oracle financial services analytical applications (ofsaa) · 2015-01-22 · oracle financial...

IDBI Tower, WTC Complex Cuffe Parade, Mumbai-400005

REQUEST FOR PROPOSAL (RFP)

Migration, Upgradation & Customisations

Of

Oracle Financial Services Analytical Applications (OFSAA)

and

Implementation of Liquidity Risk Management (LRM) System

At

IDBI Bank Limited

Reference No : IDBI/PCell/RFP/14-15/17

Date : 23.01.2015

RFP-OFSAA Implementation

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Disclaimer The information contained in this Request for Proposal (“RFP / Bid Document(s)”) or information provided subsequently to the bidder(s) or applicants whether verbally or in documentary form, by or on behalf of IDBI Bank Limited “(IDBI Bank/Bank”), is provided to the bidder(s) on the terms and conditions set out in this RFP and all other express terms and conditions, subject to which such information is provided.

This RFP is not an agreement and is not an offer by IDBI Bank. This RFP is to invite proposals from applicants who are qualified to submit the bids (“Bidders”). The purpose of this RFP is to provide the Bidder(s) with information to assist them in formulation of their proposals (“Bids”). This RFP does not claim to contain all the information, which each Bidder may require. Each Bidder should at its own costs without any right to claim reimbursement conduct its own investigations, analysis and should check the accuracy, reliability and completeness of the information in this RFP and wherever necessary obtain independent advice. IDBI Bank makes no representation or warranty and shall incur no liability under any law, statute, rules or regulations as to the accuracy, reliability or completeness of this RFP. IDBI Bank may in its absolute discretion, but without being under any obligation to do so, update, amend or supplement the information in this RFP.

The information contained in the RFP is selective and is subject to update, expansion, revision and amendment. It does not purport to contain all the information that a Bidder may require. IDBI Bank does not undertake to provide any Bidder with access to any additional information or to update the information in this RFP or to correct any inaccuracies therein, which may become apparent. IDBI Bank reserves the right of discretion to change, modify, add to or alter any or all of the provisions of this RFP and/or the bidding process, without assigning any reasons whatsoever. Such change will be intimated or made accessible to all Bidders. Any information contained in this document will be superseded by any later written information on the same subject made available/accessible to all recipients by IDBI Bank.

IDBI Bank reserves the right to reject any or all the expression of interest /proposals received in response to this RFP at any stage without assigning any reason whatsoever. The decision of IDBI Bank shall be final, conclusive and binding an all the parties.


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TABLE OF CONTENTS

Document Control Sheet ....................................................................................................................7

1.1 Introduction ............................................................................................................................... 8

1.2 Purpose of RFP .......................................................................................................................... 8

1.3 Guidelines to Bidders ................................................................................................................ 8

1.4 Eligibility Criteria ....................................................................................................................... 9

1.5 General Instructions .................................................................................................................. 9

1.6 General Information ................................................................................................................ 11

1.7 Deadline for Submission of Proposals ..................................................................................... 12

1.8 Cost Structure and non-escalation .......................................................................................... 12

1.9 Taxes and Incidental Costs ...................................................................................................... 12

1.10 Relevance of Proposals ............................................................................................................ 12

1.11 Errors in Proposals ................................................................................................................... 13

1.12 Evaluation of Bids .................................................................................................................... 13

Section 2 – BID PROCESS .................................................................................................................. 14

2.1 Procedure for Submission of Bids ........................................................................................... 14

2.2 Clarification on Bid document ................................................................................................ 14

2.3 Language of Bids ...................................................................................................................... 15

2.4 Validity of Bids ......................................................................................................................... 15

2.5 Contacting IDBI Bank ............................................................................................................... 15

2.6 Modification and Withdrawal of Bids ..................................................................................... 15

2.7 List of Documents to be attached ........................................................................................... 16

Section 3 –SCOPE OF WORK ............................................................................................................. 17

3.1 Detail Scope of Work ............................................................................................................... 17

3.2 Project Scope ........................................................................................................................... 18

3.3 Business Process Definition (BPD)/Parameterization ............................................................. 25

3.4 Customization .......................................................................................................................... 25

3.5 Additional Customization beyond the RFP requirements: ...................................................... 26

3.6 Module Integration ................................................................................................................. 27

3.7 Gap Identification and Resolution ........................................................................................... 27

3.8 Testing ..................................................................................................................................... 28


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3.9 Data Migration ........................................................................................................................ 29

3.10 Training .................................................................................................................................... 32

3.11 Phased Implementation .......................................................................................................... 32

3.12 Project Timeline ....................................................................................................................... 33

3.13 Bid Evaluation Methodology ................................................................................................... 34

3.14 Commercial Bidding Process ................................................................................................... 38

3.15 Notification of Acceptance of Bid ............................................................................................ 38

3.16 Signing of Contract .................................................................................................................. 38

3.17 Discharge of Bid Security (EMD) .............................................................................................. 39

3.18 Performance Security / Performance Bank Guarantee ........................................................... 39

3.19 Payment Terms ........................................................................................................................ 40

Section 4: TERMS AND CONDITIONS OF THE RFP/CONTRACT ............................................................ 42

4.1 Definitions ............................................................................................................................... 42

4.2 Interpretation .......................................................................................................................... 43

4.3 Conditions Precedent .............................................................................................................. 44

4.4 Standard of Performance ........................................................................................................ 44

4.5 Use of Contract Documents and Information ......................................................................... 45

4.6 Indemnity ................................................................................................................................ 45

4.7 Contract Amendments ............................................................................................................ 45

4.8 Delay in the Bidder’s Performance .......................................................................................... 45

4.9 User Acceptance Test and Quality Check ................................................................................ 46

4.10 Manuals ................................................................................................................................... 46

4.11 Resolution of Disputes ............................................................................................................ 46

4.12 ‘NO CLAIM’ Certificate ............................................................................................................. 47

4.13 Survival .................................................................................................................................... 47

4.14 No Agency ................................................................................................................................ 48

4.15 No Set-off, counter-claim and cross claims. ............................................................................ 48

4.16 Key Performance Measurements ............................................................................................ 48

4.17 Commencement and Progress ................................................................................................ 48

4.18 Contract Prices and Period ...................................................................................................... 48

4.19 Representations and Warranties ............................................................................................ 48

4.20 Confidentiality ......................................................................................................................... 50


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4.21 Termination ............................................................................................................................. 52

4.22 Consequences of Termination ................................................................................................. 53

4.23 Relationship between the Parties: .......................................................................................... 54

4.24 No Assignment ........................................................................................................................ 54

4.25 Entire Contract ........................................................................................................................ 54

4.26 Governing Law ......................................................................................................................... 54

4.27 Jurisdiction of Courts ............................................................................................................... 55

4.28 Suspension of Payment to the Bidder ..................................................................................... 55

4.29 Change Orders/Alteration/Variations ..................................................................................... 55

4.30 Liquidated Damages ................................................................................................................ 56

4.31 Addresses for Notices .............................................................................................................. 56

4.32 Taxes and Duties ...................................................................................................................... 57

4.33 Bidder’s Integrity ..................................................................................................................... 58

4.34 Bidder’s Obligations: ............................................................................................................... 58

4.35 Start of Installation .................................................................................................................. 58

4.36 Information Security ................................................................................................................ 58

4.37 Records of Contract Documents ............................................................................................. 59

4.38 Ownership and Retention of Documents ................................................................................ 59

4.39 Term and Extension of the Contract ....................................................................................... 59

4.40 Conflict of Interest ................................................................................................................... 59

Section 5: SERVICE LEVEL REQUIREMENTS ........................................................................................ 60

5.1 Purpose: ................................................................................................................................... 60

5.2 Service Level expectations for OFSA implementation: ........................................................... 60

Section 6 – BID FORMS ..................................................................................................................... 61

Annexure -1 - Contents and Format of Technical Bid ......................................................................... 62

Annexure 1 …contd ... (Form 1) ........................................................................................................ 64

Template for Pre-Bid Queries ........................................................................................................... 66

Annexure 2 - Commercial Bid Form ................................................................................................... 67

Annexure 3 - Price Schedule Format ................................................................................................. 69

Annexure 4 - Contract Form ............................................................................................................. 70

Annexure 5 - Performance Security / Performance Bank Guarantee Form ......................................... 72

Annexure 6 - Completion Certificate ................................................................................................. 75


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Annexure 7 - Unconditional Acceptance of Terms and Conditions of RFP ........................................... 76

Annexure 8 - Non-Disclosure Agreement .......................................................................................... 77

Annexure 9 - Deed of Indemnity ....................................................................................................... 80

Annexure 10 - Format for Covering Letter ......................................................................................... 83

Annexure 11 - Undertaking .............................................................................................................. 85

Annexure 12 - Format for Evaluation of Eligibility Criteria ................................................................. 86

Annexure 13 - Fulfillment of Eligibility Criteria .................................................................................. 87

Annexure 14 – Technical Bid Evaluation Criteria ................................................................................ 88

Annexure 15 – Experience Certificate Format ................................................................................... 91

Annexure 16 - Project Team Profiles ................................................................................................. 92

Annexure 16 - Project Team Profiles (Continued) .............................................................................. 93


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Document Control Sheet Bidders may note the schedule of following important events. Action may please be taken accordingly.

Name of the Company IDBI Bank Limited Issue of Bid Document 23-01-2015 Cost of the Bid Document (Non-refundable)

Rs.10,000/- (Rupees Ten Thousand only) in the form of Demand draft from any scheduled commercial bank in favour of ‘IDBI Bank Limited’, payable at Mumbai.

Cost of Earnest Money Rs.10,00,000.00 (Rupees Ten Lakhs only) in the form of Demand Draft (DD)/Pay Order (PO)/Banker’s Cheque (BC) from any scheduled commercial bank in favour of “IDBI Bank Limited” payable at Mumbai

Last date for submission of pre-bid queries

15.00 Hrs on 29-01-2015 [queries should be forwarded strictly in the format given in this RFP to Shri. Nasir Nomani ([email protected]) and Shri Rajeev Nair ([email protected])

Pre-bid meeting with Bidders on queries raised

15.00 Hrs on 30-01-2015

Last Date and Time for Receipt / Submission of Bids

15.00 Hrs on 13-02-2015

Date and Time of Opening of Technical Bids

16.00 Hrs on 13-02-2015

Place of Opening of Bids/ Pre-bid meeting

IDBI Intech Ltd. Mafatlal Center, 5th floor, Nariman Point, Mumbai 400021, India.

Address for Communication Shri. Nasir Nomani IDBI Intech Ltd. Mafatlal Center, 5th floor, Nariman Point, Mumbai 400021, India. E mail: [email protected]

Note: 1. This tender document is the property of IDBI Bank and it is not transferable. 2. If a holiday is declared on the dates mentioned above, the bids shall be received /opened on the next working day up to the appointed time/at the same time specified above. This document contains 94 pages.

mailto:[email protected]�



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Section 1 – REQUEST FOR PROPOSALS

1.1 Introduction IDBI Bank Limited (“IDBI Bank or Bank”) is a company incorporated and registered under Companies Act, 1956 (1 of 1956) and a banking company under section 5 (c) of the Banking Regulation Act, 1949 (10 of 1949). IDBI Bank is also a scheduled bank as notified by the Reserve Bank of India under the Reserve Bank of India Act, 1934. IDBI Bank is engaged in the business of banking. The Bank presently has 1620 branches including one overseas office. The Bank is seeking proposals for migration, upgradation and customisations of Oracle Financial Services Analytical Applications (hereinafter referred to as “OFSAA”) and implementation of Liquidity Risk Management (LRM) System. This document constitutes the formal Request for Proposal (hereinafter referred to as “RFP”) for implementation of OFSAA and is being availed through floating of RFP to all eligible bidders. 1.2 Purpose of RFP IDBI Bank has implemented Oracle Financial Services Applications (OFSAA), namely Oracle Financial Services Funds Transfer Pricing & Performance Analyzer, Profitability Management and Oracle Financial Services Asset Liability Management. The reporting tool used for generating reports out of these applications is OBIEE (Oracle Business Intelligence Enterprise Edition). IDBI Bank is currently on OFSA Version 4.5.39 and Oracle Business Intelligence 10.1.3.3.2 version. The Bank is planning to migrate on a higher version of OFSAA i.e. OFSAA 6.x or any of the higher/latest version of OFSAA available at the time of migration/implementation, with enhanced functionalities, analytics and performance. The purpose of this RFP is to invite bids from reputed System Integrators (SI) for migration, upgrade and customization of the OFSAA (version 6.x or any of the higher/latest version of OFSAA available at the time of migration/implementation) from the existing OFSA version 4.5.39 and Implementation of Oracle Financial Services Liquidity Risk Management Module along with Oracle Financial Services Analytical Applications Infrastructure; Oracle Financial Services Advanced Analytical Applications Infrastructure; Oracle Advanced Analytics for Oracle Financial Services Analytical Applications Infrastructure; and Financial Services ALM Analytics. 1.3 Guidelines to Bidders The following points may be noted for submission of bids:

a) The detailed information regarding the procedure and submission of bids are mentioned in Section 2. The Bidder shall include in their proposal any additional services or items considered necessary for the successful functioning of the proposed OFSAA applications.

b) The "Bidder" as used in this RFP shall mean the one who has submitted a duly signed and valid Bid, in all respects. All certificates received hereby shall be furnished and signed by the person so authorized and any other documents (including any clarifications sought and subsequent correspondences) received hereby shall be signed by the person so authorized.

c) It is further clarified that the individual signing the Bid or any other document in connection with the Bid must certify whether he/she signs as authorized representative / constituted attorney of the firm / company and also indicate the source of his ability to bind the Bidder.

d) The Bidder shall clearly indicate its legal constitution. e) IDBI Bank may reject any Bid not supported by adequate proof of the signatory’s authority. f) A uniform procedure shall be adopted by the Bank for evaluating the proposals, viz., basic

eligibility criteria, technical evaluation and commercial evaluation.

http://www.oracle.com/us/industries/financial-services/046931.html�




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g) Bidder shall furnish teaming agreement with OEM for its roles and scopes of work defined in this RFP and submit the same as part of the bid.

h) Consortium / Teaming agreement with other than OEM will not be allowed.

1.4 Eligibility Criteria The basic eligibility criteria will be based on the following:

• The applicant bidder should be a body corporate and registered body in India with a minimum annual turnover of Rs. 20 Crores for the last financial year.

• The applicant bidder should be in existence for the last five years in India. • The applicant bidder should have positive net worth in the last three financial years (FY 2011-12,

FY 2012-13 and FY 2013-14). • The applicant bidder should not have been put in the negative list or be blacklisted by any

Government Department / PSU / PSE or Bank for breach of any law or violation of regulatory prescriptions or breach of agreement.

• The applicant bidder should have all necessary licenses, permissions, consents, no objections, approvals as required under the law for carrying out its business.

• The applicant bidder should have two of the three proposed solutions (ALM, FTP and PM) implemented or under implementation in minimum one scheduled commercial bank in India. Bank means a Scheduled Commercial Bank in India having at least 300 branches as on the date of RFP.

• The above implementations should have commenced within Four previous years from the date of this RFP. Necessary documents are to be submitted with the bid.

• The applicant bidder should have trained manpower and expertise with experience in OFSAA implementation for any Bank in India with at least one resource having experience in implementation of OFSAA 6.x project to execute the modules being migrated / implemented. Bidder has to submit the data migration team profiles as per Annexure 16 – Project Team Profile.

• Bidder should have a proper service setup in Mumbai or nearby cities to provide post implementation support.

• Teaming Agreement with OEM is mandatory and as per role of OEM defined in the RFP.

All eligibility requirements mentioned above should be complied by the Bidder and relevant documents as per Annexure 13 be submitted for fulfilment of eligibility criteria failing which the bid may be summarily rejected. 1.5 General Instructions

1.5.1 Due Diligence

The Bidder is expected to examine all instructions, forms, terms and specifications in this RFP and study the RFP carefully. Bid shall be deemed to have been submitted after careful study and examination of this RFP with full understanding of its implications. The Bid should be precise, complete in all respects and in the prescribed format as per the requirement of this RFP. Failure to furnish all information required by this RFP or submission of a Bid not responsive to this RFP in each and every respect will be at the Bidder’s own risk and may result in rejection of the Bid and for which IDBI Bank shall not be held responsible.


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1.5.2 Cost of Bid The Bidder shall bear all costs associated with or incidental to the preparation and submission of its Bid and Bank shall in no case be held responsible or liable for these costs, regardless of the conduct or outcome of the bid process including but not limited to cancellation / abandonment / annulment of the bidding process.

1.5.3 Cost of RFP / Bid document Cost of RFP / Bid document is Rs.10,000/- (Rupees Ten Thousand only). The prospective Bidder is required to pay the prescribed amount in the form of a Demand Draft or Pay order in favour of ‘IDBI Bank Limited’, payable at Mumbai, at the time of purchasing the RFP/Bid Document.

In case, the RFP / Bid Documents are downloaded from the Bank’s website (www.idbibank.com), the prescribed amount towards the cost of Bid Documents should be paid along with the submission of the bid. Bids received without the Bid amount shall be summarily rejected. The Cost of RFP / Bid document is non-refundable.

1.5.4 Bid Security (Earnest Money Deposit)

a. Amount of Bid Security The Bidder shall furnish as “Bid Security” Rs.10,00,000/- (Rupees Ten Lakhs only) by way of demand draft or pay order from any scheduled commercial bank in favor of ‘IDBI Bank Limited’ payable at Mumbai. This Bid Security must be accompanied by the technical bid. b. Currency of Bid Security: The Bid Security shall be furnished in Indian National Rupees. c. Requirement of Bid Security: The Bid Security is required to protect the Bank against the risk of Bidder’s conduct, which would warrant the security’s forfeiture, pursuant to Clause (g) of this sub-section. It is clarified that the Bid Security will not bear any interest whatsoever. d. Rejection of Bid: Any Bid not secured by Bid Security as mentioned above, apart from such other deficiencies as may be found in the bid, shall be rejected by the Bank, without any further correspondence, as non-responsive. e. Discharge of Bid Security of Unsuccessful Bidder: Bid Security of the unsuccessful Bidders will be discharged / returned after 90 days of bid opening prescribed by the Bank. It is clarified that no interest shall be payable by IDBI Bank on the Bid Security amount. f. Discharge of Bid Security of Successful Bidder: Bid Security of successful Bidder will be discharged / returned to the successful Bidder upon signing the Contract (as defined in Section 4.1(a) herein below) and furnishing of the performance bank guarantee of the applicable amount in the form and manner satisfactory to IDBI Bank, within the stipulated time. It is clarified that no interest shall be payable by IDBI Bank on the Bid Security amount.


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g. Forfeiture of Bid Security: The Bid Security shall be deemed to be forfeited by the Bidder to the Bank:

i. If a Bidder withdraws his bid during the Bid validity period; or ii. If a Bidder makes any statement or encloses any form which turns out to be false,

incorrect and/or misleading at any time prior to signing of Contract and/or conceals or suppresses material information; or

iii. If the successful Bidder evades / avoids / refuses / delays / fails to sign and execute any documents including the Contract or furnish performance security and / or other guarantee(s) / security in the form and manner to the satisfaction of IDBI Bank, as mentioned in the Bid Documents;

Any decision by the Bank in this regard shall be final, conclusive and binding on the Bidder.

1.6 General Information

The following is given as a general information to the Bidders. The Bid to be submitted will comprise of two bids viz., Technical Bid and Commercial Bid. Both the Technical and Commercial Bids will have to be submitted in separate sealed covers distinctly marked as “Technical Bid for Implementation of OFSAA at IDBI Bank Limited” and “Commercial Bid for Implementation of OFSAA at IDBI Bank Limited”. The vendors short listed as per Technical Bids evaluation process will alone be eligible for participation in Commercial Bid and hence Commercial Bids of only qualified Bidders will be opened by Bank Officials at the time specified to the qualified bidders. The Bank reserves the right to reject any or all the Bids at any time during the bidding process without assigning any reason there of and may reissue/rescind the RFP. The decision of the Bank in this regard shall be final, conclusive and binding. The prices quoted will be exclusive of applicable taxes viz. sales tax, VAT, Service tax, etc. Octroi / Entry Tax / Local Body Tax (LBT) payable will be exclusive as applicable at actual, on submission of original receipt drawn in the name of “IDBI Bank Limited”. The Bidder should invariably mention the validity of the Bid which should be at least 90 (ninety) days from the date of opening of Commercial Bid.

1.6.1 All expenses associated to the preparation and submission of proposal and negotiations shall

be borne by the Bidder. The Bank shall in no case be responsible or liable for those expenses, regardless of the conduct or outcome of the bidding process.

1.6.2 The Bank reserves the right to accept or to reject any proposal and to annul the bidding

process at any time prior to the award of the Contract, without incurring any liability to any Bidder or assuming any obligation to inform the Bidder of the grounds for its action.

1.6.3 Amendment of RFP - At any time prior to the deadline for submission of proposals, the Bank,

for any reason, whether at its own initiative or in response to a clarification requested by a prospective Bidder, may modify the RFP by amendment.


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1.6.4 All prospective Bidders shall be notified of the amendment through internet and/or e-mail, and it will be binding on them. To allow prospective Bidders reasonable time to take any amendments into account in preparing their proposals, the Bank may at its sole discretion extend the deadline for the submission of proposals based on the nature of the amendments.

1.6.5 All prospective Bidders shall furnish a teaming agreement with OEM (Oracle Financial Services

Software Limited) for the “OEM Role in the Project” mentioned in this RFP and submit the same as part of the bid document.

1.7 Deadline for Submission of Proposals

a) Last date for Submission

The Bids (both Technical and Commercial) must be received by the Bank, at the address specified, not later than the date specified in the Schedule of Events. In the event of the specified date for the submission of Bids being declared a holiday for the Bank, the Bids will be received up to the appointed time on the next working day. b) Extension for Last date for Submission The Bank may, at its own discretion, extend the period for submission of Bids by amending the Bid documents/RFP, in which case all rights and obligations of IDBI Bank and Bidders shall stand extended. However no request for extension of time from the Bidders shall be binding upon IDBI Bank.

1.8 Cost Structure and non-escalation

The Bidder shall, in their Bids, detail the proposed costs. No price escalation in their Bids or under this RFP / the Contract shall be allowed. The Bidder shall bear all costs and expenses associated with the preparation and submission of its Bid and the Bank shall in no case be held responsible or liable for these costs, regardless of the conduct or outcome of the bidding process including cancellation or abandonment or annulment of the bidding process.

1.9 Taxes and Incidental Costs

The prices and rates in the commercial proposal should be expressed in Indian National Rupees only and will be deemed to be exclusive of applicable taxes viz. sales tax, VAT, Service tax, etc. Octroi / Entry Tax / Local Body Tax (LBT) payable will be exclusive as applicable at actual, on submission of original receipt drawn in the name of “IDBI Bank Limited”.

1.10 Relevance of Proposals

Bid shall be deemed relevant to the requirements of this RFP if it contains all documents or information specifically called for in this RFP/Bid Document. A proposal determined not relevant will be rejected by the Bank and may not subsequently be made relevant by the Bidder by correction of the non-conforming item(s).


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1.11 Errors in Proposals

Proposals determined to be substantially relevant will be checked by the Bank for any arithmetical errors. Proposals with arithmetic errors may be summarily rejected or a decision on the rectification of any arithmetical errors in response to Bid Document / RFP shall be decided at the sole discretion of IDBI Bank and shall be binding on the Bidder. Any decision of IDBI Bank in this regard shall be final, conclusive and binding on the Bidder.

1.12 Evaluation of Bids

The bids will be evaluated both on the technical and commercial merits as per the ‘Bid Evaluation Methodology’ enumerated in Section 3. A screening committee constituted by the Bank for the purpose of selection of the successful Bidder, would evaluate the Bids.The Bank’s decision in this regard shall be binding, final and conclusive.


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Section 2 – BID PROCESS 2.1 Procedure for Submission of Bids

The Bidders shall submit one copy of Technical Bid and Commercial Bid in separate sealed envelopes, distinctly marking the envelopes as "Technical Bid for Implementation of OFSAA at IDBI Bank Limited” and " Commercial Bid for Implementation of OFSAA at IDBI Bank Limited” respectively. The soft copy of Technical Bid and other relative documents should also be submitted in MS Word Format on a Compact Disk and should be placed in the Technical Bid envelope. Both the envelopes carrying Technical bid and Commercial bid should be submitted. Bids / response to RFP received by facsimile or electronic mail (other than physical form) will be summarily rejected. All the Bids, shall be duly addressed to, DGM-IT, IDBI Bank Limited and must be submitted in person to the IDBI representative mentioned below at the following address on or before the due date specified.

Ms. Tasnim Bano IDBI Intech Ltd. Mafatlal Center, 5th floor, Nariman Point, Mumbai - 400021, India.

Bid envelopes shall also indicate the name and address of the Bidder to enable the Bids to be returned unopened in case it is declared "late". No indications pertaining to price, financial or commercial terms are to be made on the envelopes.

The Bank reserves the right to accept or reject any quotation and to cancel, annul or abandon the entire bidding process and reject all quotations at any time prior to award of the Contract without thereby incurring any liability whatsoever to the affected Bidders or any obligation to inform the affected Bidders of the grounds for Bank’s action. The Bank shall not be bound to give any reason/s or explain the rationale for its actions / decisions to annul or abandon or cancel the bid process.

2.2 Clarification on Bid document

Any clarification / pre-bid queries sought by the Bidder in respect of this RFP shall be addressed in writing by email by the date and time indicated in the Document Control Sheet for the purpose, to Ms. Tasnim Bano on [email protected], and Shri Rajeev Nair on [email protected]

The Bank shall respond in writing vide E-Mail/Letter/Fax to any request for clarification, without identifying the source of the inquiry on the bidding documents, from the prospective Bidders, which it receives not later than the date specified in Document Control sheet. The Bank shall not be responsible for any external agency delays in above communication. Bidders are required to watch out for any addendums to the RFP on the Bank’s website in their own interest. Final bids submitted will be in adherence to the addendum released.



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2.3 Language of Bids

All Bids should be submitted preferably in English only. All correspondence related to the RFP/Proposal shall preferably be in English.

2.4 Validity of Bids

a. Validity Period: Bids shall remain valid for 90 days (Ninety days) after the date of Bid opening prescribed by the Bank. The Bank holds the rights to reject a Bid valid for a period shorter than 90 (ninety) days as non-responsive, without any correspondence. Any decision of the Bank in this regard shall be final, conclusive and binding on the Bidder. b. Extension of Bid Validity Period: In exceptional circumstances, the Bank may solicit the Bidder’s consent to an extension of the Bid validity period. The request and the response thereto shall be made in writing. Extension of Bid validity period by the Bidder should be unconditional and irrevocable. The Bid Security provided shall also be suitably extended by the Bidder. A Bidder may refuse the request without forfeiting the Bid Security. A Bidder granting the request will not be permitted to modify its Bid.

2.5 Contacting IDBI Bank

a. Contact by Writing:

No Bidder shall contact the Bank on any matter relating to its bid, from the time of the bid opening to the time the Contract is awarded. However, if the Bidder wishes to bring additional information to the notice of the Bank, it should be done in writing. b. Rejection of Bid: Any effort by a Bidder to influence Bank's bid evaluation, bid comparison or contract award decisions may result in the rejection of the bid.

2.6 Modification and Withdrawal of Bids

a) Written Notice - The Bidder may modify or withdraw its Bid after the Bid’s submission, provided that the Bank receives written notice of the modification or withdrawal, before the expiry of the deadline prescribed for submission of Bids. b) Signing and Marking of Notice - The Bidder’s modification or withdrawal notice shall be prepared, sealed, marked and dispatched delivered in accordance with the procedure set-out for submission of Bids and shall be placed in an envelope marked as “MODIFICATION” or “WITHDRAWAL” as appropriate. A duly signed withdrawal notice may also be sent by fax or post, so as to reach the designated office, before the expiry of deadline for submission of Bids.


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c) Last Date for Notice - No Bid may be modified subsequent to the deadline for submission of Bids. No Bid may be withdrawn in the interval between the deadline for submission of Bids and the expiry of validity period of Bid specified by the Bidder on the Bid form. Withdrawal of a Bid during this interval may result in the forfeiture of Bidder’s Bid Security.

2.7 List of Documents to be attached

The Bidder should submit the following documents along with a covering letter as a part of Technical Bid. Without fulfilling the eligible criteria and without submission of the documents listed below, bid shall be rejected in the first stage (technical evaluation) itself.

a) DD/PO for the cost of Bid Document and Bid Security amount as specified in the RFP. b) Teaming agreement/authority letters from partners / principal / agents for undertaking the

activities as per this RFP. c) Covering letter as mentioned in Annexure 10 d) Undertaking letter as mentioned in Annexure 11 e) Unconditional Acceptance of Terms & Conditions of the RFP as per Annexure 7 f) Original copy of Bid duly signed along with original purchase receipt of the Bid document g) Audited Balance Sheets duly certified / authenticated as supporting document. h) A certified copy of incorporation certificate of their organization, a letter giving details of

their profile, line of business and self-declaration stating that they have not been black-listed by any Bank/FI/Govt. agency. The letter should be on the organization’s letter head and duly signed by authorized signatory.

i) Bidder should submit copies of purchase order / invoices for having secured contract / implemented the application at other banks/clients as specified.

j) Details of technical and functional staffs available in India and its offices in Mumbai to implement and support the application during the project.

k) Project plan for implementation from the date of the PO. l) Bidder should submit at least one supporting document from organizations where the

implementation of the application sought through this RFP has been successfully implemented or under implementation. The experience need not be in the current product version proposed.

m) All the information necessary as per the Bid Document / RFP, failing which their proposals are liable to be summarily rejected.


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Section 3 –SCOPE OF WORK

3.1 Detail Scope of Work

3.1.1 Project Objective

The Bank implemented an advanced Balance Sheet Management solution (Oracle Financial Services Applications viz. OFSAA) to automate Asset Liability Management (ALM), Funds Transfer Pricing (FTP) and Profitability Manager (PM). The bank implemented following modules as part of the solution architecture: a. Oracle Financial Data Manager Administration 4.5.39 b. Oracle Risk Manager 4.5.39 c. Oracle Transfer Pricing 4.5.39 d. Oracle Profitability Manager 4.5.39 e. Oracle Transfer Pricing Online 4.5.39 f. Oracle Warehouse Builder 10.2.0.1 g. Oracle RDBMS 10g h. Oracle Business Intelligence Enterprise Edition 10.1.3.3.2 i. Oracle Financial Services Profitability Analytics v1

3.1.2 To support latest technology, the solution architecture needs to be refreshed with latest versions of software components involved.

3.1.3 Bank expects to realize the following functional and technical benefits:

a. New methods of transfer pricing, multi-currency support in Funds Transfer Pricing module b. Performance tuning and allocation traceability in Profitability Manager Module. c. Support of new modules for Basel III liquidity risk management compliance and ready-to-use

ALM analytics/dashboards.

d. Bank wants to upgrade and make functional enhancements in the implemented framework to include new standard functionality instead of customizations adopted before. Bank also requires automating the calculation of LCR and NSFR and other liquidity ratios to meet the RBI regulatory guidelines.

e. Support of economic indicators for scenario analysis, process audit ability, unlimited account

level cash flows, new measures’ computation viz. yield, dirty and clean price, convexity, average life in Asset Liability Management module.

f. Revamped dashboards with better alignment with decision making in Oracle Financial Services

Profitability Analytics. g. Oracle Pricing Manager supports integration with Oracle Risk software for capital required. h. Bank proposes to implement enterprise performance management and Liquidity Risk solutions

namely Oracle Financial Services Liquidity Risk Management to meet the Basel III and regulatory guidelines on the same.


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i. Keeping above in view, Bank has decided to upgrade the solution implemented to a new version

of Oracle Financial Services Analytical Applications (OFSA) Version 6.x. or any of the higher/latest version of OFSAA available at the time of migration/implementation, Few module details are mentioned below:

Oracle Financial Services Analytical Applications Infrastructure (AAI) 7.x Oracle Financial Services Asset Liability Management (ALM) 6.x Oracle Financial Services Funds Transfer Pricing(FTP) 6.x Oracle Financial Services Profitability Manager (PM) 6.x Oracle Financial Services Pricing Manager 6.x Oracle Warehouse Builder(OWB) 11.x Oracle RDBMS 11.x Oracle Business Intelligence Enterprise Edition (OBIEE) 11.x Oracle Financial Services Profitability Analytics v5.x

3.1.4 With this objective, the Bank is floating the Request for Proposal (‘RFP’) to address above issues

with regards to the implementation of the Solution including the proposed LRM.

3.1.5 The Bank invites bids to implement OFSAA Solution for its domestic and one overseas operation. The Bidder should be a well-qualified total solution provider to implement the initiative successfully. The Bidder should be capable of providing OFSAA implementation services, including but not limited to project management, application implementation, performance tuning, testing, providing interfaces required for the Solution.

3.1.6 Bank during the period of the Contract, based on its technical and functional requirement can add additional third party application and interfaces to the OFSAA Solution. Bidder has to extend all necessary support and assistance for addition to the Solution with the required third party applications and interfaces desired by the Bank.

3.1.7 The Bidder should ensure that all systemic changes or new requirements necessitated out of

regulatory guidelines or other Bank requirements between the date of the RFP as well as implementation and roll out are made available from day one of the solution going live.

3.2 Project Scope

3.2.1 Description of the envisaged scope is enumerated as under.

3.2.2 Based on the contents of the RFP, the Bidder shall be required to independently arrive at a solution, which is suitable for the Bank, after taking into consideration the effort estimated for implementation of the same and the resource requirements. The Bank expressly stipulates the Bidder’s selection under this RFP is on the express understanding that this RFP contains only the principal provisions for the entire assignment and that delivery of the deliverables and the services in connection therewith are only a part of the assignment. The Bidder shall be required to undertake to perform all such tasks, render requisite services and make available such resources as may be required for the successful completion of the entire project at no additional cost to the Bank.


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3.2.3 System integrator responsible for requirement gathering, design, build and test of the

software solution (including ETL for data transformation and loading) for the generation of the existing reports in the current version and following analysis (not limited to) for Indian and Overseas operations with minimal manual intervention and as per new regulatory guidelines:

3.2.3.1 Asset Liability Management (entity-wise, currency-wise and consolidated)

a. Reprice Gap Analysis – Regulatory and Management b. Liquidity Gap Analysis – Regulatory and Management c. Modified Duration Gap Analysis d. Dynamic Liquidity Analysis – Regulatory and Management e. Deterministic Scenario Analysis from earnings and economic value perspective f. Stochastic Scenario Analysis from earnings and economic value perspective g. Stress Testing for interest rate and liquidity risk – Regulatory and Management h. Forecast Income Statement and Balance Sheet Analysis i. Liquidity Ratios Analysis including Basel III Liquidity Ratios (Liquidity Coverage Ratio

and Net Stable Funding Ratio) j. Exposure and average yield/cost analysis k. Contingency Funding Plan l. Deployment of models for behavioral analysis for amortization pattern of non-

maturity products, Prepayment/ premature withdrawal patterns, Roll-over pattern of Term Deposits and devolvement pattern of Letter of Credit/Bank Guarantee

m. Deposit Report and Report on Top depositors – Regulatory and Management

3.2.3.2 Funds Transfer Pricing a. Generation of funds transfer rate (including adjustments) and transfer charge/credit

(including adjustments) at customer account level b. Net Interest Income analysis across customer, account, branch, line of business,

product, region, entity c. Fee Income analysis across customer, account, branch, line of business, product,

region, entity d. Segment Analysis and Branch Profitability analysis

3.2.3.3 Profitability Management

a. Allocation of non-interest expenses from cost centers to profit centers (branches, lines of business), products and customer accounts

b. From-To analysis for allocated costs c. Absorption costing and standard costing d. Allocation of capital to line of business, branch, product, customer account e. Net Income analysis across customer, account, branch, line of business, product,

region, entity, etc.

3.2.3.4 Liquidity Risk Management

a. Configuration and parameterization of the LRM solution b. Requirement gathering & gap analysis c. Configuration of standard solution features


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d. Calculation of loan and deposit amount by customer type, period and loan / deposit status and calculation of other inflows & outflows

e. Calculation of LCR and NSFR ratios, for multiple currencies & for INR converted values, for domestic , overseas & consolidated operations and segregation of same by coupon and principal amount

f. Simulation of LCR and NSFR for projected business growth g. Configuration of rules and standard out of the box behavior assumption for –

- Deposit Balance Growth - Haircut - Additional Collateral - Rating Downgrade Increase In Cash flow - Additional Collateral - Valuation Changes-Increase In Cash flow - Additional Collateral - Rating Downgrade Asset Value Decrease - Additional Collateral - Valuation Changes – Decrease in value of Asset - Rollover of Assets - Rollover of Liabilities - Run-off - Prepayment - Emerging Delinquency -Large Customers - Emerging Delinquency –Non Large Customers - Recovery from Delinquent Accounts - EOP Balance Run-off - Asset Book Growth - Liability Book Growth - Drawdown of Unutilized Credit - EOP Asset Balance Growth - EOP Liability Balance Growth - Drawdown of Funding Line of Credit - Change in Value Of Asset - Liquidity Haircut - Available stable funding factors - Required Stable funding factors

h. Define BAU runs for the above configured business assumptions i. User Setup j. Perform SIT & assist Bank in UAT k. Any other feature or parameter that is available in the LRM solution which requires to

be implemented by the Bank.

3.2.3.5 OEM Role in the Project

The OEM (Oracle) should be committed to the success of the project during actual implementation. The OEM involvement in the overall implementation, support, sustenance, etc., must be at the minimum 20% of the total efforts in each of the OFSAA modules (ALM, FTP, LRM and PM) proposed by the SI and as per the scope of work defined in this RFP. The same should be reflected in the Teaming agreement as part of the implementation effort of the OEM.

The following are the expectations with respect to OEM involvement during the contract period:


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• Review of Business Requirements Specification (BRS) document, taking into account all quantitative and qualitative aspects related to configuration of the solution from an industry leading practices perspective and in tune with regulatory guidelines.

• Review of solution architecture to assess the extent to which same will support business requirements and review gaps/ customizations, if any

• Review of information requirements and supporting processes w.r.t completeness and quality

• Review of functional configuration in Oracle system by duly benchmarking against defined scope and business requirements

• Review of test strategy, scenarios and test cases developed for supporting the configuration for conducting UAT of the solution configured

• Review of UAT environment, plans, mapping of test cases and functional requirement specification and tracking mechanism for resolution of issues

• Review transition plan and approach SI shall furnish teaming agreement with OEM for the above scope of work and submit the same as part of the bid. For above scope of work, OEM shall produce following deliverables in the course of implementation:

• BRS Review report with recommendations for resolution of gaps across all modules of the Oracle system.

• Review Report on solution architecture and information requirements with recommendations for resolution of gaps

• Report on functional configuration check done in Oracle containing the observations with observations on UAT test strategy, cases and scenarios, UAT plan

The Bidder should further provide the deliverables and sign off for each of the deliverables at various stages of migration, upgradation, customization and implementation.

Further, the Bidder should arrange for sign-off by OEM for each of the critical stages of migration, upgradation, customization and implementation.

3.2.3.6 The Bidder is required to note the following points

• The Bidder has to provide the hardware sizing based on the projections provided by the Bank to ensure availability, scalability, redundancy and performance of the solution and to meet the requirements as per the terms of the RFP within the timeframe prescribed by the Bank. In case the Bank decides to opt for Exadata, the bidder has to ensure that the implementation is seamlessly done so as to get the desired benefits.

• The Bidder is completely responsible for the implementation of the proposed

solution to meet the scope and objectives of the RFP and all addendum &


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corrigendum issued thereafter. The bank assumes no responsibility for the assumptions made by the Bidder.

• The Bidders have to note that while OFSAA solution would be implemented as part of this project, the Bidders have to necessarily ensure that all required functionality implemented in existing version is also available in the upgraded Solution. The Bidders have to envisage all applicable cost in order to configure the products and services in the Solution. The Bank will not accept any plea of the Bidder at a later date for omission of critical products and services on the pretext that the same was not explicitly mentioned in the RFP.

• Bank during the period of the contract, based on its technical and functional requirement can add additional third party application and interfaces to the OFSAA Solution. Bidder has to extend all necessary support and assistance for addition to the Solution with the required third party applications and interfaces desired by the Bank.

• The Bidder should ensure that all systemic changes or new requirements necessitated out of regulatory guidelines or other Bank requirements between the date of the RFP as well as implementation and roll out are made available from day one of the solution going live.

• The Bidder will be the single point of contact/reference to the Bank. The Bank will

enter into agreement with the selected Bidder only. However, the Bidder must confirm to the Bank that they are willing to enter into back to back teaming agreement with OEM for risk mitigation in meeting the deliverables, implementation and other service commitments as per the RFP the Bidder makes to the Bank under the Contract to be entered into. The Bidders must share a copy of the back to back teaming arrangement with OEM, with the Bank.

• Unit prices quoted by the Bidders would be used for additions/deletions to the

quantities at a future date during the tenure of the Contract. The prices quoted for the line items would be valid and used throughout the period of the Contract.

• The Bidder has to ensure the arithmetical accuracy of the technical and commercial

bid. The bank will not be responsible for any errors in the bid submitted by the Bidder.

• Any assumptions, changes, deviations other than what is specified and accepted by

the bank will not be considered for the purpose of this RFP.

3.2.4 Deployment of Integrated OFSAA and related modules

3.2.4.1 The Bidder is required to migrate, customize, test, implement, train and rollout the upgraded version of OFSAA application as per the requirements of this RFP for the period of the Contract for existing and the new modules being introduced with the upgrade.


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3.2.4.2 The Bidder has to implement the solution listed in the RFP and make use of new functionalities supported by upgraded version of solution components and transfer the benefits to bank by making use of these in implementation instead of customizations where-ever applicable

3.2.5 Interface and Integration Requirements

3.2.5.1 The Bidder has to customize, implement, train and rollout the interfaces necessary

for the functioning of the solution. 3.2.5.2 The Bidder is required to upgrade interfaces between the proposed Solution with the

applications and systems mentioned below (not limited to).

a. Finacle - Core b. Finacle - CFS c. Government Business Module d. Finacle Treasury e. Cash Management System f. Manual Data (Excel Files) g. DP Secure (NSDL)

3.2.5.3 It is the expectation of the Bank that the integration/interface architecture is based

around industry best practices. 3.2.5.4 The Bidder will be responsible for identifying the detailed interface requirements for

integrating the proposed packages to the existing systems of the Bank and for all other functionalities as mentioned in this RFP. The proposed solution should define a road map for integration / implementation of the current interfaces for the applications to be integrated with the Enterprise Data Warehouse (EDW) Solution, as well as cater to any additional applications that the Bank may acquire during the course of the project.

3.2.5.5 The interface architecture should be clearly defined. The integration architecture

should include the types of interfaces supported; the standards used and should comply with Bank architecture principles.

3.2.5.6 The Bidder will present to the Bank the interface requirements for review. 3.2.5.7 Any suggestions from the Bank will have to be included by the Bidder. 3.2.5.8 The Bidder will be responsible for developing and testing the interfaces. When

developing the interfaces, the Bidder should ensure the requirements of data format, frequency of data transfer, quality checks and validations before data transfer and priorities for data transfer are identified and addressed.

3.2.5.9 The Bidder must ensure that all applicable interfaces are automated with no manual

intervention.


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3.2.5.10 The Bidder will ensure and incorporate all necessary security and control features within the application, operating system, database, etc. so as to maintain integrity and confidentiality of data at all times.

3.2.5.11 The Bidder will be responsible for setting up the test environment for interface

testing.

3.2.5.12 The Bidder will help/assist the Bank in preparing the test cases for the testing. Bidder shall ensure that the test cases meet all the testing requirements of the Bank.

3.2.5.13 The Bidder must ensure that a sound methodology is implemented to manage the

interfaces.

3.2.5.14 The Bank reserves the right to prioritize the interface building within the overall timelines of the Project.

3.2.6 Implementation Methodology

The Bidder should follow a suitable methodology for delivering the requirements of the RFP for the entire Contract period. Accordingly the Bidder should factor for necessary effort and team deployment. The methodology should clearly lay out the overall steps from initiation to closure of this engagement. The methodology should address all stages including development, customization, and hardware/software installation/configuration services. Each step should detail the input, process and output. The Bidder should further provide the deliverables and sign off process for each of the deliverables at various stages including review and sign-off by OEM for each of the critical stages of migration, upgradation, customization and implementation.

The Bidder should be committed to the success of the project and the actual project implementation. The following are the expectations with respect to bidder involvement during the Contract period:

• The Bidder should provide qualified personnel who will ensure that the OFSAA Solution is designed and implemented according to the highest standards during the implementation phases.

• The Bidder should ensure that it provides experienced, qualified staff during the implementation, support, sustenance phases.

The System integrator will need to ensure that these resources are on the ground in the project on a full time onsite basis during the implementation phase and the bank will verify the same through a review of resumes and organizational photo id, timesheets and by taking an undertaking from the vendor and any other means necessary.


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3.2.6.1 Functional Requirements Specification Study

3.2.6.1.1 The Bidder will conduct a detailed systems requirements study and provide an OFSAA Functional Requirement Specification Manual (“FRSM”) relating to the functionalities as required to support the outcome from existing system. The FRSM must also include all the areas where the Bidder is suggesting a work-around and replacement of customizations with standard functionality. If the work-around involves re-alignment of a business process the re-aligned process should be included in the FRSM. The FRSM should include the standard operating procedure proposed for the re-aligned process. The Bidder is expected to assist the Bank in aligning the business requirements with the application so as to enable centralization of desired business process, eliminate redundant and duplicate processes, increase operational efficiency and improve customer service. Bidder is expected to prepare detailed documentation, presentation, workflows for the business processes affected due to implementation of the OFSA Solution and other applications implementation.

3.2.6.1.2 The Bidder shall provide the FRSM to the Bank for review and comments, and any comments or suggestions of the Bank will be incorporated therein.

3.2.6.1.3 The Bank will identify functional heads for each process, which would be

responsible for the review, comments and sign–off of the FRSM.

3.2.6.1.4 The FRSM will be deemed completed when signed–off from the Bank.

3.3 Business Process Definition (BPD)/Parameterization

The Bidder is also expected to carry out and document a detailed current assessment for all business activities, and services performed by the Bank’s Finance and Accounts Department (FAD) to gain understanding of the Bank’s existing business and operations. The Bidder is expected to help the Bank to parameterize the product and provide valuable inputs at the time of system parameterization based on the current state assessment undertaken by the Bidder. Also, the OFSA core team training conducted by the Bidder should reflect the understanding of the Bank’s current products and processes as a result of conducting the current assessment.

3.4 Customization

3.4.1 The Bidder is expected to undertake a detailed current system and procedures assessment for the Solution. The Bidder is expected to document the current state assessment and get the same reviewed and approved by the bank. The Bidder is also expected to identify the current state gaps between the procedures and practices followed by the Bank with the integrated OFSA solution being implemented and get the same reviewed and approved by the Bank.

3.4.2 The Bidder needs to provide all existing management, statutory and regulatory reports

as required by the regulatory institutions. The Bank will not pay any additional


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customization costs either for gaps observed and/or gaps observed for existing management, statutory or regulatory reports as required by the Bank.

3.4.3 The Bidder is expected to provide a resolution to all gaps observed during Functional

Requirement, Product Demonstration, Current Systems Study, Training, User Acceptance Testing (UAT), Business Process Definition (BPD) and subsequent roll out for all the proposed solutions. The cost of customization should be included in the price bid.

3.4.4 Over and above the Bank’s existing reports, the Bidder must make provision for

configuration/customization/development and delivery of additional reports/MIS from the Solution. Bank at its discretion may avail the development of any additional reports/MIS. The Bidder has to provide a onetime cost for development of reports (for evaluation purpose development of 50 reports) from the Solution. The Bank will pay the proportionate amount on a pro-rata basis to the Bidder based on the number of reports delivered; post the satisfactory acceptance of the reports by the Bank.

3.4.5 In case of any previous Customization is found to be part of the enhanced functionalities

in the new version then, the same to be dropped from the list of Customization and to be treated as additional feature of the upgraded version.

3.5 Additional Customization beyond the RFP requirements:

3.5.1 The Bank may require the Bidder to address additional requirements that are not either of the following: • Bug fixes • Gaps found during base version testing • Gaps against the functionalities in existing system The Bank will compensate the Bidder on the basis of a man-day rate provided by the Bidder that will remain fixed through the Contract period

3.5.2 The Bidder will have to ensure that the software provided as part of the Integrated OFSAA Solution project meets all the requirements described in this RFP and implemented in the current OFSAA version and to carry out all customizations or development work as maybe required by the Bank at no additional charge/fees/expenses. The Bidder will have to provide all the MIS reports as per the requirements of the Bank. The precise scope of the customization and development work to be undertaken by the Bidder will have to be as per the requirements of the Bank as described in the RFP.

3.5.3 The Bidder will have to carry out all the customization related work at the premises of

the Bank or off-site in case the customization cannot be carried out at the Bank premises. The Bank will have to be a party to the Functional Requirements Specifications sign-off, UAT, UAT sign-off, Installation sign-off and Implementation sign-off. The Bidder will have to install and commission the software for customization and UAT as per Project Plan failing which the Bidder will have to be liable to pay the Bank the applicable penalty for delay (Liquidated damages). The Bidder will have to provide all tools, testing instruments, drivers, consumables, etc. required to install and


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customize and test the software free of any fees or charges or any expenses. The Bidder will have to document and submit to the Bank all the testing activities, procedures and results.

3.5.4 The Bidder is required to ensure that the software provides interfaces to the other

application systems at the Bank at no additional cost or fees or charges or expenses. The Bidder will have to provide the Bank weekly progress reports on the bugs/problems reported/points taken up with schedule of date of reporting, date of resolving, and status for all kind of bugs and problems whether reported by bank or Bidder staff. Customizations would be both with respect to the integrated OFSAA solution and interfaces that the Bank proposes to implement through the selected Bidder. The Bidder will be required to use OWB tool to carry out data mapping, data gap identification, default values assumption specification, data transformation and upload from identified data sources to OFSAA solution.

3.6 Module Integration 3.6.1 The Bidder is expected to build integration between the modules under the scope.

3.6.2 For such activity, the Bidder would have to make a system study, identify gaps, resolve

the same, test all such scenarios and then implement the same into production. 3.6.3 To ensure the total integration and functionalities of the system, the Bidder needs to

integrate all the software modules. The Bidder will be responsible for fault detection and rectification. The Bidder is responsible to ensure that the integrated systems are fully functional.

3.7 Gap Identification and Resolution

3.7.1 The Bidder has to provide all functionalities as offered by OFSAA and as mentioned in the FRSM.

3.7.2 The Bidder will provide the Bank with the gap identification report along with the necessary solutions to overcome the gaps and the time frames.

3.7.3 The Bidder will ensure that all gaps identified at the time of system testing will be

immediately resolved. 3.7.4 The Bidder will ensure that gaps pointed out by the audit and inspection teams,

statutory and regulatory bodies, or any other third party agency engaged by the Bank will be immediately resolved.

3.7.5 The Bidder shall resolve gaps by proposing a suitable work around or customizing the

proposed solution by way of modifications/enhancements, as necessary, to the proposed software solution.


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3.7.6 The Bidder shall provide all statutory, regulatory and adhoc MIS (Management Information System) reports as required by the Bank in the desired format during the initial phase of customization process.

3.7.7 The Bidder shall provide for all subsequent changes to reports as suggested by the

statutory and regulatory bodies from time to time immediately to the Bank at no additional cost to the Bank during the Contract period.

3.7.8 The Bidder will give adequate time to the Bank for reviewing the gap report. 3.7.9 The Bidder will incorporate all the suggestions made by the Bank to the gap report. 3.7.10 The Bidder will ensure that they have the necessary infrastructure and people in place

to resolve all the gaps within the time lines agreed, for the implementation and roll out. 3.7.11 The cost of all customizations as mentioned above is required to be included in the price

bid and the Bank will not make any additional costs for such effort till go live. While costing the customization effort required, the Bidder should exclude the effort required from the Bank.

3.7.12 The Bidder is expected to document all gaps observed by the Bank at various stages of

implementation including their solution and monitor and track the status of the same throughout the implementation

3.8 Testing

3.8.1 The Bank proposes to conduct “User Acceptance Testing” (UAT) of the Solution for the purpose of ensuring that all the functionalities requested for by the Bank are available and are functioning accurately.

3.8.2 The Bidder will convey to the Bank that all the customizations that are required to “Go Live”, as agreed upon and signed off by the Bank are completed and the solution is ready for testing.

3.8.3 The Bank expects the Bidder to help set up the required test & development server at DC at the desired testing center of the Bank for the purpose of testing.

3.8.4 The Bidder will be responsible for preparing detailed test cases including test data. 3.8.5 The Bidder will assist the Bank in conducting all the tests and analyzing/comparing the

results. Bidder shall provide adequate full time resources conversant in all business areas, for trouble-shooting and resolving defects during the entire UAT process.

3.8.6 Any deviations/discrepancies/errors observed during the testing phase will be formally

reported to the Bidder and the Bidder will have to resolve them immediately or within the UAT approach and guidelines, formulated between the Bidder and the Bank. The resolution timelines will be completely aligned to the project timeline of this RFP.


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3.8.7 The Bidder will be responsible for maintaining appropriate program change control and version control for all the modifications/enhancements carried out during the implementation/testing phase.

3.8.8 The Bidder will be responsible for providing and updating system & user documentation

as per the modifications.

3.9 Data Migration

This section describes the scope for Data Migration to the new integrated OFSA solution. The Bidder may quote for a one-time cost for this activity. The overview of the tasks pertaining to data available in electronic format is as follows for the Bidder:

3.9.1 Formulating the Data Migration strategy and process documentation. 3.9.2 Performing data mapping exercise with the existing electronic data vs. new OFSA

application. 3.9.3 Providing checkpoint reports to ensure thorough reconciliation of the data, while

ensuring data integrity 3.9.4 Developing a Data Extraction tool (to extract data from existing OFSA system) 3.9.5 Furnish the data in a format that can be loaded into the proposed OFSA application 3.9.6 Perform the Data Upload activity. 3.9.7 Assist in performing checks to ensure data migration success (by way of providing

comparator tools, etc) 3.9.8 Major Requirements:

a. The Bidder has to provide the Data Extraction tool version of existing applications. If required the tool will be customized by Bidder to meet the Bank’s specific needs.

b. Bidder will need to understand the file structure requirements of the existing applications. Bidder will have to provide facility in the tool to generate data files in the structure as required for upload to the new OFSAA application.

c. Data will be extracted from existing systems & manually captured data files in the

flat file/required file format. These flat files/required files will be validated and uploaded, the upload process will generate Exception, Error and Control reports to facilitate rectification of the data loaded.

d. Bidder will be responsible for formulating the “Data Migration Strategy” and process

documents.


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e. Bidder will take not more than 21 working days from date of purchase order to prepare the “Data Migration Strategy” and process documents.

f. Bidder will give the Bank adequate time to review and sign–off the Data Migration

Strategy and process documents.

g. All comments and suggestions of the Bank must be incorporated in the Data Migration Strategy and process documents before obtaining sign–off.

h. Bidder may associate the Bank’s personnel proficient in the legacy systems for

assistance during the data migration exercise.

i. Identify areas of data mapping and suggest data requirements for the gaps identified.

j. In the event of any gaps in the field mapping reports, the same would be discussed

with the Bank and the agreed solution would be documented by Bidder and signed off from the Bank at no additional cost to the Bank. Bidder would give the Bank adequate time for the review of the agreed solution and incorporate the modifications as suggested by the Bank, Bidder shall ensure that workarounds or default values moved to the production database (or final output files) as a result of gaps in the field mapping are duly taken care of after successful migration to new OFSA application and the Bank officials informed of the same in writing.

k. It will be the responsibility of Bidder to ensure complete data cleaning and

validation for all data being migrated to the new OFSAA solution.

l. The data upload tool has standard reports for reconciliation of the migrated data. Similar reports will have to be developed on the source system to facilitate end-to-end reconciliation of the migrated data. The Bank will perform checks on migrated data and reconcile the control reports to ensure that the data migration is successful.

m. Bidder will be responsible to massage the data as per the software/upload format

required by the solution.

n. It will be the responsibility of Bidder to convey to the Bank, at least 60 days in advance from the date of migration, all the mandatory fields required for the functioning of the proposed applications that are not available in the existing application and those that need to be obtained by the Bank.

o. In the event the Bank is unable to obtain all the mandatory fields as conveyed by the

Bidder, the Bidder shall suggest the most suitable workaround to the Bank. Bidder shall document the suggested workaround and sign-off should be obtained from the Bank for the suggested workaround.


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p. Bidder has to ensure that only experienced personnel who have past experience in data migration activities are deployed for data migration process. Bidder has to submit the data migration team profiles as per Annexure 16 - Project Team Profiles.

q. Bidder will be responsible for uploading the data entered by the Bank through the

manual data entry screens, programs/applications.

r. Bidder shall ensure that sufficient training is imparted to the data migration team of the Bank with regards to but not limited to data structure, field mapping requirements, field validations, default values and gaps in field mapping reports.

s. Bidder shall develop the data conversion programs to convert Bank’s data to

required upload format. Bidder shall perform mock data migration tests to validate the conversion programs.

t. Bidder will be responsible for assisting the Bank in conducting the acceptance

testing and in verifying the completeness and accuracy of the data migrated to the proposed OFSAA system.

u. The Bank or its consultants may, at its will, verify the test results provided by Bidder.

v. The Bank reserves the right “to audit”/“appoint an external auditor to audit” the

process of data migration and/or the completeness and accuracy of the data migrated during the entire exercise of data migrations. The Bidder has to facilitate audit at no additional cost to the Bank.

w. Any gaps/discrepancy observed will be reported in writing to Bidder, who will act

upon them and resolve the same immediately or within 5 working days from the day of reporting the same.

x. Bidder will be responsible to develop control reports for verification of the data

both before and after migration.

y. Bidder has to provide data comparator tools for the purpose of checking the source and target data for data migration success.

z. Any deviations/discrepancies/errors observed during the testing phase will be

formally reported to the Bidder and the Bidder will have to resolve them immediately.

3.9.9 Data Migration Activity Timelines:

a. Bidder shall provide Data Migration services until the data is migrated successfully

into the OFSAA production environment and the Bank goes live on the integrated OFSAA solutions.

b. Bidder shall provide dedicated on-site support during the data migration exercise in the mock/staging environment.


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3.10 Training

3.10.1 The Bidder will be responsible for training the Bank’s employees in the areas of parameterization, implementation, migration, operations, management, error handling, system administration, etc. The training should at least cover the following areas: a. Functionality available in the solution b. Customization development c. Parameterization d. Data Migration (data mapping, field validations, default values, gaps in data

migration, manual data entry programs etc.) e. Impact analysis f. Techniques of generating various MIS/EIS reports from the solution provided g. System and Application administration h. Log analysis and monitoring

3.10.2 The key trainings as per the RFP are mentioned below. The Bidder have to quote for the

complete cost for conducting the training for the Bank users

Sl. No.

Training Type Min. No. of Days/ Weeks per Batch

Batches

1 Executive Awareness 1 day 1

2 Core Team training 3-5 days 1

3 Technical Users training 3-5 days 1

Note: No. of Trainees per batch will be decided by the Bank

3.10.3 All the trainings would be held at the appropriate sites (Bidder and Bank premises as identified from time to time) and the Bidder has to organize the trainer/s.

3.10.4 The Bidder will be expected to deliver to the Bank one (1) physical copy and one (1) electronic copy of documentation for each of the deliverables and online context-sensitive help module included in the software to enable the Bank’s personnel to use and understand the operations of the deliverables. The Bank may make additional copies of the Bank specific documentation for their internal use.

3.11 Phased Implementation

3.11.1 The Bidder has to implement the integrated OFSAA in a modular and phased manner.

3.11.2 The Bidder will be responsible for installing the applications with all the customizations.


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3.11.3 The Bidder will set all the parameters in the application as accepted in the test environment. The Bidder shall be responsible for accuracy of the parameters set according to the business needs of the Bank.

3.11.4 The Bidder will be responsible to migrate the OFSAA data as explained in “Data

migration” section.

3.12 Project Timeline

3.12.1 Phased Implementation and Rollout of the Integrated OFSAA solution:

• The Bidder has to implement the integrated OFSAA in a modular and phased manner. • The Bidder will be responsible for installing the applications with all the customizations. • The Bidder will set all the parameters in the application as accepted in the test

environment. The Bidder shall be responsible for accuracy of the parameters set according to the business needs of the Bank.

• The Bidder will be responsible to migrate the OFSAA data as explained in “Data migration” section.

Phase 1: Implementation of OFSAA-ALM solution

The Bidder would need to complete the implementation and go live of OFSAA-ALM covering all functionalities of the Bank within 5 months from the date of placing the order

Phase 2: Implementation of LRM solution

The Bidder would need to complete the implementation and go live of LRM solution covering all functionalities of the Bank within 7 months from the date of placing the order

Phase 3: Implementation of OFSAA-FTP/PM solution

The Bidder would need to complete the implementation and go live of OFSAA-FTP/PM covering all functionalities of the Bank within 8 months from the date of placing the order

3.12.2 UAT

For the implementation phase, all the testing, regression testing should be completed as per respective phased implementation. It will be the Bidder’s responsibility to create the testing environment for the Banks employees to do the testing and the Bidder will be required to assist the Bank in the entire testing phase.


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3.12.3 Interface building:

All interfaces as mentioned should be developed and successfully implemented as specified in this RFP section as per the respective phases.

3.12.4 Post Production Support

The Bidder will provide post production support of one techno-functional analyst for 90 days from Go-live date at on-site and thereafter off-site support for further 3 months thereafter.

3.12.5 Roll Out Plan:

The Bidder is required to submit the roll out plan (from the date of PO issuance) as per Project Timelines specified in this document. The Bidder is expected to factor in all effort required to adhere to these timelines. The Bank will not accept any plea by the Bidder at a later date for deviating from these timelines on the pretext that the same was not explicitly mentioned in the RFP.

3.13 Bid Evaluation Methodology

Introduction

The objective of adopting this evaluation methodology is to facilitate the selection of the eligible Bidders who propose the best business-technology solution integration which is also a cost-effective solution over a period the contract. The commercial evaluation would be based on the Total Cost of Ownership/Tender (TCO) that appropriately meets the business requirements of the Bank. The bid would be first evaluated for the eligibility criteria, then for technical soundness and then for the commercials. All bids shall be evaluated at the sole discretion and determination of the Bank.

The evaluation will be a four-phase process:-

• Phase 1 – Eligibility Criteria Evaluation

• Phase 2 – Technical Proposal Evaluation

• Phase 3 – Commercial Bid Evaluation

• Phase 4 – Weighted Evaluation

The Technical evaluation and the Commercial evaluation shall have the weight-age of 70% and 30% respectively for evaluation, and this weight-age shall be taken into consideration for arriving at the Successful Bidder. The evaluation methodology vis-à-vis the weight-ages are as under:

3.13.1 Phase 1 - Eligibility Criteria Evaluation

The Bidder needs to comply with all the eligibility criteria mentioned in Annexure 13 – Fulfillment of Eligibility Criteria. Non-compliance to any of these criteria would result in


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outright rejection of the Bidder’s proposal and/or partner. The Bidder is expected to provide proof for each of the criteria for eligibility evaluation. The proof provided has to be in line with the details mentioned in Annexure 13 – Fulfillment of Eligibility Criteria. Any credential detail mentioned in Annexure 13 – Fulfillment of Eligibility Criteria that is not accompanied by relevant proof documents will not be considered for evaluation. All credential letters should be as per format specified in Annexure 15 – Experience Certificate Format and should be appropriately bound, labeled and segregated in the respective areas. There is no restriction on the number of credentials a Bidder can provide. There will be no scoring involved in the Eligibility Bid evaluation.

The decision of the Bank would be final and binding on all the Bidders to the outcome of the eligibility bid evaluation. The Bank may accept or reject an offer without assigning any reason what so ever. The technical and commercial bid documents and bank guarantee of non eligible/qualified Bidder(s) at Phase 1 will be returned to such Bidders. The Bank will send a letter to such Bidders to collect these documents within the specified period.

3.13.2 Phase 2 – Technical Proposal Evaluation

The Bidders meeting the eligibility criteria as laid out in Annexure 13 – Fulfillment of Eligibility Criteria only would be short listed for the Phase 2 – Technical Proposal Evaluation as per Annexure 14-Technical Bid Evaluation Criteria.

This evaluation will be carried out on a total score of 100 on the basis of the following evaluation parameters defined in this section.

The evaluation methodology is further broken down into sub areas as under.

# Proposal Bid Evaluation Sub Scores

1 Credentials 60

2 Manpower Resources 20

3 Presentation 20

Maximum Technical Proposal Bid Evaluation Score 100

The technical evaluation would involve the following major areas:

3.13.2.1 Credentials

Each Bidder having credentials as stated in the Technical Bid Evaluation Criteria will get marks as stated in the Annexure 14.

3.13.2.2 Manpower Resources

The bidder should have a pool of resources with experience in OFSAA implementation for any Bank in India with at least one resource having experience in implementation of OFSAA 6.x project.


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3.13.2.3 Presentation

The Bank will require the Bidders to make presentations regarding the approach and methodology of implementation of the proposed solutions. This process will also enable the Bank to clarify issues that may be identified from the Bidders’ responses to the RFP. The Evaluation Committee decided by the Bank would be scoring the presentation made by the Bidders at Bank’s premises based on a structured questionnaire broadly across the following.

# Evaluation of the Bidder Presentation

1 Project Execution Methodology 2 Data Migration/Interface approach and methodology 3 Adherence to Project Timelines

4 Execution Competency (Functional & Technical Competency)

5 Approach and Resource Commitment (Employee profiles of all key personnel as part of this project)

3.13.3 Phase 3 - Commercial Bid Evaluation

The Bidders scoring a minimum of 70% score based on the detailed evaluation in Phase 2 – Technical Proposal Evaluation, would be qualified and short listed for the Phase 3 – Commercial Bid Evaluation.

The Commercial offer must not contradict the Technical Offer in any manner. The suggested format for submission of commercial offer is as follows:

1. Covering Letter

2. Commercial Bid shall be submitted as per Scope of Work defined in the RFP and other terms and conditions of RFP on prices (Annexure 2 – Commercial Bid Form for reference)

Note:

a. Bidder must take care in filling price information in the Commercial Offer, to ensure that there are no typographical or arithmetic errors.

b. The cost/fees indicated is fixed which includes all costs exclusive of applicable taxes

viz. sales tax, VAT, Service tax, including travel, accommodation, boarding, out of pocket expenses etc. Octroi / Entry Tax / Local Body Tax (LBT) payable will be exclusive as applicable at actual, on submission of original receipt drawn in the name of “IDBI Bank Limited”.

If the Bidder fails to include any other expenditure/item in the tender, no claim thereof will be considered by the bank afterwards.

c. No escalation in price quoted is permitted for any reason whatsoever. Prices quoted

must be firm till the completion of the contract.


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The Commercial Bid will be evaluated based on the Total Cost of Services as enumerated in the scope of work in this RFP excluding taxes. Based on the same, Ranking of the Bidders will be determined.

3.13.4 Phase 4 - Weighted Evaluation

The evaluation of the response to this RFP will be done on a 70-30 Techno-commercial evaluation method A score (S) will be calculated for all qualified Bidders using the following formula:

C - Commercial quoted by the respective bidder; C (low) - Lowest Commercial bid quoted amongst the eligible bidders. T - Technical evaluation score of the respective bidder T (high) - Score of the technically highest Bidder. X - Equal to 0.3.

A comprehensive “Score (S)” will be arrived at after considering the commercial quote and the marks obtained in technical evaluation with relative weights of 30% for commercials and 70% for technical. The Bidder with the highest score will be declared successful. All bids shall be evaluated at the sole discretion and determination of the Bank. The bids will be ranked in terms of total points scored. The bids with the highest total points (H-1) will be considered first for award of Contract and will be invited for price and Contract negotiation.

Based on the Commercial price (CP) quoted by the Bidder in the Commercial Bid, Bidders will be ranked according to their Score (S) as shown in the example below:

# Bidder Technical

Evaluation Marks (T)

Commercial Quote

(C)

(T / T high) * 0.70 = (A)

(C low / C )* 0.30 =(B)

Score (S) =A+B

1 ABC 92 18 (92/95)*0.70

= 0.678 (16/18)*0.30

= 0.267 0.945

2 XYZ 90 16 (90/95)*0.70

= 0.663 (16/16)*0.30

= 0.300 0.963

3 UVW 95 21 (95/95)*0.70

= 0.700 (16/21)*0.30

= 0.229 0.929

C low in this case is 16 crore and T high is 95. In the above example, XYZ, with the highest score of 0.963 becomes the successful Bidder.


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3.14 Commercial Bidding Process a) Commercial Bid will contain the cost of the support and maintenance of the application

proposed. Technical compliance should be submitted as per each and every line item specified by the Bank. The cost to be provided as per format given in Annexure 2

b) The Bidders shall quote price in clear terms. Break up should abide by the Format for Commercial Bid described in Annexure 2

c) All prices shall be for delivery of items and Service(s) at Bank's premises, the prices quoted

will be exclusive of applicable taxes viz. sales tax, VAT, Service tax, etc. Octroi / Entry Tax / Local Body Tax (LBT) payable will be exclusive as applicable at actual, on submission of original receipt drawn in the name of “IDBI Bank Limited” and to the satisfaction of the Bank or Bank’s representatives. The aggregated price should be quoted in words also. In case of discrepancy between figures and words, the price quoted in words shall be considered.

d) The Commercial Bids should conform strictly to the format to enable evaluation of Bids and

special care should be taken about the same. The Bids having any hidden costs or conditional costs will be liable for straight rejection forthwith without any notice or intimation in this regard.

e) The price components furnished by the Bidders will be solely for the purpose of facilitating

the comparison of Bids by IDBI Bank and will not in any way limit IDBI Bank’s right to negotiate the Contract on any of the terms offered.

f) Prices quoted by the Bidders shall be fixed during the entire Contract period and no

increase of rates shall be allowed including but not limited to that on account of increases in taxes, exchange rate fluctuation etc. No open-ended Bid shall be entertained and the same is liable to be summarily rejected.

g) Bank, at its sole discretion, will negotiate with the selected vendor (decided after Techno Commercial evaluation) to have a better overall net pricing for the entire scope and deliverables on same or better terms and conditions as mentioned in RFP.

3.15 Notification of Acceptance of Bid

IDBI Bank shall notify the successful Bidder in writing, by registered letter or by fax or by e-mail or by hand-delivery of the bid having been accepted, before the expiry of the validity of the bid. The Bidder shall acknowledge in writing receipt of the notification of acceptance and has to convey in writing his absolute, unconditional and unqualified acceptance within Seven days from the intimation from the Bank (hereinafter referred to as “Acceptance”) and thereafter enter into Agreement / Contract within seven (7) days from the date of Acceptance of notification of Acceptance.

3.16 Signing of Contract The notification of the acceptance shall be followed by signing of the Contract. However, the Bank may negotiate certain terms with successful Bidder before signing of the Contract. The Bidder should sign the Contract (Refer Annexure-4); the signing of Contract will amount to


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award of Contract and Bidder will initiate the execution of the work as specified in the Contract. The signing of Contract shall be completed within 7 days of receipt of acceptance by Bidder of the Acceptance of Bid.

3.17 Discharge of Bid Security (EMD)

Upon the successful Bidder signing the Contract/Agreement, the Bank shall promptly request the Bidder to provide Performance Bank Guarantee/Performance Security. EMD of successful Bidder shall be discharged on the Successful Bidder signing the Contract/Agreement and upon furnishing the Performance Security/Performance Bank Guarantee to the satisfaction of IDBI Bank. The Bid Security to unsuccessful Bidders shall be discharged / returned as promptly as possible as but not later than 90 (ninety) days from the date of bid opening.

3.18 Performance Security / Performance Bank Guarantee

i. Within 7 days of the receipt of acceptance of the Bid by the successful Bidder, the Bidder shall furnish the Performance Security or Performance Bank Guarantee as per the format provided in Annexure-5.

ii. The value of the Performance Bank Guarantee will be 10% of the total Contract value. iii. The Performance Security / Performance Bank Guarantee shall be denominated in Indian

Rupees and shall be in the form of a bank guarantee issued by a scheduled commercial bank.

iv. The proceeds of the Performance Security shall be payable to the Bank as compensation for

any loss or damage resulting from the Bidder’s failure to complete and/or perform its obligations under and in accordance with the Contract.

v. Failure of the successful Bidder to comply with the requirement of the Performance Bank

Guarantee/Performance Security shall constitute sufficient grounds for the annulment of the award and forfeiture of the Bid Security, in which event, the Bank may award the Contract to the next best evaluated Bidder or any other Bidder or may call for new bids. Any decision in this regard by the Bank shall be final, conclusive and binding on the Bidders.

vi. Expenses for the Contract:

The incidental expenses of execution of Agreement / Contract shall be borne by the successful Bidder.

vii. Failure to abide by the Agreement / Contract:

The conditions stipulated in the Agreement/Contract shall be strictly adhered to and any breach / violation thereof shall entail termination of the Contract without prejudice to the other rights of the Bank including but not limited to the right to levy /impose and recover penalties as specified in this RFP/Bid or Agreement / Contract.

viii. Annulment of Award:

Failure of the successful Bidder to comply with the requirement shall constitute sufficient ground for the annulment of the award and forfeiture of the Bid Security, in which event


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the Bank may at its sole discretion, make the award to the next evaluated Bidder or any other Bidder or may call for new bids.

3.19 Payment Terms Payment will be made in phases after obtaining a “Letter of satisfaction” and clearance for Payment from the Dealing group. The Bidder must accept the payment terms proposed by the Bank. The commercial bid submitted by the Bidder must be in conformity with the payment terms proposed by the Bank. The scope of work is divided in different areas and the payment would be linked to delivery and acceptance of each area as explained below

The component wise payment will be as mentioned below

Sr. No Stage of Payment Payment to

be made 1 After completion of Installation, Requirement Study and other

relevant installation/Master uploads 15 %

2 Completion of all Interface, Customization and Development 25 % 3 Completion of User Acceptance Testing (including resolution of all

Issues, Complete Installation of DC and DR setup and Training) 25 %

4 Go Live (1st 20 % Monthly process run after Go live) 5 Resolution of Issues Raised up to 3 months after Go live 15 %

3.19.1 The Bidder recognizes that all payments to the Bidder under this RFP and subsequent agreement are linked to and dependant on successful achievement and acceptance of milestones/deliverables/activities set out in the Project Plan and therefore any delay in achievement of such milestones/deliverables/activities shall automatically result in delay of such corresponding payment.

3.19.2 The fees payable by the Bank to Bidder shall be inclusive of all costs such as insurance, taxes, custom duties, levies, cess, transportation, installation, (collectively referred to as “Taxes” but excluding Service tax and octroi which will be paid on actual) that may be levied, imposed, charged or incurred and the Bank shall pay the fees due under this RFP and subsequent agreement after deducting any tax deductible at source (TDS), as applicable. The Bidder will need to provide the details for the tax rates as considered in the pricing. This will be used for subsequent tax changes.

3.19.3 The Bidder has to submit the undisputed invoice along with necessary signoff and

acceptance documents from the Bank, The Bank shall pay each undisputed invoice raised in accordance with this RFP and subsequent agreement, within thirty (30) Working Days after its receipt unless otherwise mutually agreed in writing, provided that such invoice is dated after such Fees have become due and payable under this RFP and subsequent agreement.


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3.19.4 Any objection/dispute to the amounts invoiced in the bill shall be raised by the Bank within reasonable time from the date of receipt of the invoice. Upon settlement of disputes with respect to any disputed invoice(s), the Bank will make payment within thirty (30) Working Days of the settlement of such disputes.

3.19.5 All out of pocket expenses, travelling, boarding and lodging expenses for the entire

Term of this RFP and subsequent agreement is included in the amounts quoted and the Bidder shall not be entitled to charge any additional costs on account of any items or services or by way of any out of pocket expenses, including travel, boarding and lodging etc.


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Section 4: TERMS AND CONDITIONS OF THE RFP/CONTRACT

4.1 Definitions In this RFP/the Contract, the following terms shall have the following meanings and shall be interpreted accordingly:

a) "The Contract/Agreement" means the agreement to be entered into between the Bank and the successful Bidder as recorded in the contract form annexed to this RFP, duly signed by the Parties, including all annexure, schedules, exhibits, supplements, appendices, amendments, revisions, notations and modifications thereof for the proposed OFSAA solution at IDBI Bank, as indicated/spelt out in this RFP.

b) “Bidder" means Bidder / partner / principal / Indian agent / firm / company, etc., who has

participated in the bidding process and, wherever the context warrants, shall include the successful bidder.

c) “Successful Bidder / Vendor" means any person / persons / firm / company, etc., to whom,

work has been awarded and who’s Bid has been accepted by IDBI Bank and shall include its authorized representatives, successors and permitted assigns.

d) "IDBI Bank" or “The Purchaser” means IDBI Bank Limited including its successors and

assigns. e) "The Contract Price" means the price/compensation, payable to the Vendor/Bidder under

and in accordance with the Contract, for the due performance and observance of its contractual obligations under and in accordance with the Contract.

f) “Acceptance of bid” means the letter/ fax / email or any memorandum communicating to

the Bidder the acceptance of its Bid. g) “Completion Certificate” means certificate as per Annexure 6 of this RFP, which is issued

after successful completion of acceptability test, receipt of deliverables, etc, if the Bank (which shall not be deemed to be an obligation on the Bank) is satisfied with the working of the System. The date on which such certificate is signed shall be deemed to be the date of successful commissioning of the Systems

h) "Confidential Information" means,

(i) intellectual property information and information relating to Intellectual Property Rights (as defined herein below);

(ii) technical or business information or material not covered in (i); (iii) proprietary or internal information related to the current, future and proposed products

or service(s) of the parties including, financial information, process/flow charts, business models, designs, drawings, data information related to products and service(s), procurement requirements, purchasing, customers, investors, employees, business and


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contractual relationships, business forecasts, business plans and strategies, information the Parties provide regarding third parties;

(iv) Information disclosed pursuant to this RFP / Contract and (v) All such other information which by its nature or the circumstances of its disclosure is

confidential. i) “Commissioning” means the successful installation and testing of the System (including

install, integrate and test all hardware required for proposed OFSAA solution at the Bank). j) “Effective Date” means the date on which the Contract is signed and executed by the Parties

hereto. If the Contract is executed in parts, then the date on which, the last of such Contracts is executed shall be construed to be the Effective Date.

k) “Intellectual Property Rights” means any patent, copyright, trademark, trade name, design,

trade secret, permit, service marks, brands, proprietary information, knowledge, technology, licenses, databases, computer programs, software, know how or other form of intellectual property right, title, benefits or interest whether arising before or after the execution of the Contract and the right to ownership and registration of these rights.

l) “Parties” means the Purchaser/IDBI Bank and the Successful Bidder and “Party” means

either of the Parties. m) “Site” means the place in which the operations/service(s) are to be carried out or places

approved by the Purchaser for the purposes of the Contract together with any other places designated in the Contract as forming part of the Site.

n) “System” or “Solution” means Oracle Financial Services Analytical Applications (OFSAA). o) “Service(s)” means the integration, implementation and testing of Oracle Financial Services

Analytical Applications (OFSAA) for IDBI Bank Ltd., to be performed in compliance with the service level requirements as specified in Sub-Section 5.2 and Scope of Work as specified in Section 3 of this RFP and in accordance with the Contract.

4.2 Interpretation In this RFP / the Contract, unless a contrary intention is evident:

a. The clause headings / section headings are for convenient reference(s) only and do not form part of this RFP / the Contract;

b. unless otherwise specified, a reference to a clause number is a reference to all of its sub-

clauses; c. unless otherwise specified, a reference to a clause/sub-clause or section/sub-section is a

reference to a clause, sub-clause, section or sub-section of this RFP / the Contract including any amendments or modifications to the same from time to time;


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d. a word in the singular includes plural and a word in the plural includes singular; e. a word importing a gender includes any other gender; f. a reference to a person includes a partnership and a body corporate; g. a reference to legislation includes legislation repealing, replacing or amending that

legislation; h. where a word or phrase is given a particular meaning, it includes the appropriate

grammatical forms of that word or phrase, which have corresponding meanings; i. Reasonability and materiality of "doubt" and "controversy" shall be at the sole discretion of

IDBI Bank. j. The words not expressly defined herein shall have meanings ascribed to them in the General

Clauses Act, 1897 and the Information Technology Act, 2000, as amended from time to time. k. In case of a difference of opinion on the part of the Bidder in comprehending and /or

interpreting any clause / provision of the RFP / Bid Documents after submission of the Bid, the interpretation by Purchaser/Bank and decision of Purchaser/Bank in this behalf shall be final, conclusive and binding on the Bidder(s).

4.3 Conditions Precedent

The Contract is subject to the fulfilment of the following conditions precedent by the Bidder:

i. Furnishing of an unconditional and irrevocable Performance Bank Guarantee (Performance

Security) as mentioned in Section 3.18 as per the format given in Annexure-5.

ii. Execution of a Deed of Indemnity as per format given in Annexure - 9.

iii. Furnishing solvency certificate and certificate confirming that there are no vigilance or court cases threatened or pending against the Bidder.

iv. Obtaining of all statutory, regulatory and other permissions, approvals, consents and no-objections, if any, required under applicable laws or RBI or otherwise for the performance of the Service(s) under and in accordance with the Contract.

v. Furnishing of such other documents as Bank/Purchaser may specify, including but not

limited to definitive documents.

4.4 Standard of Performance

The Bidder shall perform the Service(s) and carry out its obligations under the Contract with due diligence, efficiency and economy, in accordance with generally globally accepted techniques and practices used in industry and with professional engineering standards recognized by the


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international professional bodies. The Bidder shall safeguard the Bank's legitimate interests in any dealing with third parties.

4.5 Use of Contract Documents and Information The Bidder shall not, without the Bank's prior written consent, make use of any document, data or information etc., enumerated in this Bid Documents, save and except for due performance and observance of the Contract.

Any document, other than the Contract itself, enumerated in this Bid Documents shall remain the property of the Bank.

The Bidder shall execute the Non-Disclosure Agreement simultaneously at the time of execution of the Contract in the format as given in Annexure - 8. The Bidder shall not, without the Bank’s prior written consent, disclose the Contract, or any provision thereof to any person other than a person employed by the Bidder in the performance of the Contract. Disclosure to any such employed person shall be made in utmost confidence and shall extend only so far as may be necessary and relevant for purpose of such performance and shall be subject to the terms and conditions of the Non-Disclosure Agreement.

4.6 Indemnity The Successful Bidder shall execute and furnish to the Bank, a deed of indemnity in favour of the Bank in a form and manner, as given in Annexure-9, indemnifying the Bank its directors, employees, agents and representatives from and against any costs, loss, damages, expense, claims, litigations, suits, actions, judgments, and or otherwise including but not limited to those from third parties or liabilities of any kind howsoever suffered, arising out of or incurred inter alia during and after the Contract period including but not limited to third-party claims due to infringement of patent, trademark, Intellectual Property Rights, copy-rights or industrial drawings and designs arising from use of the services or any part thereof and/or otherwise. The provisions under this section survive the Contract term.

4.7 Contract Amendments

No variation in or modification of the terms of the Contract shall be made except by written mutual consent signed by both the Parties i.e. the Bidder and the Bank.

4.8 Delay in the Bidder’s Performance

Performance of the Contract shall be made by the Bidder strictly in accordance with the time schedule specified by the Bank. Time is the essence of Contract.

A delay by the Bidder in the performance of its Contractual obligations, which the Bank in its sole discretion may adjudge, shall render the Bidder liable to any or all the following sanctions:

i. Forfeiture of its Performance Bank Guarantee/Performance Security ii. Imposition of liquidated damages/penalty, and/or iii. Termination of the Contract for default


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If, at any time during performance of the Contract, the Bidder encounter conditions impeding timely completion of the Service(s) under the Contract and performance of Service(s), the Bidder shall promptly notify the Bank in writing of the fact of the delay, its likely duration and its causes. As soon as practicable after receipt of the Bidder’s notice, the Bank shall evaluate the situation and may at its sole discretion extend the Bidder's time for performance.

4.9 User Acceptance Test and Quality Check

a) The User Acceptance Tests, which shall involve testing of the entire setup including the hardware, and its integration with application software and within the time limit prescribed by the Bank with live and test data shall be conducted by Bidder at the locations prescribed by the Bank. The User Acceptance Test must be completed to the satisfaction of the Bank, within a time frame specified by the Bank. Time being the essence of the Contract.

b) The Bank reserves the right to evolve a procedure of Quality Checking to ensure that the hardware is according to the prescribed specifications and standards.

c) Nothing stated herein above shall in any way release or discharge the Bidder from any warranty or other obligations / liabilities under and in accordance with the Contract.

d) On successful completion of acceptability test, receipt of deliverables, etc, and after the Bank (which shall not be deemed to be an obligation on the Bank) is satisfied; the Completion Certificate in the format given in Annexure-6 will be issued by the Bank. The date on which such certificate is signed shall be deemed to be the date of successful Commissioning of the System.

4.10 Manuals

a) The Bidder must supply all relevant manuals for the application installed. The manuals shall

be in English. b) Unless and otherwise agreed, the implementation shall not be considered to be

completely delivered for the purpose of taking over, until such manuals as may be necessary are provided to the Bank.

c) System manuals should include the specifications of the applications implemented.

4.11 Resolution of Disputes The Parties shall use their best efforts to settle amicably all disputes arising out of or in connection with the Contract in the following manner.

a. The Party raising the dispute shall address to the other Party a notice requesting an

amicable settlement of the dispute within seven (7) days of receipt of the notice.


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b. The matter will be referred for negotiation between DGM-ITD of the Bank and Shri ___________ of the Successful Bidder. The matter shall then be resolved by them and the agreed course of action documented within a further period of 15 days.

The Parties agree that any dispute between the Parties, which cannot be settled by negotiation in the manner, described above, may be resolved exclusively by arbitration and such dispute may be submitted by either Party to arbitration within 20 days of the failure of negotiations. Arbitration shall be held in Mumbai, India and conducted in accordance with the provision of Arbitration and Conciliation Act, 1996 or any statutory modification or re-enactment thereof. Each Party to the dispute shall appoint 1 arbitrator each and the two arbitrators shall jointly appoint the third or the presiding arbitrator. In case, the Bidder/Successful Bidder fails to appoint its arbitrator or any conflict in the appointment of the arbitrator, sole arbitrator appointed by the Bank will arbitrate the matter and decision of such arbitrator shall be binding on the parties. The arbitration proceedings shall be conducted in English language. Subject to the above, the courts of law at Mumbai alone shall have the jurisdiction in respect of all matters connected with the Contract. The arbitration award shall be final, conclusive and binding upon the Parties and judgment may be entered thereon, upon the application of either Party to a court of competent jurisdiction. Each Party shall bear the cost of preparing and presenting its case, and the cost of arbitration, including fees and expenses of the arbitrators, shall be shared equally by the Parties unless the award otherwise provides.

The Successful Bidder shall not be entitled to suspend the Service(s) or the completion of the job, pending resolution of any disputes between the Parties and shall continue, at the sole discretion of the Bank, to render the Service(s) in accordance with the provisions of the Contract notwithstanding the existence of any dispute between the Parties or the subsistence of any arbitration or other proceedings.

The provision under this section survives the Contract.

4.12 ‘NO CLAIM’ Certificate

The Successful Bidder shall not be entitled to make any claim, whatsoever, against the Bank, under or by virtue of or arising out of, the Contract, nor shall the Bank entertain or consider any such claim, if made by the Successful Bidder after he has signed a ‘No Claim’ Certificate in favour of the Bank in such forms as shall be required by the Bank after the works are finally accepted.

4.13 Survival

Any provision of the Contract which, either expressly or by implication, survive the termination or expiry of the Contract, shall be complied with by the Parties including that of the provisions of arbitration, indemnity, confidentiality, non-disclosure in the same manner as if the present Contract is valid, subsisting and in full force and effect.

The provisions of the clauses of the Contract in relation to Documents, data, processes, property, Intellectual Property Rights, indemnity, publicity and confidentiality and ownership survive the expiry or termination of the Contract/Agreement and in relation to confidentiality, the obligations continue to apply unless the Bank notifies the Bidder of its release from those obligations.


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4.14 No Agency

The Service(s) of the Successful Bidder herein shall not be construed as any agency of the Bank and there shall be no principal agency relationship between the Bank and the Successful Bidder in this regard.

4.15 No Set-off, counter-claim and cross claims.

In case the Successful Bidder has any other business relationship with the Bank, no right of set-off, counter-claim and cross-claim and/or otherwise will be available under this RFP/the Contract to the Successful Bidder for any payments receivable under and in accordance with that business.

4.16 Key Performance Measurements

Unless specified by the Bank to the contrary (in writing), the Successful Bidder shall perform the Service(s) and carry out the Service(s) under and in accordance with the terms of the Contract.

4.17 Commencement and Progress

The Successful Bidder shall proceed to carry out the Service(s) with diligence and care in accordance with any stipulation as to the time, manner, mode, and method of execution contained in the Contract and shall meet the standards of good industry practice.

4.18 Contract Prices and Period

Save and except as otherwise provided herein, prices payable to the Successful Bidder as stated in the Contract shall be firm and not subject to adjustment and/or variation during performance of the Contract, irrespective of reasons whatsoever, including exchange rate fluctuations. Further, the Bank shall be entitled to make adjustment in the payment of Contract price in the event of levying liquidated damages and/or penalty on the Bidder

The Bank can award the contract for Implementation to a Single or more than one Bidder(s) on basis of technical and commercial evaluation.

4.19 Representations and Warranties

In order to induce the Bank to enter into the Contract, the Bidder hereby represents and warrants as of the date hereof, which representations and warranties shall survive the term and termination hereof, the following:

a) That the Bidder is a company which has the requisite qualifications, skills, experience and expertise in providing Information and Communication Technology (ICT) and other Service(s) contemplated hereunder to third parties, the technical know-how and the financial wherewithal, the power and the authority to enter into the Contract and provide the Service(s)/Systems sought by the Bank.

b) That the Bidder is not involved in any major litigation and no litigation or investigation is

threatened against the Bidder. That the existing or threatened litigations or investigations do not have an impact of affecting or compromising the performance and delivery of Service(s)/Systems under the Contract.

c) That the representations made by the Bidder in its Bid are and shall continue to remain

true and fulfil all the requirements as are necessary for executing the duties, obligations


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and responsibilities as laid down in the Contract and the Bid Documents and unless the Bank specifies to the contrary, the Bidder shall be bound by all the terms of the bid.

d) That the Bidder has the requisite professional skills, personnel and

resources/authorizations that are necessary for providing / rendering all such Service(s) as are necessary to perform its obligations under the Bid and this RFP/the Contract

e) That the Bidder shall ensure that all assets including but not limited to software’s, licenses,

Databases, documents, etc. developed, procured, deployed and created during the term of the Contract are duly maintained and suitably updated, upgraded, replaced with regard to contemporary and statutory requirements.

f) That the Bidder shall use such assets of the Bank as the Bank may permit for the sole

purpose of execution of its obligations under the terms of the bid, or the Contract. The Bidder shall however, have no claim to any right, title, lien or other interest in any such property, and any possession of property for any duration whatsoever shall not create any right in equity or otherwise, merely by fact of such use or possession during or after the term hereof.

g) That the Bidder shall procure all the necessary permissions and requisite authorities

approvals, consents, no objections and licenses for use of various software and any copyrighted process/product free from all claims, titles, interests and liens thereon, and shall keep the Bank, its directors, officers, employees, representatives, consultants and agents indemnified in relation thereto.

h) That all the representations and warranties as have been made by the Bidder with respect

to its bid and Contract, are true and accurate, and shall continue to remain true and accurate through the term of the Contract.

i) That the execution of the Service(s) herein is and shall be strictly in accordance and in

compliance with all applicable laws, as amended from time to time, the regulatory framework governing the same and the good industry practice.

j) That there are – (a) no legal proceedings pending or threatened against Bidder or any sub

Bidder/third party or its team which adversely affect/may affect performance under this RFP/the Contract; and (b) no inquiries or investigations have been threatened, commenced or pending against the Bidder or any sub-Bidder / third party or its team members by any statutory or regulatory or investigative agencies.

k) That the Bidder has the corporate power to execute, deliver and perform the terms and

provisions of the Contract and has taken all necessary corporate action to authorize the execution, delivery and performance by it of the Contract.

l) That all the conditions precedent under the Contract has been complied. m) That neither the execution and delivery by the Bidder of the Contract nor the Bidder’s

compliance with or performance of the terms and provisions of the Contract (i) will contravene any provision of any applicable laws or any order, writ, injunction or decree of


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any court or governmental authority binding on the Bidder (ii) will conflict or be inconsistent with or result in any breach of any or the terms, covenants, conditions, provisions or stipulations of, or constitute a default under any agreement, contract or instrument to which the Bidder is a party or by which it or any of its property or assets is bound or to which it may be subject or (iii) will violate any provision of the Memorandum and Articles of Association of the Bidder.

n) That the Bidder certifies that all registrations, recordings, filings and notarizations of the

Contract and all payments of any tax or duty, including without limitation stamp duty, registration charges or similar amounts which are required to be effected or made by the Bidder which is necessary to ensure the legality, validity, enforceability or admissibility in evidence of the Contract have been made.

o) That the Bidder confirms that there has not and shall not occur any execution, amendment

or modification of any agreement/contract without the prior written consent of the Bank, which may directly or indirectly have a bearing on the Contract or Service(s).

p) That the Bidder owns, has license to use or otherwise has the right to use, free of any

pending or threatened liens or other security or other interests all Intellectual Property Rights, which are required or desirable for the Service(s) and the Bidder does not, in carrying on its business and operations, infringe any Intellectual Property Rights of any person. None of the Intellectual Property or Intellectual Property Rights owned or enjoyed by the Bidder or which the Bidder is licensed to use, which are material in the context of the Bidder’s business and operations are being infringed nor, there is any infringement or threatened infringement of those Intellectual Property or Intellectual Property Rights licensed or provided to the Bidder by any person. All Intellectual Property Rights (owned by the Bidder or which the Bidder is licensed to use) are valid and subsisting. All actions (including registration, payment of all registration and renewal fees) required to maintain the same in full force and effect have been taken thereon and shall keep the Bank, its directors, officers, employees, agents, representatives and consultants indemnified in relation thereto.

4.20 Confidentiality

The Parties agree that they shall hold in trust any Confidential Information received by either party, under the Contract, and the strictest of confidence shall be maintained in respect of such Confidential Information. The Parties also agree:

a) to maintain and use the Confidential Information only for the purposes of the Contract and

only as permitted herein; b) to make copies of only such documents/paper as specifically authorized by the prior written

consent of the other party and with the same confidential or proprietary notices as may be printed or displayed on the original;

c) to restrict access and disclosure of Confidential Information to such of their employees,

agents, vendors, and Bidders strictly on a "need to know" basis, to maintain confidentiality of the Confidential Information disclosed to them in accordance with this Clause and


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d) to treat Confidential Information as confidential for a period of [five (5)] years from the date of receipt. In the event of earlier termination of the Contract/Agreement, the Parties hereby agree to maintain the confidentiality of the Confidential Information for a further period of five (5) years from the date of such termination.

4.20.1 Confidential Information in oral form must be identified as confidential at the time of disclosure and confirmed as such in writing within 30 (thirty) days of such disclosure. Confidential Information does not include information which:

a) the recipient knew or had in its possession, prior to disclosure, without limitation on

its confidentiality;

b) is independently developed by the recipient without breach of the Contract ;

c) information in the public domain as a matter of law;

d) is received from a third party not subject to the obligation of confidentiality with respect to such information;

e) is released from confidentiality with the written consent of the other Party.

The recipient shall have the burden of proving that Clauses (1) and (2) above are applicable to the information in the possession of the recipient. Notwithstanding the foregoing, the Parties acknowledge that the nature of the Service(s) to be performed under this RFP/the Contract may require the Bidder's personnel to be present on premises of the Bank or may require the Bidder's personnel to have access to computer networks and databases of the Bank while on or off-premises of the Bank. It is understood that it would be impractical for the Bank to monitor all information made available to the Bidder under such circumstances and to provide notice to the Bidder of the confidentiality of all such information. Therefore, the Bidder agrees that any technical or business or other information of the Bank that the Bidder’s personnel, sub Bidders, or agents acquire while on the Bank's premises, or through access to the Bank's computer systems or databases while on or off the Bank's premises, shall be deemed Confidential Information.

Confidential Information shall at all times remain the sole and exclusive property of the disclosing Party. Upon termination of the Contract, Confidential Information shall be returned to the disclosing Party or destroyed, if incapable of return. The destruction shall be witnessed and so recorded, in writing, by an authorized representative of each of the Parties. Nothing contained herein shall in any manner impair rights of the Bank in respect of the Systems, Service(s), and Documents etc.

In the event that any of the Parties here to become legally compelled to disclose any Confidential Information, such Party shall give sufficient notice to the other Party to enable the other Party to prevent or minimize to the extent possible, such disclosure. Neither party shall disclose to a third party any Confidential Information or the contents of the Contract without the prior written consent of the other Party. The obligations of this clause shall be satisfied by handling Confidential Information with the same degree of care, which the receiving Party


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applies to its own similar confidential information but in no event less than reasonable care. The obligations of this clause shall survive the expiry, cancellation or termination of this RFP/the Contract.

The provision of this clause shall survive termination of the Contract till such Confidential Information enters public domain or as stated above.

4.21 Termination

The Bank may terminate the Contract by giving the Bidder, a prior written notice of 30 days indicating its intention to terminate the Contract, under the following circumstances and/or as per the circumstances mentioned in the sub-sections hereunder and elsewhere in this RFP/the Contract

i. Where it comes to the Bank's attention that the Successful Bidder (or the Bidder’s team) is in a position of actual conflict of interest with the interests of the Bank, in relation to any of terms of the Bidder’s bid or the Contract.

ii. Where the Successful Bidder’s ability to survive as an independent corporate entity is

threatened or is lost owing to any reason whatsoever, including inter-alia the filing of any bankruptcy proceedings against the Successful Bidder, any failure by the Successful Bidder to pay any of its dues to its creditors, the institution of any winding up proceedings against the Successful Bidder or the happening of any such events that are adverse to the commercial viability of the Successful Bidder.

iii. In the event of the happening of any events of the above nature, the Bank shall reserve the

right to take any steps as are necessary, to ensure the effective transition of the Service(s) to the next successor Bidder, and to ensure business continuity.

4.21.1 Termination for Insolvency

The Bank may at any time terminate the Contract by giving written notice of 30 days to the Successful Bidder, indicating its intention of termination the Contract/Agreement without compensation to the Successful Bidder, if the Successful Bidder becomes bankrupt or otherwise insolvent, provided that such termination will not prejudice or affect any right of action or remedy which has accrued or will accrue thereafter to the Bank.

4.21.2 Termination for Default

The Bank, without prejudice to any other right or remedy for breach of the terms and conditions of this RFP/the Contract, by a written notice of default sent to the Bidder, may terminate the Contract in whole or in part.

4.21.3 Termination for other than Default

The Bank, without prejudice to any other right or remedy and without assigning any reason, may at its sole discretion, serve upon the Successful Bidder a written notice of 30 (thirty) days, indicating its intention to terminate the Contract/Agreement and may terminate the Contract/Agreement in whole or in part.


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4.21.4 Termination for Convenience

Notwithstanding the provisions of the Contract and/or the Bid Documents the Bank, by written notice sent to the Bidder, may terminate the Contract, in whole or in part, at any time for its convenience. The notice of termination shall specify that termination is for Bank’s convenience, the extent to which performance of the Bidder under and in accordance with the Contract is terminated, and the date upon which such termination becomes effective.

4.22 Consequences of Termination

a) In the event of termination of the Contract due to any cause whatsoever, [whether consequent to the stipulated term of the RFP/Contract or otherwise], the Bank shall be entitled to impose any such obligations and conditions and issue any clarifications as may be necessary to ensure an efficient transition and effective business continuity of the Service(s) which the Successful Bidder shall be obliged to comply with and take all available steps to minimize loss resulting from that termination/breach, and further allow the next successor Bidder to take over the obligations of the erstwhile Successful Bidder in relation to the execution/continued execution of the scope of the Contract/Agreement.

b) In the event that the termination of the Contract is due to the expiry of the term of the Contract/Agreement, a decision not to grant any (further) extension by the Bank, the Successful Bidder herein shall be obliged to provide all such assistance to the next successor bidder or any other person as may be required and as the Bank may specify including training, where the successor(s) is a representative/personnel of the Bank to enable the successor to provide adequately the Service(s) hereunder, even where such assistance is required to be rendered for a reasonable period that may extend beyond the term/earlier termination hereof.

c) Where the termination of the Contract is prior to its stipulated term on account of a default on the part of the Successful Bidder or due to the fact that the survival of the Successful Bidder as an independent corporate entity is threatened/has ceased, the Bank shall pay the Successful Bidder for that part of the Service(s) which have been authorized by the Bank and satisfactorily performed by the Successful Bidder up to the date of termination, without prejudice to any other rights, the Bank may retain such amounts from the payment due and payable by the Bank to the Successful Bidder as may be required to offset any losses caused to the Bank as a result of any act/omissions of the Bidder. In case of any loss or damage due to default on the part of the Successful Bidder in performing any of its obligations with regard to executing the Service(s) under the Contract/Agreement [as laid down in the Service Level Requirements-Section 5,] the Successful Bidder shall compensate the Bank for any such loss, damages or other costs, incurred by the Bank. Additionally, the Bidder/other members of its team shall continue to perform all its obligations and responsibilities under the Contract in an identical manner as were being performed hitherto before in order to execute an effective transition and to maintain business continuity. All permitted third parties shall continue to perform all/any functions as stipulated by the Bank and as may be proper and necessary to execute the Service(s) under the Contract/Agreement in terms of the Bidder have bid and the Contract.

d) Nothing herein shall restrict the right of the Bank to invoke the Performance Bank Guarantee and other guarantees, securities furnished, enforce the Deed of Indemnity and


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pursue such other rights and/or remedies that may be available to the Bank under law or otherwise.

e) The termination hereof shall not affect any accrued right or liability of either Party nor affect the operation of the provisions of the Contract that are expressly or by implication intended to come into or continue in force on or after such termination.

f) In the event of termination of this RFP/the Contract for any reason whatsoever, the Bank shall have the right to publicize such termination to caution the customers/public from dealing with the Successful Bidder

g) The termination clause herein and in the Contract shall survive the Contract.

h) Conflict of interest: The Successful Bidder shall disclose to the Bank in writing, all actual and potential conflicts of interest that exist, arise or may arise (either for the Successful Bidder or its team) in the course of performing the Service(s) as soon as practical after it becomes aware of that conflict.

i) Publicity: The Bidder shall not make or permit to be made a public announcement or media release about any aspect of the Contract unless the Bank gives the Bidder its prior written consent.

4.23 Relationship between the Parties:

a) Nothing in the Contract constitutes any fiduciary relationship between the Bank and Successful Bidder/Bidder’s Team or any relationship of employer - employee, principal and agent, or partnership, between the Bank and Bidder.

b) No Party has any authority to bind the other Party in any manner whatsoever, except as

agreed under the terms of the Contract. c) The Bank has no obligations to the Successful Bidder’s team, except as agreed under the

terms of the Contract.

4.24 No Assignment

The Contract cannot be transferred or assigned by the Successful Bidder without the prior written approval of IDBI Bank.

4.25 Entire Contract

The terms and conditions laid down in this RFP and all annexure thereto shall be read in consonance with and form an integral part of the Contract. The Contract shall supersede any prior Contract, understanding or representation of the Parties on the subject matter.

4.26 Governing Law

The Contract and any non-contractual obligations arising out of or in connection with the


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Contract shall be governed by the laws of Republic of India. These provisions shall survive the Contract.

4.27 Jurisdiction of Courts

The courts at Mumbai, India have non-exclusive jurisdiction to determine any proceeding in relation to the Contract. These provisions shall survive the Contract.

4.28 Suspension of Payment to the Bidder

The Bank may by a written notice of suspension, suspend all payments to the Successful Bidder under the Contract, if the Successful Bidder failed to perform any of its obligations under the RFP/Contract, (including the carrying out of the Service(s)) provided that such notice of suspension:

i. Shall specify the nature of the failure and ii. Shall request the Successful Bidder to remedy such failure within a specified period from

the date of issue of such notice of suspension. 4.29 Change Orders/Alteration/Variations

a) The Bidder agrees that the requirements given in specifications, charts, etc., in the Bid Documents are minimum requirements of mere indicative nature and are in no way exhaustive. It shall be the responsibility of the Bidder to meet all the requirements of specifications, charts, etc., and other criteria contained in the Bid Documents and any upward revisions and/or additions of quantities, specifications, charts, etc., of the Bid Documents required to be made during execution of the work shall not constitute a change order and shall be carried out without a change order as forming part of the Services agreed hereunder and shall be carried out without any time and cost effect to the Bank. Further, upward revisions and or additions required to make Bidder’s OFSAA and installation procedures to meet Bid Documents requirements expressed and to make entire facilities safe, operable and as per specified codes and standards shall not constitute a change order and shall be carried out without any time and cost effect to the Bank. Any upward revision and/or additions consequent to errors, omissions, ambiguities, discrepancies in the specification etc. of the Bid Documents which the Bidder had not brought out to the Purchaser’s notice in his Bid shall not constitute a change order and such upward revisions and/or addition shall be carried out by Bidder without any time and cost effect to the Bank.

b) Purchaser may, at any time, by a written order given to the Bidder, make changes within the general scope of the Contract in any one or more of the following:

i. Functional specification ii. The Services to be provided by the Bidder

c) If any such change causes an increase or decrease in the cost of, or the time required for the Bidder’s performance or observance of any provisions under the Contract, an equitable adjustment shall be made in the Contract price or delivery schedule, or both, and the Contract shall accordingly be amended as may be decided by the Bank. Any claims by the Bidder for adjustment under this clause must be asserted within 30 (thirty) days from the date of knowledge of the Bank’s change order by the Bidder.


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d) Any change order as stated above comprising an alteration which involves change in the cost of the works (which sort of alteration is hereinafter called a “Variation”) shall be the subject of an amendment to the Contract by way of an increase or decrease in the Contract Price and adjustment of the implementation schedule if any.

e) If the Contract provides applicable rates for the valuation of the variation in question, the Contract price shall be increased or decreased in accordance with those rates.

f) Any change order shall be duly approved by the Bank (including any modification/change in the Contract Price) in writing.

g) If there is a difference of opinion between the Bidder and the Bank whether a particular work or part of the work constitutes a change order or not, the decision of the Bank shall be final, conclusive and binding on the Bidder.

4.30 Liquidated Damages

a) If the Bidder fails to deliver the services as per this RFP within the time period(s) specified in the Contract, the Bank shall, without prejudice to its other rights and remedies under and in accordance with the Contract, deduct from the Contract price, as liquidated damages, a sum equivalent to 1% percent per week or part thereof of respective order cost subject to maximum deduction of 5% of the order value of the delayed services. In case of undue delay beyond a period of 15 days unless otherwise waived by the Bank, the Bank in its discretion may consider termination of the Contract.

b) If the Bidder fails to complete the entire work before the scheduled completion date or the extended date or if Bidder repudiates the Contract before completion of the Services, the Bank may without prejudice to any other right or remedy available to the Bank as under the Contract recover from the Bidder, as ascertained and agreed liquidated damages and not by way of penalty:

c) The Purchaser may without prejudice to its right to effect recovery by any other method, deduct the amount of liquidated damages from any money belonging to the Bidder in its hands (which includes the Bank’s right to claim such amount against Bidder’s Bank Guarantee) or which may become due to the Bidder. Any such recovery or liquidated damages shall not in any way relieve the Bidder from any of its obligations to complete the works / Services or from any other obligations and liabilities under the Contract.

4.31 Addresses for Notices

a) All notices, requests, consents, waivers or other communication required or permitted hereunder shall be in writing and shall be deemed properly served: (i) if delivered by hand and received by an authorized employee or officer of the Party, (ii) 3 (three) days after being given to a reputed courier with a reliable system for tracking delivery, (iii) upon receipt of confirmation receipt when sent by facsimile; or (iv) 14 (fourteen) days after the date of dispatch by certified or registered mail, postage prepaid, return receipt requested; (v) when sent by electronic mail. All notices and other communication shall be addressed in following format:


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In the case of Bank IDBI Bank Limited IDBI Tower, WTC Complex, Cuffe Parade, Mumbai – 400 005, Maharashtra Attn: Shri __________________(DGM-IT) Tel: +91-22-XXXXXXXX, Fax: +91-22-27566313 Email: [•]

In the case of the Bidder

------------------------ ------------------------ ------------------------ Attn: Shri Tel: +91- Fax: +91- Email: [•]

b) A Party may change its address and/or addressee for notification purposes at any time during the term hereof by giving the other Party written notice in accordance with the terms hereof and the date on which such change will become effective.

4.32 Taxes and Duties

4.32.1 Bidder will be entirely responsible for all applicable taxes, duties, levies, imposts, costs,

charges, etc., in connection with the contract at site including incidental services and commissioning. Octroi / Entry Tax / Local Body Tax (LBT) payable will be exclusive as applicable at actual, on submission of original receipt drawn in the name of “IDBI Bank Limited”. Income / Corporate taxes in India: The Bidder shall be liable to pay all corporate taxes and income tax that shall be levied according to the laws and regulations applicable from time to time in India and the Price Bid by the Bidder shall exclude all such taxes in the Contract price.

4.32.2 Tax Deduction at Source: Wherever the laws and regulations require deduction of such taxes at the source of payment, Bank shall effect such deductions from the payment due to the Bidder. The remittance of amounts so deducted and issuance of certificate for such deductions shall be made by the Bank as per the laws and regulations in force. Nothing in the Contract shall relieve the Bidder from his responsibility to pay any tax that may be levied in India on income and profits made by the Bidder in respect of this RFP/the Contract.

4.32.3 The Bidder’s staff, personnel and labor will be liable to pay personal income taxes in India in respect of such of their salaries and wages as are chargeable under the laws and regulations for the time being in force, and the Bidder shall perform such duties in regard to such deductions thereof as may be imposed on him by such laws and regulations.

4.32.4 It shall be the responsibility of the Bidder to submit to the concerned Indian authorities the returns and all other connected documents required for this purpose. The Bidder shall also provide the Bank such information, as it may be required in regard to the Bidder’s details of payment made by the Bank under the Contract for proper assessment of taxes and duties. The bidder or their personnel shall bear all the taxes if any, levied on the Bidder’s and Bidder’s personnel. The amount of tax withheld by the Bank shall at all times be in accordance with Indian Tax Law and the Bank shall promptly furnish to the Bidder original certificates (Challans) for tax deduction at source and paid to the Tax Authorities.


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4.32.5 The Bidder agrees that he shall comply with the tax statutes in force from time to time and pay all applicable taxes, as may be imposed/levied on them by the Indian tax authorities, for the payments received by them for the works under the Contract.

4.32.6 Should the Bidder fail to submit returns/pay taxes as per the time-limit stipulated under the Income -tax Act, and consequently if any interest or penalty is imposed by the income-tax authority, then the Bidder shall indemnify the Bank against any and all liabilities or claims arising out of this RFP/the Contract for such taxes including interest and penalty any such tax Authority may assess or levy against the Bank/ Bidder.

Prices payable to the Bidder as stated in the Contract shall be firm and not subject to adjustment during performance of the Contract, irrespective of reasons whatsoever, including exchange rate fluctuations.

4.33 Bidder’s Integrity

The Bidder is responsible for and obliged to conduct all contracted activities strictly in accordance with Contract using state-of-the-art methods and economic principles and exercising all means available to achieve the performance specified in the Contract.

4.34 Bidder’s Obligations: a) The Bidder is obliged to work closely with Bank staff, act within its own authority and abide by

directives / instructions issued by Bank from time to time. The Bidder will abide by the job safety measures prevalent in India and will free Bank from all demands or responsibilities arising from accidents or loss of life, the cause of which is the Bidder’s negligence.

b) The Bidder would be required to install and implement the requisite support and information

technology infrastructure to enable the Bank to meet the operational objectives. It will be the Bidder’s responsibility to ensure the proper and successful implementation.

c) The Bidder shall be responsible for managing the activities of its personnel and / or personnel

working pursuant to its instructions; and shall be liable for any misdemeanors.

4.35 Start of Installation

Prior to taking up installation of any major component of work, the Bidder shall submit to the Bank his proposed procedures and obtain Bank’s approval in writing.

4.36 Information Security

a) The Bidder and its personnel shall not carry any written material, layout, diagrams, floppy diskettes, hard disk, storage tapes or any other media out of the Bank’s premise without written permission from the Bank.

b) The Bidder personnel shall follow Bank’s information security policy and instructions in this behalf.

c) Bidder acknowledges that Bank’s business data and other proprietary information or materials, whether developed by the Bank or being used by Bank pursuant to a license agreement with a third party (the foregoing collectively referred to herein as “Proprietary Information”) are


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confidential and proprietary to the Bank; and Bidder agrees to use reasonable care to safeguard the Proprietary Information and to prevent the unauthorized use or disclosure thereof, which care shall not be less than that used by Bidder to protect its own proprietary information. Bidder recognizes that the goodwill of the Bank depends, among other things, upon Bidder keeping such Proprietary Information confidential and that unauthorized disclosure of the same by Bidder could damage the Bank. By reason of Bidder’s duties and obligations hereunder, Bidder may come into possession of such Proprietary Information, even though Bidder does not take any direct part in or furnish the Services performed for the creation of said proprietary information and shall limit access thereto to employees with a need to such access to perform the Services required by this RFP/Contract. Bidder shall use such information only for the purpose of performing the Services.

d) Bidder shall, upon termination of the Contract for any reason, or upon demand by the Bank, whichever is earliest, return any and all information provided to Bidder by the Bank, including any copies or reproductions, both hardcopy and electronic.

4.37 Records of Contract Documents The Bidder shall at all-time make and keep sufficient copies of the drawings, designs, data, specifications, charts, etc., and the documents including any Contract documents for him to fulfill his duties and obligations under the Contract.

4.38 Ownership and Retention of Documents

4.38.1 The Bank shall own the documents, prepared by or for the Bidder arising out of or in connection with this RFP/the Contract.

4.38.2 Forthwith upon expiry or earlier termination of this RFP/the Contract and at any other time on demand by the Bank, the Bidder shall deliver to the Bank all documents provided by or originating from the Bank and all documents produced by or from or for the Bidder in the course of performing the Services, unless otherwise directed in writing by the Bank at no additional cost. The Bidder shall not, without the prior written consent of the Bank store, copy, distribute or retain any such Documents.

4.39 Term and Extension of the Contract

a) The term of the Contract shall be initially for a period of one year from the date of signing of the contract.

b) The Bank shall reserve the sole right to grant any extension to the term above mentioned and shall notify in writing to the Bidder, at least three months before the expiration of the term hereof, whether it will grant the Bidder an extension of the term. The decision to grant or refuse the extension shall be at the discretion of Bank.

4.40 Conflict of Interest

The Bidder shall disclose to the Bank in writing, all actual and potential conflicts of interest that exist, arise or may arise (either for the Bidder or the Bidder’s team) in the course of performing the Services as soon as practical after it becomes aware of that conflict.


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Section 5: SERVICE LEVEL REQUIREMENTS

5.1 Purpose:

a. This section lists the minimum service level requirement to be maintained by Bidder on award of the contract.

b. The Bidder has to enter into a service level contract with the Bank before the award of the contract as per the format provided by the Bank.

5.2 Service Level expectations for OFSA implementation:

Implementation and Integration services The Bidder will be required to get the Completion Certificate (as per Annexure 6), in original, duly signed & stamped by the Bank Officials for having implemented and tested the OFSAA solutions (“the System”) at the Bank. Payments will be released as per the Payment terms referred in sub-section 3.19 of this RFP Penalty amount will be mutually agreed between the Bidder and IDBI Bank. Breach of service levels expectations consistently on part of the Bidder may lead to invocation of clause for “Termination for Default”

Category Severity Timeframe for

Problem analysis & response

Timeframe for resolutions

Problem/ Issue/ Defect

Critical 1 Hr 1 Day High 2 Hr 2 Days Low 8 Hr (One Day) 4 Days

Problem/Issue/Defect: This should be defined as any flaw within the System which does not allow the end user to perform its regular operations as per the specifications/operational guidelines /functionality requirements in a stipulated timeframe.

Any problems/Issues /Defects, reported by Users should be categorized based on severity as follows:

Critical: When the System operation has stopped or halted or when the System is malfunctioning, such that it does not function as required and stipulated business operations are hampered.

High: When the System operation has stopped or halted or when the system is malfunctioning but a workaround is available for the same. Low: Minor irritancies during operations.


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Section 6 – BID FORMS

Various forms to be used in reference to this RFP are as follows:

Annexure Details

1 Contents and Format of Technical Bid

Form-1 Technical Bid Form

- Template for Pre-Bid queries

2 Commercial Bid Form

3 Price Schedule format

4 Contract Form

5 Performance Security / Performance Bank Guarantee Form

6 Completion Certificate

7 Unconditional Acceptance of Terms and Conditions of RFP

8 Non-Disclosure Agreement

9 Deed of Indemnity

10 Format for Covering Letter

11 Undertaking

12 Format for Evaluation of Eligibility Criteria

13 Fulfilment of Eligibility Criteria

14 Technical Bid Evaluation Criteria

15 Experience Certificate Format

16 Project Team Profiles


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Annexure -1 - Contents and Format of Technical Bid

The major sections of the proposal should be organized as follows:

Introduction

This section should provide a brief write-up about the proposal, Bidder Information

This section should provide all the relevant information about the Bidder, including the required information as under:

Company profile

Provide an overview of the company including a brief history of the company, financial position, products and services portfolio etc.

Describe any relevant partnerships.

Your commitment to ongoing development of your solutions.

Your skills, experience and/or knowledge your company can provide to the Bank that our internal experts or your competitors cannot.

Describe your company’s growth over the past 3 yrs.

Company locations

Please provide a list of locations where the company has direct presence.

Customer references

Please provide us with purchase order copies for supply/installation/maintenance and support to any Scheduled Commercial Bank/Public Sector Bank/Company operating in India of having completed/is in the process of completing a minimum of 1 implementation and its related experience (need not be in the current product version proposed) in the proposed OFSA solution. The solution implementation experience could be in any of the two solutions out of the three mentioned under OFSAA (ALM, FTP, LRM and PM).

Financial Details

The Bidder is required to provide the following financial information:

Audited Balance Sheet and Profit and Loss account for the last three financial years Profitability figures for the last two years.

Maintenance & Support

This section should discuss the Maintenance & Support methodology to be adopted by the Bidder.

List of Documents/ Enclosures

Documents, other than the commercial documents, that must be submitted with the proposal are the following:-

a) Covering letter as mentioned in Annexure 10. b) Undertaking letter as mentioned in Annexure 11.


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c) Unconditional Acceptance of Terms & Conditions of the RFP (Annexure-7). d) Original copy of Bid duly signed along with original purchase receipt of the RFP / Bid

Document. e) When the RFP/Bid Document has not been purchased on payment, all the Bids must be

accompanied by a Demand Draft for an amount equal to the cost of RFP/Bid Document. f) All the Bids must be accompanied by a Bid Security/EMD as specified in this RFP/Bid

Document. g) Bidder should provide audited Balance Sheets (duly certified/authenticated) as a supporting

document. The Bids submitted by the prospective Bidders shall be summarily rejected, if it does not comply with the turnover condition mentioned above in Section 1.4 (Eligibility Criteria) of this RFP.

h) Bidder should submit a letter stating its year of incorporation, line of business and self declaration stating that they are not in the negative list of/nor blacklisted by any bank/ government organization. This letter should be on the company letter head and duly signed by authorized signatory.

i) Bidder should submit copies of Purchase orders/invoices for having secured / implemented the proposed Services to any scheduled commercial bank operating in India, if any.

j) Details of technical staff available in Mumbai to support the project. k) Project plan for delivery and implementation from the date of the PO. l) Bidders should provide all the information necessary as per the RFP/Bid Document, failing

which their proposals are liable to be summarily rejected.


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Annexure 1 …contd ... (Form 1)

TECHNICAL BID FORM (To be included in Technical Bid Envelope)

Date: ……………….. DGM - IT IDBI Bank Limited, IDBI Tower, 18th floor, WTC Complex, Cuffe Parade, Mumbai – 400 005. Dear Sir:

Reg: Engaging Bidder

Ref: ____________________________________ After going through the Bid Documents, the receipt whereof is hereby duly acknowledged, we the undersigned, unconditionally and irrevocably offer our services for system integration in conformity with the said Bid Documents. We agree and undertake that, if our Bid is accepted, to deliver and commission the Services in accordance with the delivery schedule specified in the schedule of requirements. If our Bid is accepted, we will obtain bank guarantee in a sum equivalent to 10 (ten) percent of the Contract Price for the due performance and observance of the Contract, in the form and manner prescribed by and to the satisfaction of IDBI Bank Limited (Bank). We agree and undertake to abide by the bid terms of Bank including the rates quoted therein for the orders awarded by Bank up to the period prescribed in the Bid, which shall be final and conclusive and remain binding upon us. Until a formal contract is finalized and executed, this Bid Documents, together with relevant documents as amended, modified, supplemented, revised, modified by addendum, etc., if any, at the sole discretion of Bank duly initialed/executed shall constitute a binding Contract between us. We agree and undertake that, in competing for (and, if the Bid is accepted by you) the above contract, we will strictly observe the laws inter alia, in particular, against fraud and corruption in force in India namely “Prevention of Corruption Act, 1988” and similar laws and also strictly abide by and observe all applicable laws. We agree and confirm that you are not bound to accept the lowest or any Bid you may receive and you also have the right to re-issue/re-commence the Bid. Any decision in this regard by you shall be final and binding on us. We enclose a demand draft of Rs. ___________/- (Rs. ______________ only) towards Bid Security (EMD), in favour of "IDBI Bank Limited." drawn on ____________, _________ Branch payable at Mumbai.


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We understand that the Bid Security will be refunded after the Bidder signing the Contract and furnishing of the Performance Bank Guarantee in case of successful Bidder and within a period of 90 (Ninety) days after the expiry of Bid validity period for unsuccessful Bidders. We have noted that Bid Security shall not carry any interest.

Dated this ……………………….. Day of ……………………..2015.

(Signature) (Name) (In the capacity of)

Duly authorized to sign bid for and on behalf of _________________________________________


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Template for Pre-Bid Queries

Bidder Name :

Contact Person :

Contact no / email id:

S.No RFP Ref Page no

RFP Clause no

Existing clause Details Clarification Sought

1

2

3

4

5

6

7


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Annexure 2 - Commercial Bid Form

The Bidder is expected to quote the costs for all items required for fully complying with the requirements of the RFP in the respective sections of the price bid. The prices for the respective sections would be deemed to include all components required to successfully implement and maintain the solution for the period of the contract.

Items as per technical specifications provided in RFP (forming part of TCO)

Sr. No Item Description

Total Cost exclusive of all taxes/levies

etc 1 OFSAA-ALM Application listed in the RFP including building Interfaces /

Project Management / Requirement Study / design / coding / existing Customization and Reports / testing / UAT / Training (Both Technical and

Functional) / Deployment / Post Deployment & Support / Cost of Installation, Implementation (for both DC and DRC) as per Scope of work defined in the RFP and Go Live

2 OFSAA-FTP Application listed in the RFP including building Interfaces /



3 OFSAA-PM Application listed in the RFP including building Interfaces /



4 ORACLE-Liquidity Risk Management (LRM) Module including building

Interfaces / Project Management / Requirement Study / design / coding / Reports / testing / UAT / Training (Both Technical and Functional) / Deployment / Post Deployment & Support / Cost of Installation, Implementation (for both DC and DRC) as per Scope of work defined in the RFP and Go Live

5 Cost of Additional Customization effort (as per Man-days applicable across the contract period and post implementation - for evaluation purpose as 30 days)

6 Cost for development of additional MIS/Reports (for evaluation purpose as 50 Reports)

7 Post Implementation Support up to 3 months from Go Live of the last Module

Total Total Amount exclusive of all taxes. (In figures) Total Amount exclusive of all taxes. (In Word)


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Note: a) The Total Cost quoted will be exclusive of applicable taxes viz. sales tax, VAT, Service tax, etc. Octroi / Entry Tax / Local Body Tax (LBT) payable will be exclusive as applicable at actual, on submission of original receipt drawn in the name of “IDBI Bank Limited”.

b) The value quoted in Sr. No 5 above for 30 days will be used for computing TCO. The per man-day rate arrived will be used for future customization requirement after the completion of the project till a period of One year from Go Live.

c) The Bank will pay to the Bidder, the proportionate rate based on the Cost quoted in Sr. No.6 for the additional reports (over and above the existing reports) that are delivered, on a pro-rata basis, post the satisfactory acceptance of those reports by the Bank. The said rate would be applicable across the Contract period and post implementation.

d) The cost quoted for Sl No. 4 will be considered as part of TCO for evaluation. However, the Bank may, at its discretion, choose/opt either to implement or not as per its requirement during the period of contract.

Authorised Signatory

Name:

Company Name and Stamp

Terms & Conditions: Please note that the cost break up must be provided strictly in the format specified above. Bank reserves the exclusive right to accept any bid, and to annul the bid process and reject all bids at any time prior to award of contract without thereby incurring any liability to the affected Bidder or Bidders or any obligation to inform the affected Bidder or Bidders of the grounds for Bank’s action. Bank also reserves the right to procure one or more modules related to OFSAA, depending on requirement. Any decision in these regards by the Bank shall be Final, conclusive and binding on the Bidder. The Bank shall not entertain any claim or be responsible for the same.


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Annexure 3 - Price Schedule Format

(To be included in the Price Proposal)

a) Having perused the Bid Documents, the receipt of which is hereby duly acknowledged, we, the undersigned, offer our services as Bidder, in conformity with the said Bid Documents at fees mentioned in the commercial bid.

b) The above fees include all costs (exclusive of duties, levies, taxes, service tax and octroi) including local travelling expenses, cost of stationery, assisting Bank in replying to inspection remarks of Banks, if any, etc.

c) When works are executed wholly or in part which involves the Bidder services in such cases value of such whole or partly work will be taken into consideration for the purpose of calculating the Bidder fees. However, for any such works independently undertaken by Bank along with works under progress where the Bidder has no direct role or responsibility such value of work will not be eligible for Bidder fees.

d) In case of discrepancy between unit price and total price, the unit price shall prevail.

e) In case of discrepancy between figures and words, the amount in words shall prevail.

f) No increase in costs irrespective of reasons (including exchange rate fluctuations, etc.) whatsoever shall be admissible during the period of the Contract.

g) For the above, any decision of Bank, in this behalf shall be final, conclusive and binding on Bidder.

Signature of Bidder: _________________

Name : _________________

Business address : _________________

Offices Seal :_________________

Place:

Date:


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Annexure 4 - Contract Form THIS AGREEMENT (hereinafter called “the Contract”) made at Mumbai on the ………day of ……………………. 2015. Between IDBI BANK LIMITED, a company registered under the Companies Act, 1956 (1 of 1956) and a banking company within the meaning of Section 5 (c) of the Banking Regulation Act, 1949 (10 of 1949) and having its registered office at IDBI Tower, WTC Complex, Cuffe Parade, Mumbai – 400 005 (hereinafter called “Bank” which expression shall unless it be repugnant to the subject, context or meaning thereof shall be deemed to mean and include its successors and assigns) of the ONE PART and ……………. (Name of Bidder) of …………………… (Please specify the registered office of the Bidder) (Hereinafter called “the Bidder/Successful Bidder” which expression shall unless it be repugnant to the subject, context or meaning thereof shall be deemed to mean and include its successors and permitted assigns) of the OTHER PART;

The Bank and Bidder are hereinafter collectively referred to as "Parties" and individually as Party-

WHEREAS the Bank invited Bids for certain Services viz Project Management/Requirement Study/design/coding/testing/UAT/ Deployment/ Go Live, Post Deployment Support for OFSA implementation and has accepted a Bid by the Bidder for rendering of the Service(s) for the sum of ……………………… (Contract Price in Words and Figures) (Hereinafter called “the Contract Price”).

NOW THIS AGREEEMENT WITNESSETH AND IT IS HEREBY AGREED BY AND BETWEEN THE PARTIES HERETO AS FOLLOWS:

In this Agreement words and expressions not specifically defined shall have the same meanings as are respectively assigned to them in the RFP/Contract referred to.

The following documents of Bid No._________________________ together with the RFP and all its annexure, schedules and forms, as amended from time to time, and this Contract, and the following related documents shall be deemed to form and be read and construed as part of these presents:-

a) Invitation for Bids b) General Instructions to Bidders c) The Bid form and the price schedule submitted by the Bidder; d) Service level expectations e) The terms and conditions of Contract; f) The Bank’s notification of award; g) Schedule of dates, amounts etc.

The Contract supersedes any prior agreement, contract, understanding or representation of the Parties

on the subject matter.

In consideration of the payments to be made by the Bank to the Bidder as hereinafter mentioned, the Bidder hereby agrees and covenants with the Bank to provide/render the Service(s) and to remedy defects, if any therein, strictly in conformity in all respects with the provisions of the Contract.

The Bank hereby agrees and covenants to pay the Bidder in consideration of the rendering of the Service(s) and the remedying of defects, if any therein, the Contract price or such other sum as may become payable under the provisions of the Contract at the times and in the manner prescribed by the Contract.


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IN WITNESS WHEREOF the parties hereto have caused these presents to be executed on the day, month and year first above written. Signed and Delivered by the within named Signature : Name : Date :- .......................... IN THE PRESENCE OF 1. Signature Name :- ....................... Address :- ....................... 2. Signature Name :- ....................... Address : ....................... Signed and Delivered by ......... ......................... the within named M/s. .................................. .................................. Date :- ....................... IN THE PRESENCE OF : 1. Signature 2. Signature Name :- ...................... Name : ………………………. Address :- ...................... Address : ……………………


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Annexure 5 - Performance Security / Performance Bank Guarantee Form

Bank Guarantee No. Bank Guarantee Amount Expiry Date Claim Amount Account

___________________________________ ___________________________________ ___________________________________ ___________________________________ M/s.

GUARANTEE FOR PERFORMANCE OF CONTRACT

THIS GUARANTEE AGREEMENT executed at ___________ this ________ day of _____________ Two Thousand ______________________ BY : ______________________ Bank, a body corporate constituted under _______________, having its Registered Office/ Head Office at ______________, and a Branch Office at _________________________________________________ (hereinafter referred to as “the Guarantor”, which expression shall, unless it be repugnant to the subject, meaning or context thereof, be deemed to mean and include its successors and assigns) IN FAVOUR OF: IDBI BANK LIMITED, a company registered under the Companies Act, 1956 (1 of 1956) and a banking company within the meaning of Section 5 (c) of the Banking Regulation Act, 1949 (10 of 1949) and having its registered office at IDBI Tower, WTC Complex, Cuffe Parade, Mumbai – 400 005 (hereinafter referred to as “Bank” which expression shall unless it be repugnant to the subject, meaning or context thereof, be deemed to mean and include its successors and assigns), WHEREAS the Bank desires to implement Oracle Financial Services Analytical Applications (OFSA) for improving the OFSA functionality and to improve performance, and had accordingly called for bids for installation, Integration, implementation of OFSA solution required by the Bank ……………………… have been appointed as the vendor (hereinafter referred to as " “Vendor”) and accordingly the Vendor has entered into Contract with the Bank subject to the terms and conditions contained in the Contract and the said documents. The vendor has strictly agreed to abide with the terms of Contract and the said documents. AND WHEREAS pursuant to the Bid Documents, the Contract, and the other related documents (hereinafter collectively referred to as “the said documents”, the Bank has agreed to avail from the Vendor and the Vendor has agreed to provide to the Bank …………………. , more particularly described in the said documents (hereinafter collectively referred to as “the Service(s)”), subject to payment of the Contract price, as stated in the said documents and also subject to the terms, conditions, covenants, provisions and stipulations contained the said documents.


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AND WHEREAS the Vendor has duly signed the said documents. AND WHEREAS in terms of the Contract, the Vendor has agreed to provide the Service(s) and to procure an unconditional and irrevocable performance bank guarantee, in favour of the Bank, from a bank acceptable to the Bank for securing the faithful observance and performance by the Vendor of the terms, conditions, covenants, stipulations, provisions of the Contract/the said documents. AND WHEREAS at the request of the Vendor, the Guarantor has agreed to guarantee the Bank, payment of the 10 % of the Contract Price amounting to …………………………..(in words) towards faithful observance and performance by the Vendor of the terms of the Contract and the said documents. NOW THEREFORE THIS AGREEMENT WITNESSETH AS FOLLOWS: In consideration of the above premises, the Guarantor hereby unconditionally, absolutely and irrevocably guarantees to the Bank as follows: The Guarantor hereby guarantees and undertakes to pay, on demand, to the Bank at its office at Mumbai forthwith, the sum of `……………………………………….or any part thereof, as the case may be, as aforesaid due to the Bank from the Vendor, towards any loss, costs, damages, etc. suffered by the Bank on account of default or breach of the Vendor in the faithful observance and performance of the terms, conditions, covenants, stipulations, provisions of the Contract and the said documents, without any demur, reservation, contest, recourse or protest or without any reference to the Vendor. Any such demand or claim made by the Bank, on the Guarantor shall be final, conclusive and binding, notwithstanding any difference or any dispute between the Bank and the Vendor or any dispute between the Bank and the Vendor pending before any Court, Tribunal, Arbitrator, or any other authority. The Guarantor agrees and undertakes not to revoke this Guarantee during the currency of these presents, without the previous written consent of the Bank and further agrees that the Guarantee herein contained shall continue to be enforceable until and unless it is discharged earlier by the Bank, in writing. The Bank shall be the sole judge to decide whether the Vendor has failed to perform and/or observe the terms of the Contract of the said document for providing the Services by the Vendor to the Bank, and on account of the said failure what amount has become payable by the Vendor to the Bank under this Guarantee.

The decision of the Bank in this behalf shall be final, conclusive and binding on the Guarantor and the Guarantor shall not be entitled to call for any proof from the Bank nor demand the demand the Bank to establish its claim under this Guarantee nor contest the claim of the Bank, but shall pay forthwith, the sums demanded, without any objection and despite any contestation made by the Vendor or any third party, whatsoever. The Guarantor shall on demand make the payment without set-off and free and clear of any deductions, charges, fees, or withholding of any nature presently or in the future imposed, levied, collected, withheld or assessed by the Government or any political subdivision or authority and therein and thereof.


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To give effect to this Guarantee, the Bank, may act as though the Guarantor was the principal debtor to the Bank. The liability of the Guarantor, under this Guarantee shall not be affected by: (a) any change in the constitution or winding up of the Vendor or any absorption, merger or

amalgamation of the Vendor with any other company, corporation or concern; or (b) any change in the management of the Vendor or takeover of the management of the Vendor by the

Government or by any other authority; or (c) acquisition or nationalisation of the Vendor and/or of any of its undertaking(s) pursuant to any law;

or any change in the constitution of IDBI Bank / Vendor; or (d) any change in the setup of the Guarantor which may be by way of change in the constitution,

winding up, voluntary or otherwise, absorption, merger or amalgamation or otherwise; or (e) the absence or deficiency of powers on the part of the Guarantor to give guarantees and/or

indemnities or any irregularity in the exercise of such powers. (f) any variance in the terms and conditions of the RFP / Bid Documents / Contract. (g) any act or omission, time or indulgence granted by IDBI Bank to the Vendor and / or Guarantor if

any will also not discharge this Guarantee or otherwise vitiate or affect or prejudice this Guarantee. Notwithstanding anything to the contrary contained herein, and/or any indulgence shown by IDBI Bank, the Guarantee hereby furnished shall remain in full force and effect until the ultimate balance of the entire dues of IDBI Bank being Rs. [_________] under this Guarantee as aforesaid have been paid in full. Notwithstanding anything contained hereinabove, the liability of the Guarantor hereunder shall not exceed the rupee equivalent of ………………………………………. (in words) being the 10% of the Contract Price. This Guarantee will expire on _______________(expiry date to be 1year plus 6 months from the date of contract, called as the Validity Period.) The Guarantor hereby agrees and undertakes to extend the validity period of this guarantee for a further period as decided by IDBI Bank when such request is received 15 days before the expiry of Validity Period of the Guarantee. Any demand or claim under this Guarantee must be received by the Guarantor by ……….(date) (3 months after the expiry date) The words and expressions not specifically defined shall have the same meanings as are respectively assigned to them in the RFP For all purposes connected with this Guarantee and in respect of all disputes and differences under or in respect of these presents or arising there from the courts of / Mumbai city where the Bank has its Registered Office shall alone have jurisdiction to the exclusion of all other courts. IN WITNESS WHEREOF the Guarantor has caused these presents to be executed on the day, month and year first herein above written as hereinafter appearing. SIGNED AND DELIVERED BY the within named Guarantor, ______________________, by the hand of Shri.__________,its authorised official.


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Annexure 6 - Completion Certificate Ref. No. Date: M/s. Certificate of completion of the Services (i.e. the integration, implementation and testing of Oracle Financial Services Analytical Applications (OFSAA) for IDBI Bank Ltd. This is to certify that the integration, implementation and testing of Oracle Financial Services Analytical Applications (OFSAA) at IDBI Bank has been successfully completed in accordance with the Contract. Contract No. ______________________________ dated ________ Date of commissioning and proving test ____________________ Details of Service(s) not yet supplied and recoveries to be made on that account: Sr. No. Description Amount to be recovered The Vendor has fulfilled his contractual obligations satisfactorily* Or The Vendor has failed to fulfil his contractual obligations with regard to the following: (a) (b) (c) (d) The amount of recovery on account of non-rendering of Service(s) is given under SLA section of the RFP. The amount of recovery on account of failure of the Vendor to meet his contractual obligations is as indicated in endorsement of the letter. Signature: ___________________ Name : ___________________ Designation: _________ ____________________________


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Annexure 7 - Unconditional Acceptance of Terms and Conditions of RFP

(To be submitted on the Company’s Letter Head)

To, DGM-IT, IDBI Bank Ltd. IDBI Tower, 18th floor, WTC Complex, Cuffe Parade, Mumbai – 400 005. Dear Sir,

Ref: RFP for implementation and testing of Oracle Financial Services Analytical Applications (OFSAA) This is to confirm that we unconditionally accept all the terms and conditions as mentioned in the

said RFP floated for IDBI Bank Ltd. regarding implementation and Testing of Oracle Financial Services

Analytical Applications (OFSAA)

Authorized Signatory ( ) Designation Company Seal


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Annexure 8 - Non-Disclosure Agreement This Non-Disclosure Agreement entered into between IDBI Bank Limited, a company incorporated and registered under the Companies Act, 1956 (1 of 1956) and a banking company within the meaning of Section 5 (c) of the Banking Regulation Act, 1949 (10 of 1949) and having its registered office at IDBI Tower, WTC Complex, Cuffe Parade, Mumbai – 400 005 (hereinafter called “Bank” which expression shall unless it be repugnant to the subject, context or meaning thereof shall be deemed to mean and include its successors and assigns) of the ONE PART and M/s……………. (Name of Successful Bidder) of …………………… (Please specify the registered office of the Successful Bidder (hereinafter called “the Vendor” which expression shall unless it be repugnant to the subject, context or meaning thereof shall be deemed to mean and include its successors) of the OTHER PART; WHEREAS, Bank called for the bids for engagement of Bidder for implementation and testing of Oracle Financial Services Analytical Applications (OFSAA). The Vendor, after going through the Bid Documents and being interested to act as Bidder and provide the services for installation and commission of OFSAA System, has submitted its Bid. WHEREAS, the Bidder is aware and confirms that all the Confidential Information (as defined herein below) and the information, data, drawings, designs, documents etc. made available in the Bid Documents/the Contract and thereafter, regarding the Services or otherwise is privileged and strictly confidential and/or proprietary to Bank, In connection with this Agreement,

“Confidential Information” means all intellectual property information; technical or business information or material not covered; proprietary or internal information related to the current, future and proposed products or services of the Parties including, financial information, process/flow charts, business models, designs, drawings, data information related to products and services, procurement requirements, purchasing, customers, investors, employees, business and contractual relationships, business forecasts, business plans and strategies, information the Parties provide regarding third parties; information disclosed pursuant to this RFP/the Contract; documents, accounts, business plans, information or documents whatsoever, concerning business, policies, strategy, property, contracts, trade secrets, transactions, or interested parties of IDBI Bank or its Subsidiaries or Affiliates and/or any other information of either Party whether disclosed to the other Party in oral, graphic, written, electronic or machine readable form, and whether or not the information is expressly stated to be confidential or marked as such, all Trade Secrets and other proprietary information including but not limited to customer list, financial information, and pricing information.

NOW THEREFORE, in consideration of the foregoing, the Bidder agrees to all of the following conditions, for Bank, to grant the Bidder specific access to Bank’s property/information and other data. It is hereby agreed as under:

The parties agree that they shall hold in trust any Confidential Information received by either party, under this RFP / the Contract, and the strictest of confidence shall be maintained in respect of such Confidential Information. The parties also agree and undertake to:


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a) maintain and use the Confidential Information only for the purposes of this RFP/the Contract and only as permitted herein;

b) make copies as specifically authorized by the prior written consent of the other party and with the same confidential or proprietary notices as may be printed or displayed on the original;

c) restrict access and disclosure of confidential information to such of their employees, agents, vendors, and contractors strictly on a "need to know" basis, to maintain confidentiality of the Confidential Information disclosed to them in accordance with this clause; and

d) treat Confidential Information as confidential for a period of five (5) years from the date of receipt. In the event of earlier termination of this RFP/the Contract, the Parties hereby agree to maintain the confidentiality of the Confidential Information for a further period of [two (2)] years from the date of such termination.

Confidential Information in oral form must be identified as confidential at the time of disclosure and confirmed as such in writing within 30 days of such disclosure. Confidential Information does not include information which:

i. the recipient knew or had in its possession, prior to disclosure, without limitation on its confidentiality

ii. is independently developed by the recipient without breach of this RFP/the Contract iii. is the public domain iv. is received from a third party not subject to the obligation of confidentiality with respect to such

information v. is released from confidentiality with the prior written consent of the other party

The recipient shall have the burden of proving hereinabove are applicable to the information in the possession of the recipient.

Notwithstanding the foregoing, the parties acknowledge that the nature of the Services to be performed under this RFP/the Contract may require the Bidder’s personnel to be present on premises of Bank or may require the Bidder’s personnel to have access to computer networks and databases of Bank while on or off premises of Bank. It is understood that it would be impractical for Bank to monitor all information made available to the Bidder’s personnel under such circumstances and to provide notice to the Bidder of the confidentiality of all such information. Therefore, the Bidder agrees and undertakes that any technical or business or other information of Bank that the Bidder’s personnel, or agents acquire while on Bank premises, or through access to Bank computer systems or databases while on or off Bank premises, shall be deemed Confidential Information.

Confidential Information shall at all times remain the sole and exclusive property of the disclosing party. Upon termination of this RFP/the Contract, confidential information shall be returned to the disclosing party or destroyed, if incapable of return. The destruction shall be witnessed and so recorded, in writing, by an authorized representative of each of the parties. Nothing contained herein shall in any manner impair or affect rights of Bank in respect of the Confidential Information.

In the event that any of the parties hereto becomes legally compelled to disclose any Confidential Information, such party shall give sufficient notice to the other party to enable the other party to prevent or minimize to the extent possible, such disclosure. Neither party shall disclose to a third party any Confidential Information or the contents of this RFP/the Contract without the prior written consent of the other party. The obligations of this Clause shall be satisfied by handling Confidential Information with the same degree of care, which the receiving party applies to its own similar confidential


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information but in no event less than reasonable care. The obligations of this clause shall survive the expiration, cancellation or termination of this RFP/the Contract.

The provisions hereunder shall survive termination of the Contract.

Authorised Signatory : Name : Designation : Office Seal :

Place : Date : Accepted – Bank


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Annexure 9 - Deed of Indemnity This Deed of Indemnity executed at Mumbai on the ______ day of _______ by _____________________ (hereinafter referred to as “the Obligor” which expression shall unless it be repugnant to the context, subject or meaning thereof, shall be deemed to mean and include successors and permitted assigns);

IN FAVOUR OF

IDBI BANK LIMITED, a company registered and incorporated under the Companies Act, 1956 (1 of 1956) and a banking company within the meaning of section 5 (c) of the Banking Regulation Act, 1949 (10 of 1949) having its registered office at IDBI Tower, WTC Complex, Cuffe Parade, Mumbai – 400 005 (hereinafter referred to as “IDBI Bank ” which expression shall, unless it be repugnant to the subject or context or meaning thereof, be deemed to mean and include its successors and assigns)

WHEREAS

1. The Obligor has a) offered to IDBI Bank to implement and test Oracle Financial Services Analytical Applications

System solution (hereinafter referred to as the OFSA solution) for IDBI Bank , as stated under Section ……….. of RFP;

b) represented and warranted that they have all permissions, consents, approvals and license from all authorities, both regulatory / statutory and non-regulatory, for executing their Service(s) as stated in the Contract dated……… to IDBI Bank;

c) represented and warranted that the aforesaid Service(s) offered to IDBI Bank do not violate any provisions of the applicable laws, regulations or guidelines including laws relating to intellectual property rights, legal and environmental. In case there is any violation of any law, rules or regulation, which is capable of being remedied the same will be got remedied immediately during the implementation, maintenance and contract period to the satisfaction of IDBI Bank;

d) represented and warranted that they are authorised and legally eligible and otherwise entitled and competent to enter into such contract(s) with IDBI Bank;

1. IDBI Bank, relying and based on the aforesaid representations and warranties of the Obligor, has

agreed to avail the Service(s) of the Obligor on the terms and conditions contained in its Contract dated ____________________ (the Contract) with the Obligor;

2. One of the conditions of the aforesaid Contract is that the Obligor is required to furnish an

indemnity in favour of IDBI Bank indemnifying the latter against any loss, damages or claims arising out of any violations of the applicable laws, regulations, guidelines during the execution and rendering of its Service(s) to IDBI Bank over the contract period as also for breach committed by the Obligor on account of misconduct, omission or negligence or otherwise by the Obligor.

3. In pursuance thereof, the Obligor has agreed to furnish an indemnity in the form and manner and to the satisfaction of IDBI Bank as hereinafter appearing;

NOW THIS DEED WITNESSETH AS UNDER: - In consideration of IDBI Bank having agreed to award the aforesaid Service(s) / job to the Obligor, more particularly described and stated in the aforesaid Contract, the Obligor does hereby unconditionally, absolutely and irrevocably agree and undertakes that: -


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i. the Obligor shall, at all times hereinafter, save and keep harmless and indemnified IDBI Bank, including its respective directors, officers, employees, agents and representatives and keep them indemnified from and against any claim, costs, charges, damages, demand, losses, liabilities or expenses of any nature and kind whatsoever and by whomsoever made in respect of the said Contract and any loss or damage caused from and against all suits and other actions that may be instituted taken or preferred against IDBI Bank by whomsoever and all losses, damages, costs, charges and expenses that IDBI Bank may incur by reason of any claim made by any claimant for any reason whatsoever or by anybody claiming under them or otherwise for any losses, damages or claims arising out of all kinds of accidents, destruction, deliberate or otherwise, direct or indirect, from those arising out of violation of applicable laws including those relating to intellectual property rights, rules, regulations, guidelines and also from the environmental damages, if any, which may occur or result from the terms of the Agreement.

ii. The Obligor further agrees and undertakes that the Obligor shall, ensure that all the

permissions, authorizations, consents and licenses are obtained and renewed from the local and/or municipal and/or governmental authorities, as may be required under the applicable laws, rules, regulations, guidelines, orders framed or issued by any appropriate authorities.

iii. The Obligor further agrees to provide complete documentation of all to the Bank. The

Obligor shall also supply all services required for installation, Integration and maintenance of the OFSA Solution together with training material and literature and other related materials. The Obligor hereby indemnifies and keeps indemnified IDBI Bank including its respective directors, officers, employees, agents and representatives against any levies / penalties / claims / demands litigations, suits, actions, judgments, and or otherwise on account of any default and or breach and or otherwise in this regard.

iv. If any additional approval, consent or permission is required by the Obligor to execute and

perform the Contract during the currency of the Contract, they shall procure the same and/or comply with the conditions stipulated by the concerned authorities without any delay.

v. The obligations of the Obligor herein are irrevocable, absolute and unconditional, in each

case irrespective of the value, genuineness, validity, regularity or enforceability of the aforesaid Contract or other agreement, or the insolvency, bankruptcy, reorganization, dissolution, liquidation or change in ownership of IDBI Bank or Obligor or any other circumstance whatsoever which might otherwise constitute a discharge or defense of an indemnifier.

vi. The obligations of the Obligor under this deed shall not be affected by any act, omission,

matter or thing which, would reduce, release or prejudice the Obligor from any of the indemnified obligations under this indemnity or prejudice or diminish the indemnified obligations in whole or in part, including in law, equity or contract (whether or not known to it, or to IDBI Bank).

This indemnity shall survive the aforesaid Contract:


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i. Any notice, request or other communication to be given or made under this indemnity shall be in writing addressed to either party at the address stated in the aforesaid Contract and or as stated above.

ii. This indemnity and other non-contractual obligations arising out of this indemnity, shall be

governed by, and construed in accordance with, the laws of India. The Obligor irrevocably and unconditionally agrees that any legal action, suit or proceedings arising out of or relating to this indemnity may be brought only in the Courts/Tribunals at Mumbai. Final judgment against the Obligor in any such action, suit or proceeding shall be conclusive and may be enforced in any other jurisdiction, by suit on the judgment, a certified copy of which shall be conclusive evidence of the judgment, or in any other manner provided by law. By the execution of this indemnity, the Obligor irrevocably submits to the exclusive jurisdiction of such Court/Tribunal in any such action, suit or proceeding.

iii. IDBI Bank may assign or transfer all or any part of its interest herein to any other person.

Obligor shall not assign or transfer any of its rights or obligations under this indemnity, except with the prior written consent of IDBI Bank.

IN WITNESS WHEREOF the Obligor has signed these presents on the day, month and year first above written. Signed and Delivered on behalf of )

___________________ )

by the hand of ___________________, )

_________, the authorised official )

of the Obligor )


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Annexure 10 - Format for Covering Letter Place: Date: DGM-IT, IDBI Bank Ltd. IDBI Tower, 18th floor, WTC Complex, Cuffe Parade, Mumbai – 400 005. Dear Sir,

RE: Implementation and Testing of Oracle Financial Services Analytical Applications (OFSAA) solutions required for IDBI Bank Limited.

In respect of the Bid for Implementation and Testing of Oracle Financial Services Analytical Applications (OFSAA) solutions required for IDBI Bank Limited., please find enclosed our response to your RFP dated …… Having examined the RFP /Bid Document and annexure thereto, we, the undersigned, in conformity with the RFP/Bid Document, offer to provide the Service(s) as defined and described in the RFP / Bid Document, on the terms and conditions mentioned in the RFP/Bid Document and for the sum / price indicated as per commercial bid.

If any action is brought against you for infringement / violation, of the applicable laws in respect of the hardware components supplied by us to IDBI Bank, we will defend the same at our cost and consequences and will indemnify IDBI Bank and shall hold IDBI Bank harmless of all the costs and other expenses that IDBI Bank may incur or suffer in this connection.

We undertake to you that, if our Bid is accepted, we shall provide the Service(s) comprised in the Contract to you within timeframe specified, starting from the date of receipt of notification of award from IDBI Bank.

We agree to abide by this proposal for a period of 120 days from the date of Bid opening and it shall remain binding upon us and may be accepted at any time before the expiry of the said period.

We agree to execute a Contract in the form to be communicated by IDBI Bank, incorporating all agreements with such alterations or additions thereto as may be necessary to adapt such agreement to the circumstances of the standard and notice of the award within time prescribed after notification of your intention to accept this proposal.

Unless and until a formal agreement is prepared and executed, the RFP/Bid Document, this Bid together with your written acceptance thereof shall constitute a binding Contract.

We understand that you are not bound to accept the lowest or any bid you may receive, neither are you bound to give any reason for rejection of any bid and that nor will you will defray any expenses incurred by us in bidding.

We certify that all the information and representations furnished herein are true, correct, valid and subsisting in every respect and can be supported with relevant documents of proof on demand by IDBI Bank.


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As security for the due performance and observance of the undertaking and obligation of the Bid, we submit herewith Demand Draft / Banker’s Cheque bearing no. ____________ dated __________ drawn in favour of IDBI Bank Limited for an amount of Rs._________/- (Rupees ______ Lakhs Only) payable at Mumbai.

Dated this _____ day of ____________________ 2015

Signature

(Company Seal)

__________________

In the capacity of

Duly authorized to sign bids for and on behalf of:


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Annexure 11 - Undertaking We, [•] (name and designation) on behalf of [•] having its registered office at [•] have submitted a bid proposal document to IDBI Bank for “implementation and testing of Oracle Financial Services Analytical Applications (OFSA) required for IDBI Bank” in response to the Request for Proposal (RFP)No. ______ dated [•] by IDBI Bank. a. We are duly authorized persons to submit this undertaking b. We have read and understood the aforesaid RFP and we hereby convey our absolute and

unconditional acceptance to the aforesaid RFP. c. We do not have any business relationship with IDBI Bank including its directors and officers which

may result in any conflict of interest between us and IDBI Bank. We shall on occurrence of any such event immediately inform the concerned authorities of the same.

d. We have submitted our bid proposals in compliance with the specific requirements as mentioned in the RFP.

e. We have provided all necessary information and details as required by IDBI Bank and shall provide such additional information as may be required by IDBI Bank from time to time.

f. Neither the Company nor any of its employees/directors have been barred from providing such services nor are we blacklisted by / in the negative list of any public sector banks, statutory or regulatory or investigative agencies in India or abroad.

g. All the information furnished here in and as per the document submitted is true and accurate and nothing has been concealed or tampered with. We have gone through all the conditions of RFP/Bid Document and are aware that we would be liable to any punitive action in case of furnishing of false information/documents.

It is further certified that we have not modified or deleted any text/matter in the Bid Document.

Dated this _____ day of ____________________ 2015

Signature

(Company Seal)

__________________

In the capacity of Duly authorized to sign bids for and on behalf of:


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Annexure 12 - Format for Evaluation of Eligibility Criteria

Sr. No Eligibility Criteria Bidder Response

Remark by Bank

1 Bidder should be a Corporate and registered body in India with a minimum turnover of Rs. 20 crores for the last financial year

2 Bidder should be in existence on the date of application and in this field of business for the last Five years

3 Bidder should have positive net worth in the last three financial years (FY 2011-12, FY 2012-13 and FY 2013-14)

4 Whether Bidder have been put in the negative list / black-listed by any Bank/Government Organization for breach of any applicable law or violation of regulatory prescriptions or breach of agreement in the last two years

5 Whether Bidder has all necessary licenses, permissions, consents, no objections, approvals as required under law for carrying out its business

6 The applicant bidder should have two of the three proposed solutions (ALM, FTP and PM) implemented or under implementation in minimum one scheduled commercial bank in India. Bank means a Scheduled Commercial Bank in India having at least 300 branches as on the date of RFP. The said implementations should have commenced within Four previous years from the date of this RFP. Necessary documents are to be submitted with the bid.

7 The Bidder should have trained manpower and expertise with experience in OFSAA implementation for any Bank in India with at least one resource having experience in implementation of OFSAA 6.x project to execute the modules being implemented.

8 Bidder should have a proper service setup in Mumbai or nearby cities to provide post implementation support.

9 Teaming Agreement with OEM is mandatory and as per role of OEM defined in the RFP


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Annexure 13 - Fulfillment of Eligibility Criteria (To be submitted on the Company’s Letter Head)

Sr. Description Document Required 1 Bidder should be a body corporate registered in India Certified true copy of the

letter of incorporation of the Company

2 Bidder should have been in the business in India for the last five years.

Self-Declaration and order copy

3 Bidder should have positive net worth in the last 3 (three) financial years with a minimum turnover of Rs. 20 crores for the last financial year

Balance Sheet & Profit and Loss Account Statement for last three years

4 The applicant bidder should have two of the three proposed solutions (ALM, FTP and PM) implemented or under implementation in minimum one scheduled commercial bank in India. Bank means a Scheduled Commercial Bank in India having at least 300 branches as on the date of RFP. The said implementations should have commenced within Four previous years from the date of this RFP. Necessary documents are to be submitted with the bid.

Order Copy / Completion Certificate in case of completed projects

5 Bidder should not be blacklisted / put in any negative list by any Govt., PSU or PSB during the last two years

Self Declaration

6 Authorization for signing of documents in respect of RFP Certified true copy of Board Resolution towards authorizing the signatory to sign all documents in respect of RFP including the commercial bid

7 Bidder should have all necessary licenses, permissions, consents, no objections, approvals as required under law for carrying out its business.

Copy of relevant Documents

8 The Bidder should have trained manpower and expertise to execute the modules being implemented.

List and Profiles of resources having such expertise detailing the projects handled. Including a list of resources to be deployed for IDBI project. (Refer Annexure 16)

9 Bidder shall have proper service setup in Mumbai to provide post implementation support.

Address of Offices in Mumbai

10 Teaming Agreement with OEM as per role defined in the RFP Copy of Teaming Agreement with Role of OEM as per RFP.

Note:

i. Bank, for the purposes of this annexure, means a scheduled commercial bank in India having at least 300 branches as on date of the RFP.

ii. All the above mentioned Eligibility criteria have to be met by the Principal bidder only.


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Annexure 14 – Technical Bid Evaluation Criteria

Criteria Evaluation Parameters Max Marks

Scoring Methodology

Credentials Should have implemented or under process of implementation OFSAA - ALM services of the proposed solution for Banks in India. Proof of such work should be submitted along with the response.

15 15 marks – if the criteria is met for 2 Banks

10 marks – if the criteria is met for 1 Bank

Nil – if criteria is not met for any Banks

Should have implemented or under process of implementation OFSAA - FTP Implementation services of the proposed solution for Banks in India. Proof of such work should be submitted along with the response.




Should have implemented or under process of implementation OFSAA - PM Implementation services of the proposed solution for Banks in India. Proof of such work should be submitted along with the response.




Should have implemented or under process of implementation OFSAA - ALM / FTP / PM Implementation services of the proposed solution for a Single Bank in India. Proof of such work should be submitted along with the response.

10 10 marks – if the criteria is met for a Bank

Nil – if criteria is not met for any Bank

Should have implemented or under process of implementation

10 10 marks – if the criteria is


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OFSAA Ver 6.x (ALM/FTP/PM) Implementation services of any 2 of the 3 proposed solution for a Single Bank in India. Necessary documents are to be submitted with the bid.

met for 2 Banks



Sub-Total 60

Manpower Resources The bidder should have a pool of resources in the below mentioned areas. The resources should currently be working or have at least worked in the respective areas for at least 1 Bank with at least one resource having experience in implementation of OFSAA 6.x project. The areas of expertise are :

Experience in OFSA Implementation for any Bank

20 20 marks – 10 or more resources.

10 marks – 5 or more resources.

Nil marks – Less than 5 resources.

Sub-Total 20

Presentation

Presentation of in-depth understanding of the Bank project requirements through the technical proposal supplemented by Presentation & Interactions.

20 Subjective Evaluation

Sub-Total 20

Total Marks 100

Note:

i. Bank, for the purposes of this annexure, means a scheduled commercial bank in India having at least 300 branches as on date of the RFP

ii. Bidder has to provide the


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a. Experience certificate from the relevant customer as per the format specified in Annexure 15 – Experience format or

b. Purchase Orders issued by the customer for undertaking the implementation iii. Proposed application implementation experience need not be in the current product version

proposed iv. Proposed application implementation experience should vest end to end implementation

(requirement, design, build, test) responsibility with Bidder v. Only India implementation experience will be considered for the scoring as per this Annexure

vi. Oracle (OEM) Credentials shall not be counted for scoring.


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Annexure 15 – Experience Certificate Format

The implementation references proposed by the Bidders must be accompanied by a letter on their customer’s letter head, in the following format:

To, Date DD-MM-YYYY

DGM-IT, IDBI Bank Ltd. IDBI Tower, 18th floor, WTC Complex, Cuffe Parade, Mumbai – 400 005

Dear Sir,

REF: RFP No.: XX/xxxx/xxxx- dated XX-XX-2015

Subject: Certificate for implementation reference

This is to certify that, we have engaged__________________________________ (Bidder name) for end-to-end (requirement, design, configuration, project management and test) implementation of OFSA (ALM, FTP, PM)___________________________ in _________________(Bank name).

The further details are as follows

Product series/version no.:

Modules Implemented (ALM, FTP, LRM, PM):

Date of Go Live:

Start Date of Implementation:

Yours Faithfully,

Authorized Signatories

(Name & Designation,

Organization Name,

Seal of the firm)


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Annexure 16 - Project Team Profiles

A – List of Resources with Experience in OFSAA Implementation for any Bank in India

Sr.No. Name of the Resource Total OFSAA Implementation Experience (Year/Month)

Where Implemented?

Will be Deployed at IDBI Bank (Y/N)

Remarks


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Annexure 16 - Project Team Profiles (Continued)

B – Detailed Profiles of the Project Team

1 Name

a

Brief Introduction (in bullets)

2 Date of Birth

3 Phone Number

4 Position in the firm

5 Total years of post qualification work experience

6

Employment Record

(Provide Company name, position held, duration, clients worked)

a

b

c

d

e

f

g

h etc.

7 Number of years with the firm


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8

Details of relevant assignments undertaken (include both past and current employment projects and highlight BFSI experience, if any)

(Provide scope, duration, client name and status of assignment)

a

Year

Location

Client Name

Main project title and features

Position held

Activities performed

b

Year

Location

Client Name

Main project title and features

Position held

Activities performed

9

Education Degree Obtained

Year of Degree obtained

Institution

10 Certifications (if any)

a

b

c