granted to the Concessionaire which is 20 (twenty) years from the date of this Agreement, unless terminated in accordance with Schedule III hereunder

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“Third Party” : means any Person other than the Parties.

2) Priority of Agreements and errors/discrepancies This agreement, and all other agreements and documents forming part of this agreement are to be taken as mutually explanatory and, unless otherwise expressly provided elsewhere in this agreement, the priority of this agreement and other documents and agreements forming part hereof shall, in the event of any conflict between them, be in the following order:

a) this agreement; and b) all other agreements and documents forming part hereof; i.e. the agreement at (a) above shall prevail over the agreements and documents at (b) above. In case of ambiguities or discrepancies within this Agreement, the following shall apply: a) between two or more Clauses of this Agreement, the provisions of a specific Clause relevant to the issue under consideration shall prevail over those in other Clauses; b) between the Clauses of this agreement and the Schedules, the Clauses shall prevail; and c) between any value written in numerals and that in words, the latter shall prevail.

II. GRANT OF CONCESSION

a) Subject to and in accordance with the terms and conditions set forth in this Agreement, the Authority and TSIIC hereby grant and authorize the Concessionaire to investigate, study, finance, construct, operate and maintain the Project and B-Hub Facility and to exercise and/or enjoy the rights to collect revenue from commercial utilization of space allocated as set forth in this Agreement, collectively known as the “Concession”.

b) The title of interest, ownership and rights with regard to Project implemented by the Concessionaire for the Authority and TSIIC along with fixtures/ fittings provided therein shall rest with the Concessionaire until the expiry of the Term and rights related to the land allotted by the TSIIC shall vest with the TSIIC except that these will be operated and maintained by the Concessionaire as agreed in this Agreement.

III. CONCESSION PERIOD

The Concession hereby granted is for a period of Twenty (20) years (excluding construction period of Project), during which the Concessionaire is authorized to implement the Project and to operate the B-Hub Facility in accordance with the provisions hereof.

IV. ACCEPTANCE OF CONCESSION

The Concessionaire hereby accepts the Concession and agrees and undertakes to implement the Project and operate the B-Hub Facility, and to perform/discharge all of its obligations in accordance with the terms and conditions set forth in this Agreement

V. PROJECT SITE

a) The Authority and TSIIC hereby handover to the Concessionaire physical possession of the Project Site free from Encumbrance within 15 days from the date of issue of the

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________ together with the necessary rights of way/way leaves for the purpose of implementing the Project in accordance with this Agreement.

b) The Authority and TSIIC hereby confirm that upon the Project Site being handed over, the Concessionaire shall have the right to enter upon, occupy and use the Project Site and to make at its costs, charges and expenses such development and improvements in the Project Site as may be necessary or appropriate to implement the Project and to provide the B-Hub facility subject to and in accordance with the provisions of this Agreement.

c) The Concessionaire shall not without prior written consent or approval of the Authority / TSIIC use the Project Site for any purpose other than for the purposes of the Project/ the B-Hub facility and purposes incidental thereto as permitted under this Agreement or as may otherwise be approved by the Authority / TSIIC.

d) the Project Site having been acquired through the due process of law belongs to and is vested in TSIIC, and that TSIIC has full powers to hold, dispose of and deal with the same consistent, inter alia, with the provisions of this Agreement.

e) the Concessionaire shall, subject to complying with the terms and conditions of this Agreement, remain in peaceful possession and enjoyment of the Project Site during the Concession Period. In the event the Concessionaire is obstructed by any Third Party claiming any right, title or interest in or over the Project Site or any part thereof TSIIC shall, if called upon by the Concessionaire, defend the Concessionaire against such claims and proceedings.

f) The Concessionaire shall have exclusive rights to the use of the Project Site in accordance with the provisions of this Agreement. The Concessionaire shall allow access to and use of the Project Site/ Project Facility for the authorities/agencies laying telecommunication lines, electric lines, or such other public purposes as TSIIC may specify.

g) The Concessionaire shall not part with or create any Encumbrance on the whole or any part of the Project Site save and except as set forth and permitted under this Agreement or with the prior written approval of TSIIC.

VI. SCHEDULES OF TERMS

The terms of this Agreement and the Concession are divided into the following schedules of terms provided hereinafter and these schedules of terms shall be read and construed as an integral part of this Agreement:

Schedule I – Scope of Work and Fee

Schedule II – Obligations of the Concessionaire, the Authority and TSIIC

Schedule III – Penalty and Termination

Schedule IV – Recommended Site Map, Site Plan and the Proposed Plot of Land

Schedule V – Equipment and related Technology

Schedule VI – Suggested Layout of the B-Hub

Schedule VII-Representations and Warranties

Schedule VIII-Confidentiality

Schedule IX- Miscellaneous

Schedule X- Disclaimer

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Schedule XI- Performance Security

Schedule XII-Liability and Indemnity

Schedule XIII- Force Majeure

Schedule XIV- Labour and Fair wage

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1.1 Schedule I: Scope of Work and Fee

1. The scope of work of the Concessionaire will broadly include setting up and execution of the Project, development, operations, management and maintenance of B-Hub at Genome Valley, Telangana.

2. Post setting up and execution of the Project, The Concessionaire will be responsible for development, management, operations and Maintenance of B-Hub at Genome Valley Telangana for the Term.

3. Accordingly, the broad scope of work of the Concessionaire will comprise of the following:

a) Design a world-class facility, which can create a benchmark for labspaces in India and Asia

b) Three designs to be prepared and submitted to GOT and TSIIC for approval c) Undertaking the development of B-Hub including the proposed infrastructure,

compound, landscaping, etc. d) Undertaking the overall operation and management of B-Hub, meeting the aims and

objectives for which B-Hub has been set up e) Ensure sustenance of B-Hub f) Identifying the prospective clients who can avail various facilities of B-Hub at

appropriate charge g) Engagement of competent operational, maintenance and supervisory personnel for

successful running of B-Hub h) Collect the rentals and charges approved by the Authority from the occupants of the B-

Hub, including technical and other support services, to cover the running costs of the B-Hub and sharing of profits with the Authority including the Minimum Fixed Annual Return.

i) Creating a separate fund to cover depreciation of assets of B-Hub following internationally accepted norms and keep this amount under the control of B-hub for the replacement of assets at a later stage

j) Maintaining the assets of B-Hub for their proper performance throughout their expected life as per expected norms

k) To enter strategic alliances with academic institutions of national/international repute for process/product know-how and knowledge sourcing for B-Hub user agencies

l) Quarterly reporting of implementation of B-Hub activities and financial status m) The Concessionaire is not allowed to use facilities of B-Hub for their own regular

production purposes not in line with the basic objectives of B-Hub n) Ability to mobilize additional resources

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4. The Concessionaire will pay to the Authority the Minimum Fixed Annual Return which will be a sum equivalent to INR ___________________ (as per the submitted financial bid).

5. The Concessionaire will charge Service Fee of INR ___________ for usage of the B-Hub. The payments for the services and facilities availed will be done directly by the users of the B-Hub, directly to the Concessionaire.

6. The annual fixed return will be paid at the 5th of January of the respective year. If the project

commences before January, the return can be provided on pro rata basis. 7. The Minimum Fixed Annual Return shall be escalated at the rate of atleast 5% per annum

depending upon the increase in service fees charged to the tenant companies in B-Hub Telangana.

8. The layout of the Project should be designed so as to adequately accommodate the various lab facilities. The key features of the layout are described in the Annexure 1 of this document.

9. The facility should be compliant with GMP Standards and should follow global best-practices a) The facility should have HEPA-filtered air supply and dedicated procedure space

wherever required as per the protocol. b) Emergency Power supply and support with an onsite generator needs to be planned and

accounted c) Any other incidental requirement/facility required for making the Project successful

10. The Concessionaire shall be entitled to engage architects, engineers, contractors and other

professionals and workmen, as it deems fit to execute the construction work. All persons employed or engaged by the Concessionaire in connection with the development, construction and completion of the Project shall be the Concessionaire’s employees or its independent contractors and shall not be or deemed to be the employees, agents or contractors of the Authority. The Concessionaire shall fully comply with all Applicable Laws with respect to such persons engaged in the development of the Project. Any disputes or claims arising from or in relation to the Architects, Engineers, Contractors and workmen in relation to the Project shall be resolved by the Concessionaire at its sole cost, risk and responsibility and the Authority shall not be liable for the same in any manner whatsoever.

11. The Concessionaire is solely responsible for any associated expenses and statutory dues such as GST, payment to Employees’ Benefit Funds, etc., arising out of the Agreement and the Authority shall not be liable for the same under any circumstances.

12. The Concessionaire will need to adequately invest in employee health related activities for the employees of B-Hub, including wellness programs etc. (but not limited to these programs), with specific focus on providing protection against the following:

a) Protection against risks of back and arm injuries, due to complex working conditions b) Protection against injuries caused due to repetitive motion injuries c) Protection and trainings to prevent electrical hazards from electrical equipment and

instruments. d) Basic medical trainings for protection against burns and scalds from hot equipment

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13. Operations and Management: The Concessionaire shall hire and depute adequately qualified

staff. In addition to the technical staff, other administrative staff will also need to be deployed at the facility, including those as listed below:

a) Laboratory Manager b) Junior technicians within each department/ unit with valid degree and experience as per

Industry requirement to provide assistance for conducting analytical activities as per the defined SOP and other request activities

14. Data and Records Management: The Concessionaire will be primarily responsible for

maintaining records and documents, as may be required for scientific and regulatory purposes. This information should be shared with TSIIC officials from time to time, on receipt of sufficient notice.

15. Accreditation, Approvals and Registration: The Concessionaire will be responsible for

acquiring all the necessary registrations and approvals from the applicable authorities, as may be required for operations of B-Hub. The Concessionaire will also be responsible to apply for accreditation from national or international accreditation agencies (e.g. COFRAC), which certify the quality of work performed at the labs.

16. Cost of Construction: All costs and expenses of construction of the Project including the site development, external infrastructure, costs and expenses of obtaining the Approvals, all licenses, permissions and sanctions, fees payable to the architects, contractors, staff and workmen etc. including developed spaces to be handed over to the Authority as per the Area Identification Agreement shall be borne and paid for by the Concessionaire. The Concessionaire. shall at its own cost and expense be responsible for obtaining and keeping in force adequate insurances for / in relation to the Project, including the construction thereof, and also for obtaining and keeping in force all other insurances in relation to the Project / the Project Site under any Applicable Laws that may be in force from time to time.

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1.2 Schedule II: Obligations of the Concessionaire, the Authority and TSIIC

A. Obligations of the Concessionaire 1 The Concessionaire will develop the physical infrastructure for the B-Hub and complete the

Project in concordance with international benchmarks

2 The Concessionaire will procure the layouts, drawings and plans approved by the Authority, TSIIC and Government of Telangana, prior to initiating construction / development of the facilities of B-Hub and implementation of the Project.

3 The Concessionaire is hereby mandated to complete the Project and development of B-Hub

within 15 months from the date of execution of this Agreement

4 Further full-fledged operations of the B-Hub facilities, including recruitment of staff and installation of the equipment etc., shall be initiated within 3 months from the completion of the Project.

5 Post completion of the Project, the operations, maintenance and management (“O&M”) period is 20 (twenty) years during which the Concessionaire is responsible for O&M of the B-Hub in all respects. Post completion of the O&M period of 20 years as provided above, the Concessionaire shall transfer the vacant possession and the O&M of the B-Hub facility to TSIIC.

6 The Developer and Operator (Concessionaire) will keep the Authority and its project monitoring/ management agency informed about the status of the construction and procurement of equipment in relation to the Project on regular basis.

7 The Concessionaire shall procure the stipulated equipment & technology (as specified in

Schedule V hereunder) only after an intimation to and approval by TSIIC. 8 The Concessionaire will follow the environment, health & safety, regulations as per applicable

law from time to time.

9 The Concessionaire will require to seek prior approval from TSIIC, in case additional services (other than the agreed / or other than the original scope) are required to be provided within the facility. The charges for these additional services have to be mutually agreed on by TSIIC and the Concessionaire.

B. Obligations of the Authority and TSIIC

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1 The Authority and TSIIC shall allot the stipulated plot of land for the Project as defined in Schedule IV

2 The Authority and TSIIC shall provide all support for securing clearances and licenses from the GOT on best effort basis

3 The Authority will provide financial support to the Concessionaire to the extent defined below, which shall be strictly contingent upon receiving funds from Department of Biotechnology, Government of India:

a. Up to INR 10,00,00,000 (Rupees Ten Crores Only) towards technical infrastructure

(including clean steam generators, clean air and process gases, and generation and storage of water for injection, HVAC including uniflow system of clean and return corridors, Dedicated air-handling units provide appropriate air classifications for FDA-regulated manufacturing as well as for Biosafety Level 1 biocontainment, etc.)

b. Additional provision to support eligible expenses including electricity charges, employee expenses, facility & equipment maintenance, promotional & marketing expenses, etc. of the B-Hub facilities for a period of 4 years up to an amount of INR 10-12 crore (approx.)

4 Any delays caused due to lack of clearances and approvals will be given due consideration by

the Authority and TSIIC, however it shall be the duty of the Concessionaire, to bring such events to the timely notice of the project monitoring / management agency of the Authority.

5 Promote the facility as the demo facility for the State of Telangana by encouraging global visitors to the State to visit the facility and offer support in promoting the facility globally.

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1.3 Schedule III: Penalty and Termination A. Penalty for Delays

1. Failure to initiate the Project and construction of the B-Hub facility:

a. Failure to initiate the Project and construction of the B-Hub facility within 2 months of signing the Agreement will result in deduction of 10% from the Performance Guarantee deposited by the Concessionaire with TSIIC in terms of the RFP and its bidding process.

b. If the Concessionaire fails to initiate construction within 3 months from the date of this Agreement, the Performance Guarantee deposited by the Concessionaire with TSIIC be invoked and seized.

c. If the Concessionaire fails to initiate construction within 4 months from the date of this Agreement, this Agreement shall automatically stand terminated and TSIIC shall have the discretion to award the concession for the Project under this Agreement to any Third Party in the manner TSIIC deems fit.

2. Failure to complete the Project & construction of B-Hub facilities and operationalization

of the B-Hub facilities: Subject to timely receipt of approvals from TSIIC,

a. Failure to complete the Project & construction of B-Hub facilities and operationalization of the B-Hub facilities within 15 months of the date of signing of this Agreement will result in a deduction of 25% of the performance guarantee deposited by the Concessionaire with TSIIC.

b. If the Concessionaire fails to complete the Project & construction of B-Hub within 15 months, the Performance Guarantee deposited by the Concessionaire with TSIIC be invoked and seized and an additional ‘Cure Period’ of 6 months shall be automatically initiated.

c. If the Concessionaire fails to complete the Project & construction of B-Hub within such additional Cure Period of 6 months, this Agreement shall automatically stand terminated and TSIIC shall have the discretion to award the concession for the Project under this Agreement to any Third Party in the manner TSIIC deems fit.

d. It is clarified that, for the purposes of this clause, in case of any delays in sanction of requisite approvals from TSIIC in relation to the Project or delay in financial support from the Authority, such delays shall not be considered in calculating the timelines prescribed in this clause and such timelines, specified for the purpose completing the Project & construction of B-Hub facilities and / or operationalization of the B-Hub facilities, shall be calculated and considered in addition to and excluding such delays from TSIIC and the Authority.

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B. Contract Termination Parameters The Concessionaire is expected to comply with the terms of this Agreement and provide annual returns as stipulated in the financial bid. In case any deviation is noticed by the Authority / TSIIC in the annual returns, the Authority / TSIIC shall issue a notice of deviation to the Concessionaire with a ‘Cure Period’ of 60 Business Days to rectify such the deviation. In the event such deviation not rectified with the cure period of 60 days, upon the request of the Concessionaire, TSIIC shall grant an ‘Additional Cure Period’ of 30 days to rectify such deviation. In the event, such deviation is not rectified within the Cure Period of 60 Business Days and the Additional Cure Period of 30 Business Days, the Authority and TSIIC at their discretion may take appropriate actions including termination of this Agreement. The Concessionaire is required to seek third party accreditation/ certification or approval, as the case may be. TSIIC will notify the concessionaire of the accreditations/ certifications (like ISO15189, COFRAC, NABL etc.) that are required at the time of signing the Agreement. The Concessionaire will have to apply for these certifications/ accreditations within one year of starting the commercial operations of the B-Hub or earlier as per the requirement of the accreditation but in no case later than 1 year from the date of starting the commercial operations of the B-Hub, failing of which, the Performance Security will be forfeited / invoked by TSIIC. A fresh Performance Security (of equivalent value) will need to be submitted by the Concessionaire with a period of 60 days to continue the Agreement. Failure to achieve accreditation / certification within three years from the date of start of commercial operations of the B-Hub (unless otherwise specified / extended by TSIIC), will result in termination of the Agreement at the discretion of TSIIC. The Concessionaire will share data regarding KPI’s turnaround time and some select quality parameters, on a regular basis with TSIIC. TSIIC (and its appointed team) will constantly monitor performance and determine acceptable benchmark standards (mutually with the Concessionaire), which will be revised every 12 months. Repeated failure on the part of the Concessionaire to meet any of these benchmarks for three consecutive years, will result in termination of the Agreement and the bid fee will be forfeited. Upon termination of this Agreement before the Term, the Concessionaire shall be suitably reimbursed a pro rata of the cost incurred by the Concessionaire with respect to its investment in the Project and the B-Hub buildings facilities, equipment and utilities based on an asset life of seven years, and the valuation shall be derived by two reputed independent valuers appointed by the Parties. All the assets which are older than seven years will have nil book value. Further, if the Concessionaire completes its full Term, all the assets which the Concessionaire has invested in shall have nil book value. Further the equipment procured with Depreciation Fund shall have nil book value for the purpose of this clause.

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However, in case of occurrence of any Force Majeure event, such period of occurrence of the Force Majeure event shall not be considered for the purpose of ascertaining the timelines under this Schedule III.

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1.4 Schedule IV – Recommended Site Map, Site Plan and the Proposed Plot of Land for the Project Site

Based on extensive discussions, Genome Valley Hyderabad was selected to be the ideal location to house the proposed B-Hub Project keeping in mind the intended overall objective and sustainability in the long run. Genome Valley is India’s first organized cluster for life sciences R&D and clean manufacturing activities, with world-class infrastructure facilities. The cluster synergizes a healthy mix of companies in the realm of agri-biotech, Clinical Research Management (CRM), biopharma, biotechnology, vaccine manufacturing, regulatory and testing, and other related areas. It is home to more than 200 companies with a scientific workforce of 10,000 including presence of the marquee global names like Novartis, GlaxoSmithKline, Ferring Pharma, Chemo, DuPont, Ashland, United States Pharmacopeia, Lonza and many others. Government has also announced launch of Genome Valley 2.0 to expand the cluster to make it more vibrant, giving a further impetus to the overall life sciences ecosystem in the state and the country.

With Indian companies aggressively embarking on the global biosimilars opportunity, a Biopharma scale-up facility in Genome Valley will help them leapfrog, while reducing the time to market and critically help in decision making for the Senior leadership of the Biopharma companies.

As per the guidelines of the Scheme, the land parcel has already been identified for B-Hub and is provided in Annexure 2

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1.5 Schedule V – Equipment and related Technology

Given the List of Equipment Envisaged to be installed in the facility (as per Annexure 1), the equipment provided in Annexure 3 herewith will have to be procured by the Concessionaire for the Project. The details provided in Annexure 3 are non-exhaustive and the same may be subject to changes as mutually agreed between the Parties during the implementation of the Project.

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1.6 Schedule VI – Suggested Layout of B-Hub The proposed B-Hub facility shall use state of the art single use processing equipment, modular clean room environments, and integrated automation for data capture and control. The proposed description of the facility and proposed building plan are provided in Annexure 4 herewith. The proposed description of the facility and building plans may be subject to changes as mutually agreed between the Parties during the implementation of the Project.

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1.7 Schedule VII-Representations and Warranties

The Concessionaire represents and warrants to the Authority and TSIIC that:

(i) it is duly organized, validly existing and in good standing under the laws of India. (ii) it has full power and authority to execute, deliver and perform its obligations under

this Agreement and to carry out the transactions contemplated hereby. (iii) it has taken all necessary corporate and other action under Applicable Laws and its

constitutional documents to authorize the execution, delivery and performance of this Agreement.

(iv) this Agreement constitutes its legal, valid and binding obligation enforceable against it in accordance with the terms hereof.

The Authority and TSIIC represents and warrants to the Concessionaire that:

(i) They have full power and authority to grant the Concession. (ii) They have taken all necessary action to authorize the execution, delivery and

performance of this Agreement. (iii) this Agreement constitutes its legal, valid and binding obligation enforceable against

them in accordance with the terms hereof.

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1.8 Schedule VIII-Confidentiality

a) The Parties acknowledge that in the course of performing their obligations under the Agreement each of the Parties may get access to confidential information (“Confidential Information”) of the other Party. Each of the Parties (“Receiving Party”) agrees not to disclose Confidential Information received (whether in writing, verbally or by any other means and whether directly or indirectly) by the other Party (“Disclosing Party”) including in relation to matters contemplated by this Agreement or its performance or in any agreement in furtherance of the performance of this Agreement, to any Third Party without the prior written consent of the Disclosing Party or use the Confidential Information other than for carrying out the purposes of this Agreement.

b) The Receiving Party shall keep confidential any Confidential Information it receives from

the Disclosing Party and shall employ all such reasonable steps that it would have taken to protect its own Confidential Information. The Receiving Party shall disclose Confidential Information received from the Disclosing Party to its officers, employees, agents, or representatives only for the purposes of carrying out its obligations under this Agreement and strictly on a “need to know” basis only. The Parties shall also cause their respective directors, employees, officers, and any other Persons to whom the above-mentioned information is disclosed to be bound by confidentiality obligations similar to those provided in this Clause.

c) Notwithstanding anything contained in a) and b) of this schedule, a Receiving Party’s

obligation of confidentiality shall not extend to any Confidential Information:

i. to the extent that the Confidential Information received is in the public domain other than by breach of this Agreement.

ii. to the extent that the Confidential Information is lawfully acquired by the Receiving Party from a Third Party who owes the Disclosing Party no obligation of confidence in respect of such Confidential Information.

iii. to the extent that the Confidential Information was previously known or already in the lawful possession of the Receiving Party prior to receipt from the Disclosing Party.

iv. to the extent that the Confidential Information received is required to be disclosed by any Applicable Law or by any Governmental Authority to whose jurisdiction the Receiving Party is subject or with whose instructions it is customary to comply under notice to the Disclosing Party; or

v. in so far as it is disclosed to the employees, directors, or professional advisers of the Receiving Party, provided that the Receiving Party shall procure that such persons treat the Confidential Information received as confidential.

vi. The provisions of this clause shall survive the termination of this Agreement.

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1.9 Schedule IX- Miscellaneous

1. NOTICES: All notices to the Parties under this Agreement shall be in writing and are effective upon delivery to the relevant Party (whether by personal delivery or registered pre-paid) at the address indicated below:

In case of notice to the Authority

Address : 5-9-58/B, 6th Floor Fateh Maidan Road, Parishrama Bhavan, Hyderabad TG 500004 IN

Fax :

Attention :

Email :

In case of notice to the Authority

Address : 5-9-58/B, 6th Floor Fateh Maidan Road, Parishrama Bhavan, Hyderabad TG 500004 IN

Fax :

Attention : Email :

In case of notice to the Concessionaire

Address : Fax :

Attention : Email :

Any notice or other communication shall be deemed to have been given (a) if personally delivered, on the date of delivery; or (b) if sent by registered pre-paid post, on the 5th (fifth) Business Day after it was put into the post; or (c) if sent by facsimile, on the date of transmission, provided that the sending Party shall keep electronic evidence confirming such transmission. A Party may, from time to time, change its address or representative for receipt of notices provided for in this Agreement by giving to the other Parties not less than 10 (ten) Business Days prior written notice in the same manner as provided for in this Clause 18.

2. GOVERNING LAW & JURISDICTION: This Agreement shall be governed by and construed in accordance with the laws of India and subject to Clause 3 below, courts in Hyderabad shall have exclusive jurisdiction.

3. DISPUTE RESOLUTION

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a. Amicable Resolution

Any Party (“Claimant”) which claims that a dispute (other than in relation to Clause 4) has arisen out of or in connection with the existence, validity, interpretation or implementation of, or breach by a Party (“Respondent”) of this Agreement (“Dispute”), shall give a written notice (“Dispute Notice”) thereof to Respondent as soon as reasonably practicable after the Claimant has become aware of the occurrence of the event, matter or thing which is the subject of such Dispute. The Dispute Notice shall specify the particulars of the circumstances and nature of such Dispute and of the Claimant’s claim(s) in relation thereto to resolve such Dispute through conciliation. For this purpose, Claimant and the Respondent shall, within 7 (seven) Business Days from the date of receipt of the Dispute Notice, designate one of their respective senior executive (or in case the Claimant or the Respondent is a natural Person, the Claimant or the Respondent may designate such person as may be deemed fit by such Claimant or Respondent) as its representative for negotiations relating to the Dispute, which designated senior executive and/or the designated individual (as the case may be) must have the authority to settle the Dispute.

b. Arbitration

If, within 30 (thirty) Business Days of the date of the Dispute Notice (“Negotiation Period”), the Dispute is not resolved, the Dispute shall be referred to and finally resolved by arbitration governed by Indian law and conducted in accordance with the provisions of the Arbitration and Conciliation Act, 1996 as amended from time to time, which rules are deemed to be incorporated by reference in this clause. The arbitration shall be conducted by a sole arbitrator to be appointed in accordance with the said act. An arbitral tribunal thus constituted is herein referred to as a “Tribunal”.

c. Venue and Language

All proceedings in any such arbitration shall be conducted in English. The venue of the arbitration proceedings shall be Hyderabad.

d. Costs and Enforcement

The cost of arbitration shall be borne in the manner and by the Party as determined by the Tribunal. Judgement upon any arbitral award rendered hereunder may be entered in any court having jurisdiction, or application may be made to such court for a judicial acceptance of the award and an order of enforcement, as the case may be.

4. ENTIRE AGREEMENT: This Agreement, and the attached Schedules, shall contain the entire understanding of the Parties and shall be read in conjunction with each other and shall supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the subject matter hereof.

5. AMENDMENT AND WAIVER: No amendment, modification or discharge of this Agreement shall be valid or binding unless set forth in writing and duly executed by the

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Parties hereto. No waiver shall be valid unless given in writing by the Party or Parties from whom such waiver is sought. Any such waiver shall constitute a waiver only with respect to the specific matter described in such writing and shall in no way impair the rights of the Party granting such waiver in any other respect or at any other time. Neither the waiver by any of the Parties of a breach of or a default under any of the provisions of this Agreement, nor the failure by any of the Parties, on one or more occasions, to enforce any of the provisions of this Agreement or to exercise any right or privilege hereunder, shall be construed as a waiver of any other breach or default of a similar nature, or as a waiver of any of such provisions, rights or privileges hereunder.

6. SEVERABILITY: Each and every obligation under this Agreement shall be treated as a separate obligation and shall be severally enforceable as such and in the event of any obligation or obligations being or becoming unenforceable in whole or in part. To the extent that any provision or provisions of this Agreement are unenforceable, the Parties shall endeavour to amend such clauses as may be necessary to make the provision or provisions valid and effective. Notwithstanding the foregoing, any provision which cannot be amended as may be necessary to make it valid and effective shall be deemed to be deleted from this Agreement and any such deletion shall not affect the enforceability of the remainder of this Agreement, not so deleted provided the fundamental terms of the Agreement are not altered.

7. COUNTERPARTS: This Agreement may be executed in one original and any number of counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument and any Party may execute this Agreement by signing any one or more of such originals or counterparts.

8. COST AND EXPENSES: Stamp duty payable in connection with this Agreement shall be borne by the Concessionaire. Each Party shall bear its own costs and expenses in relation to this Agreement.

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1.10 Schedule X- Disclaimer

1) The Concessionaire acknowledges that prior to the execution of the Agreement, the Concessionaire has carefully examined and made an independent evaluation of the Scope of Work for the Project, Specifications and Standards, the Site conditions, and such other information as provided in the RFP document or obtained, procured or gathered otherwise, and had determined to its satisfaction the accuracy or otherwise thereof and the nature and extent of risks, challenges and hazards as are likely to arise or may be faced by it during the course of performance of its obligations. the Authority makes no representation whatsoever, express, implicit or otherwise, regarding the accuracy, correctness, reliability and/or completeness of any assessment, assumptions, statement or information provided by it and the Concessionaire confirms that it shall have no claim whatsoever against the Authority in this regard.

2) The Concessionaire acknowledges and hereby accepts the risks of inadequacy, mistake or error in or relating to any of the matters set forth in Clause 1) above and hereby acknowledges and agrees that the Authority shall not be liable for the same in any manner whatsoever to the Concessionaire, the selected bidder and its Associates or any person claiming through or under any of them.

3) The Parties agree that any mistake or error in or relating to any of the matters set forth in the RFP document shall not vitiate the Agreement or render it voidable.

4) Except as otherwise provided in the Agreement, all risks relating to the Project shall be borne by the Concessionaire and the Authority shall not be liable in any manner for such risks or the consequences thereof.

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1.11 Schedule XI- Performance Security

1) Performance Security

1.1 The Concessionaire shall for the performance of its obligations provide the Authority on the date of signing of Agreement, an irrevocable and unconditional guarantee from a Bank acceptable to the Authority for 5% of the Contract value amounting to Rs. 3,02,00,000/- (Rupees Three Crore two lakhs only) and in the form set forth in Annexure 5. Until such time the Performance Security is provided by the Concessionaire pursuant hereto and the same comes into effect, the Bid Security shall remain in force and effect, and upon provision of the Performance Security pursuant hereto, the Authority shall release the Bid Security to the Concessionaire; and

1.2 Notwithstanding anything contrary contained in the Agreement, in the event Performance Security is not provided by the Concessionaire on the date of signing of the Agreement, the Authority may encash the Bid Security and appropriate the proceeds thereof as Damages, and there upon all rights, privileges, claims and entitlements of the Concessionaire under or arising out of the Agreement shall be deemed to have been waived by, and to have ceased with the concurrence of the Concessionaire, and the Agreement shall be deemed to have been terminated by mutual agreement of the parties

2) Appropriation of performance security

Upon occurrence of a Default during the Contract Period, or failure to meet any conditions precedent, the Authority shall without prejudice to its other rights and remedies in the Agreement or in law, be entitled to encash and appropriate the relevant amounts from the Performance Security as Damages for such Concessionaire Default(s) or failure(s) to meet the service levels as detailed in this Agreement. Upon such encashment and appropriation from the Performance Security, the Concessionaire shall, within 10 (ten) days thereof, replenish in case of partial appropriation, to its original level the Performance Security and in case of appropriation of entire Performance Security provide a fresh Performance Security as the case may be, and the Concessionaire shall, within the time so granted, replenish or furnish fresh Performance Security as aforesaid failing which the Authority shall be entitled to terminate the Agreement in accordance with Schedule III.

3) Release of performance security The Performance Security shall remain in force and effect till 1 (one) year from the issuance of Project Completion Certificate; provided, however, that the Performance Security shall not be released if the Concessionaire is in breach of this Agreement, till such time the breach is cured. Upon request made by the Concessionaire for release of the Performance Security along with the particulars which establish satisfaction of the requirements specified in this Clause 3 of this schedule, the Authority shall release the Performance Security upon the Concessionaire furnishing a fresh Performance Security for 2.5% (five per cent) of the Contract value for the remaining period of Contract towards Concessionaire’s O & M obligations.

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1.12 Schedule XII-Liability and Indemnity 1) General Indemnity

The Concessionaire will indemnify, defend, save and hold harmless the Authority and its officers, servants, agents, and Authority owned and/or controlled entities/enterprises, (the “Authority Indemnified Persons") against any and all suits, proceedings, actions, demands and third-party claims for any loss, damage, cost and expense of whatever kind and nature arising out of any breach by the Concessionaire of any of its obligations under this Agreement or any related agreement or on account of any defect or deficiency in the provision of services by the Concessionaire, except to the extent that any such suits, proceedings, actions, demands and claims have arisen due to any negligent act or omission, or breach of this Agreement on the part of the Authority Indemnified Persons.

2) Indemnity by the Concessionaire Without limiting the generality of Clause 1 above, the Concessionaire shall fully indemnify, hold harmless and defend the Authority and the Authority Indemnified Persons from and against any and all loss and/or damages arising out of or with respect to:

a) failure of the Concessionaire to comply with Applicable Laws and Applicable Permits;

b) payment of taxes required to be made by the Concessionaire in respect of the income or other taxes; or

c) non-payment of amounts due as a result of materials or services furnished to the Concessionaire which are payable by the Concessionaire

3) No consequential Claim Notwithstanding anything to the contrary contained in this Schedule XII, the indemnities herein provided shall not include any claim or recovery in respect of any cost, expense, loss or damage of an indirect, incidental or consequential nature, including loss of profit, except as expressly provided in this Agreement.

4) Survival on Termination The provisions of this Schedule XII shall survive Termination.

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1.13 Schedule XIII- Force Majeure 1) Force Majeure

As used in this Agreement, the expression "Force Majeure" or "Force Majeure Event" shall mean occurrence in India which affects the performance by the Party claiming the benefit of Force Majeure (the "Affected Party") of its obligations under this Agreement and which act or event (i) is beyond the reasonable control of the Affected Party, and (ii) the Affected Party could not have prevented or overcome by exercise of due diligence and following Good Industry Practice, and (iii) has Material Adverse Effect on the Affected Party.

2) Force Majeure Event It shall mean one or more of the following acts or events:

a) act of God, epidemic, extremely adverse weather conditions, lightning, earthquake, landslide, cyclone, flood, volcanic eruption, chemical or radioactive contamination or ionizing radiation, fire or explosion (to the extent of contamination or radiation or fire or explosion originating from a source external to the Site);

b) any civil commotion, political agitation, riot, blockade; and c) any event or circumstances of a nature analogous to any of the foregoing.

3) Duty to report Force Majeure Event

Upon occurrence of a Force Majeure Event, the Affected Party shall by notice report such occurrence to the other Party forthwith.

4) Dispute Resolution In the event that the Parties are unable to agree in good faith about the occurrence or existence of a Force Majeure Event, such Dispute shall be finally settled in accordance with the Dispute Resolution Procedure; provided that the burden of proof as to the occurrence or existence of such Force Majeure Event shall be upon the Party claiming relief and/or excuse on account of such Force Majeure Event.

5) Excuse from performance of obligations If the Affected Party is rendered wholly or partially unable to perform its obligations under this Agreement because of a Force Majeure Event, it shall be excused from performance of such of its obligations to the extent it is unable to perform on account of such Force Majeure Event; provided that: the Affected Party shall make all reasonable efforts to mitigate or limit damage to the other Party arising out of or as a result of the existence or occurrence of such Force Majeure Event and to cure the same with due diligence.

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1.14 Schedule XIV- Labour and Fair wage

1) The concessionaire shall employ labour in sufficient number to maintain the required rate of progress and of quality to ensure workmanship of the degree specified in the contract and to the satisfaction of Authority.

2) The concessionaire shall pay to labour employed by him either. Directly or through sub¬contractors, wages not less than fair wages as defined in the contractors labour Regulations.

3) The concessionaire shall comply with the provisions of the payment of wages Act 1936, Minimum Wages Act 1948, Employer’s liability Act 1930. Workmens Compensation Act 1923, Industrial Disputes Act 1947, Contract Labour Regulation and Abolition Act 1970 or any modifications thereof or any other Law relating thereto and Rules made there under from time to time.

4) The concessionaire shall not withstanding the provisions of any clause to the contrary, wages to be paid to the labourer in directly engaged on the work including any labour engaged by subcontractor in connection with the said work as if the labourer had been directly employed by him.

5) In respect of labour directly or indirectly employed in the work for the purpose of concessionaire’s part of the agreement, the concessionaire shall comply with the Rules & Regulations on the maintenance of suitable records prescribed for this. purpose from time to time by Government. He should maintain his accounts and vouchers on the payment of wages to the labourers to the satisfaction of the authority.

6) The Zonal Manager, TSIIC shall have the right to call for such records as required to satisfy himself on the payments of fair wages to the labourers and shall have the right to deduct from the contract amount a suitable amount for making good the loss suffered by the workers.

7) The concessionaire shall be primarily liable for all payments to be made and for the observance of the regulations framed by the Government from time to time without prejudice to JPs right to claim indemnity from his subcontractors.

8) The concessionaire shall ensure strict compliance of the provisions of the Employees Provident Fund Act 1952 and the scheme framed there under in, so far as they are applicable to their establishment and agencies engaged by them. The concessionaire is further required to indemnify the Corporation against any loss of damage whatsoever that may be suffered by the Corporation as a result of any claims, damages or penalties for any failure or noncompliance on their part with the provisions of the aforesaid. Act and the scheme framed there under.

9) The concessionaire shall ensure implementation of all the relevant provision of the above act and shall deemed to be the principal employer for the purpose. Accordingly, they will get themselves registered with the concerned statutory authority as provided under the Act

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and shall be directly responsible to the authorities thereunder for compliance with the provisions thereof.

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IN WITNESS WHEREOF THE PARTIES HERETO HAVE SET AND SUBSCRIBED THEIR RESPECTIVE HANDS TO THESE PRESENTS ON THE DAY, MONTH AND YEAR HEREINABOVE WRITTEN

BY THE WITHIN NAMED TSIIC

Sign: _______________________________

Name:

BY THE WITHIN NAMED AUTHORITY

Sign: _______________________________

Name:

BY THE WITHIN NAMED CONCESSIONAIRE

Sign: _______________________________

Name:

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Annexure 1 Recommended Project Details and Technical Specifications

Government of Telangana proposes to establish a Biopharma scale-up manufacturing facility with a turnkey laboratory space to facilitate the growth of biosimilars in the Lifesciences industry. The core focus of Biopharmaceutical companies is to advance a molecule from the laboratory to the clinic as quickly as possible without sacrificing product quality, process efficiency, or patient safety. To achieve this goal, they navigate multiple complexities including cell line development, process development, technology, and regulatory and risk assessment. The proposed facility will provide a platform for biopharma start-ups to conduct proof-of concept study at the B-Hub scale-up manufacturing facility. This will provide a significant impetus to the Companies exploring the viability of their molecule. Proposed Area Statement Facility Description Total Gross Area (Sq.ft)

Biopharma Scale-up facility 10,000

Cold Room 1,500

Turnkey Lab Spaces 25,000

Utilities 3,500

Minimum Total Built-Up Area 40,000

While the minimum total built-up area is envisaged to be 40,000 sft, the Concessionaire shall be permitted to build larger facility based on its own demand assessment. B-Hub will feature ready to occupy, GLP grade laboratory facility for start-up and mid-sized companies. Genome Valley already boasts of 1 MN sft of multi-tenanted turnkey laboratories space, which is the largest in the country and all these already completely leased out to companies. These spaces were made available by the State Government as part of its vision to develop Genome Valley as an innovation cluster. B-Hub envisages world class turnkey facilities, planned based on the following approach:

a. Closed lab suites with In-lab workstations b. Loop corridor with shared support c. 100% fresh air for chemistry suites d. Multiple air handlers & Exhaust fans e. Optimize grids for space layout & Structure f. Incorporate “Plug & Play” concepts g. Access to natural lights h. Internal shafts for MEP distribution i. Energy efficient design – Variable air volume and Heat recovery system j. Zoned for optimum resource utilization

The proposed facility shall use state of the art single use processing equipment, modular clean room environments, and integrated automation for data capture and control. Indicative Facility Description:

a. Land Parcel: ~2.7 Acres b. Provide connectivity c. Efficient land use d. Address zoning issues

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Annexure 2 Land Parcel identified for B-Hub

Fig: Land parcel identified for B-Hub

B-Hub

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Annexure 3 List of Equipments

List of equipments to be procured by private developer cum operator:

Cell Culture Equipment

1. Biosafety Cabinet, classII

2. Microscope

3. Dept Filtration Skid

4. pH meter

5. Biosafety Cabinet

6. LAFU

7. Overhead Stirrer

8. Weighing Balance

9. magnetic Stirrer

10. Peristaltic pump (3.5 and 20L)

11. pH meter

12. conductivity meter

Downstream Equipment

1. Tubidity meter

2. Peristaltic pump 3.5 LPM (Watson / Masterflux)

3. Peristaltic pump 20 LPM ((W0atson / Masterflux)

4. Point of use cooler (7.5 TRChiller Wings/ Borg)

5. Nano filtration skid

6. Buffer distribution skid

7. pH+conductivity meter

8. Turbiditymeter

9. Palle Tanks/MoBius (50, 200L)

10. UV Spectrophotometer (STD Config with 21 CFR)


12. Peristaltic pump 20LPM (Watson / Masterflux)

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14. HPHV (STD make)

15. Hanging LAF

16. Radial arm Autoclave (Horizotal STD)

17. Tubidity meter


19. Peristaltic pump 20 LPM ((W0atson / Masterflux)


21. HPHV (STD make)

22. Hanging LAF

23. Radial arm Autoclave (Horizotal STD)

QC Lab Equipment

1. Muffle Furance

2. Polari meter

3. Refracto meter

4. Melting point apparatus

5. Osmometer

6. Titration Unit ( STD with 21 CFR)

7. Fume Hood

8. Print proof reader

9. TOC analyzer

10. pH meter with printer

11. Conductivity meter with printer

12. pH meter with printer

13. Spectrophotometer

14. Gel doc

15. RT PCR

16. Agarose gel units

17. Osmotech

18. 2-8 Freezer

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19. (-20°C) Freezer

20. Verticle IEF

21. Horizontal IEF

22. HPLC

23. UPLC

24. Speedvac

25. Oven 20-100

26. Table top centrifuge

27. Microcentrifuge

28. Vortex

29. Vacuum pump

30. Water bath

31. Dry batch

32. Sonicator

33. Biosafety cabinet

34. Freezers (2-8)

35. Freezers (-20)

36. Freezers (-80)

37. ELISA plate washer

38. NVPC

39. Microbial air sampler

40. Centrifuge

Warehouse Equipment

1. Vacuum Machine

2. Pallets +SS Trolleys

3. Weigh Checker Balance

4. Weigh Balance

5. Pallets +SS Trolleys

6. Cold Room

7. (-20 °C) Cold Room

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8. Shelves, Pallets, Trolleys Cages

9. Shelves, Pallets, Trolleys

10. Solvent Store Hoods

11. LAFs

12. Weighing balance

13. Weighing balance

14. Autoclave

15. SS accessories

Technical Infrastructure & Utilities

1. Boiler 2 Ton

2. Air Compressor & Drier

3. PSG 500kg/hr

4. Pre water system

5. Water system loop

6. WFI generation

7. Chiller (400 TR x)

8. Hot water

9. Brine chiller

10. PSG loop

11. Process cooling tower

12. Utility pipeline

13. Valves & traps

14. SS Pipe & accessories

15. Electrical

16. DG (1010KVA)

17. AHU

18. Panels

19. Epoxy flooring

20. Office furniture

21. Meeting room & interiors

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22. Reception & decor

23. LAN

24. Office room & false ceiling painting

25. Cafeteria with furniture interior

26. Computers

27. Xerox machine

28. Printers with Scanners

29. Training Rooms (capacity of 10-20 trainees) *

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Annexure 4 Lay-out of B-Hub

Facility description

Proposed Building Plan

Ground Floor:

First Floor:

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Second Floor:

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Lab planning approach

● Closed lab suites with computational workstations ● Building system zoned – Office, lab, lab support and scale-up wing ● Loop corridor with shared support ● Floor to Floor height 13 ft ( 4 meters) ● 100% fresh air for Biopharma suites ● Multiple air handlers & Exhaust fans ● The Biopharma suites are fully equipped with casework, Fume hoods, BSC, LF & Sinks ● Control areas for hazardous material storage ● Sustainable Design Features ● Optimize grids for space layout & structures ● Incorporate ‘Plug and Play’ concepts ● Access to natural lights ● Internal shafts for MEP distribution ● Energy efficient design – Variable air volumes and heat recovery systems ● Zoned for optimum resource utilization

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Office and Business Space

● Highly flexible and furnished office space equipped with best-in-class office equipment and amenities including furniture, internet, telecommunications etc

● Efficiently designed manager cabins and workstations ● State-of-the-art meeting rooms of varied sizes furnished with modern office equipment ● Flexible cafeteria cum training room (54-Seater Dining Hall / 146 Seater Training Hall)

Flexilabs

● Develop a rapidly re-configurable lab space ● Modular / mobile benches ● Relocatable fume hoods ● Open space plan ● Collaborative culture ● Fixed sinks located along wall

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● Cold and Hot water, DI water, eyewash ● Ceiling service tiles

Support Services ● Surveillance and Security ● Housekeeping ● Utility Services maintenance ● Landscaping ● Pest Control Services ● Handling of Effluents ● Sourcing and Warehousing ● Support services for Incubate instruments ● Cafeteria Operations

Third Party Resource Guide

● Custom Clearance ● Legal / Patent Counselling ● Environmental Clearance ● Accounting Services

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Annexure 5 Performance Security

(To be submitted on Non-Judicial stamp paper of appropriate value purchased in the name of the issuing bank)

To:

The Chief Engineer, Telangana State Industrial Infrastructure Corporation Limited (TSIIC), 5th Floor, Parisrama Bhavan, Fateh Maidan Road, Basheerbagh, Hyderabad – 500 004

WHEREAS ----(Name and address of M/s XXXX Ltd), hereinafter referred to as “the CONCESSIONAIRE”, has undertaken setting up of B-Hub along with 20 Years of Operation and Maintenance in accordance with the provisions of the Contract Agreement, and includes all works, services and equipment relating to or in respect of the Scope of Work as defined therein in the Contract Agreement dated ___________ with Telangana State Industrial Infrastructure Corporation Limited (hereinafter referred to as “the AGREEMENT”).

AND WHEREAS in terms of the Conditions as stipulated in the Agreement, the CONCESSIONAIRE is required to furnish, a Bank Guarantee by way of Performance Security, issued by a Scheduled Bank in India, in your favour, as per Schedule XI- Performance Security of the AGREEMENT, to secure due and satisfactory compliance of the obligations by the CONCESSIONAIRE on their part, in accordance with the AGREEMENT (which guarantee is hereinafter called as “the Performance Security)”

AND WHEREAS the CONCESSIONAIRE has approached us, (Name of the issuing Bank) for providing the Performance Guarantee, AND WHEREAS in consideration of the fact that the CONCESSIONAIRE is our valued constituent and the fact that he has entered into the AGREEMENT with you, WE (Name of the Bank) having our Registered Office at, ______________and Branch office at __________,India have agreed to issue the Performance Guarantee, THEREFORE WE (Name of the issuing Bank) through our Branch at _________ India furnish you the Performance Guarantee in the manner hereinafter contained and agree with you as follows:

We (Name of the issuing Bank), undertake to indemnify you and keep you indemnified from time to time to the extent of Rs__________ (Rupees___________) against any loss or damage caused to or suffered by or that may be caused to or suffered by you on account of any breach or breaches on the part of the CONCESSIONAIRE of any of the terms and conditions contained in the Agreement and in the event of the CONCESSIONAIRE default or defaults in carrying out any of the work or discharging any obligation in relation thereto under the AGREEMENT or otherwise in the observance and performance of any of the terms and conditions relating thereto in accordance with the true intent and meaning thereof, we shall forthwith on demand pay to you such sum or sums not exceeding the sum of Rs.__________ (Rupees____________________) may be claimed by you on account of breach on the part of the CONCESSIONAIRE of their obligations in terms of the AGREEMENT.

Notwithstanding anything to the contrary we agree that your decision as to whether the CONCESSIONAIRE has made any such default or defaults and the amount or amounts to which you are entitled by reasons thereof will be binding on us and we shall not be entitled to ask you to establish your claim or claims under Performance Guarantee but will pay the same forthwith on your demand without any protest or demur.

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This Performance Guarantee shall continue and hold good until it is released by you on the application by the CONCESSIONAIRE after expiry of the relative Contract Period of the Agreement and after the CONCESSIONAIRE had discharged all his obligations under the Agreement and submitted a “No Demand Certificate” provided always that the guarantee shall in no event remain in force after the day of___________, without prejudice to your claim or claims arisen and demanded from or otherwise notified to us in writing before the expiry of three months from the said date which will be enforceable against us notwithstanding that the same is or are enforced after the said date.

Should it be necessary to extend Performance Guarantee on account of any reason whatsoever, we undertake to extend the period of Performance Guarantee on your request under intimation to the CONCESSIONAIRE till such time as may be required by you. Your decision in this respect shall be final and binding on us.

You will have the fullest liberty without affecting Performance Guarantee from time to time to vary any of the terms and conditions of the Agreement or extend the time of performance of the Agreement or to postpone any time or from time to time any of your rights or powers against the CONCESSIONAIRE and either to enforce or forbear to enforce any of the terms and conditions of the Agreement and we shall not be released from our liability under Performance Guarantee by the exercise of your liberty with reference to matters aforesaid or by reason of any time being given to the CONCESSIONAIRE or any other forbearance, act, or omission on your part of or any indulgence by you to the CONCESSIONAIRE or by any variation or modification of the Agreement or any other act, matter or things whatsoever which under law relating to sureties, would but for the provisions hereof have the effect of so releasing us from our liability hereunder provided always that nothing herein contained will increase our liability hereunder beyond the limit of Rs._____ (Rupees______________) as aforesaid or extend the period of the guarantee beyond the said day of __________ unless expressly agreed to by us in writing.

The Performance Guarantee shall not in any way be affected by your taking or giving up any securities from the CONCESSIONAIRE or any other person, firm or company on its behalf or by the winding up, dissolution, insolvency or death as the case may be of the CONCESSIONAIRE.

In order to give full effect to the guarantee herein contained, you shall be entitled to act as if we were your principal debtors in respect of all your claims against the CONCESSIONAIRE hereby guaranteed by us as aforesaid and we hereby expressly waive all our rights of surety and other rights, if any, which are in any way inconsistent with any of the provisions of Performance Guarantee. Subject to the maximum limit of our liability as aforesaid, Performance Guarantee will cover all your claim or claims against the CONCESSIONAIRE from time to time arising out of or in relation to the Agreement and in respect of which your claim in writing is lodged on us before expiry of three months from the date of expiry of Performance Guarantee.

Any notice by way of demand or otherwise hereunder may be sent by special courier, telex, fax or registered post to our local address as aforesaid and if sent by post it shall be deemed to have been given when the same has been posted.

The Performance Guarantee and the powers and provisions herein contained are in addition to and not by way of limitation of or substitution for any other guarantee or guarantees heretofore given to you by us (whether jointly with others or alone) and now existing un-cancelled and that Performance Guarantee is not intended to and shall not revoke or limit such guarantee or guarantees.

The Performance Guarantee shall not be affected by any change in the constitution of the CONCESSIONAIRE or us nor shall it be affected by any change in your constitution or by any amalgamation or absorption thereof or therewith but will endure to the benefit of and be available to and be enforceable by the absorbing or amalgamated company or concern.

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The Performance Guarantee shall come into force from the date of its execution and shall not be revoked by us any time during its currency without your previous consent in writing. We further agree and undertake to pay you the amount demanded by you in writing irrespective of any dispute or controversy between you and the CONCESSIONAIRE.

Notwithstanding anything contained herein:

i. Our liability under this guarantee shall not exceed Rs.___________ (Rupees______________________only);

ii. This guarantee shall be valid upto __________; and iii. We are liable to pay the guaranteed amount or any part thereof under this guarantee only

and only if you serve upon us a written claim or demand at --------- (place) on or before ________________ (mention period of the guarantee as found under clause ii. above plus claim period)

We have the power to issue Performance Guarantee in your favour by statute and the undersigned has full power to execute Performance Guarantee under the Power of Attorney to him by the Bank. Dated this ________________ day of ___________________ 2020.

For and on behalf of

___________________

BRANCH MANAGER SEAL ADDRESS PLACE

Sd/- VC&MD