No. 03/22/NR-RJ/Ostro Wind/P-07182/Vol-1 August 08, 2017

Transcription

1 No. 03/22/NR-RJ/Ostro Wind/P-07182/Vol-1 August 08, 2017 Consolidated Energy Consultants Ltd. Energy Tower, 64, B-Sector, Kasturba Nagar I, Bhopal Madhya Pradesh , Evonik Energy Services (India) Pvt. Ltd. A-29, Sector 16, Noida , Sgurr Energy India Pvt. Ltd. 5 Sadgurukrupa Complex, 557A/11 B, Salisbury Park, Gultekdi Pune / , TCE Consulting Engineers Ltd. 1st Floor, Matulya Cantre, 'A' 249 Senapati Bapat Marg, Lower Parel (W ), Mumbai , Parsons Brinckerhoff Pte. Ltd Sun Plaza, 1st Floor, Room-C, No. 19/39s G.N.CHETTY Road, Chennai SMEC India Pvt. Ltd. Floor 5, Tower C, DLF Building No. 8, DLF Cyber City, Phase II, Gurgaon , Sub: Invitation of Bids from Empanelled LIE firms for M/s Ostro Renewables Private Limited (ORPL) s 26.5 MW Wind Power Project at Jaisalmer, Rajasthan: With reference to the subject above, this is to inform that Power Finance Corporation Limited has received request for refinancing the existing debt of M/s Ostro Renewables Private Limited (ORPL) for 25.6 MW Small Hydro Power Project at Jaisalmer, Rajasthan. PFC intends to appoint an LIE for the captioned project. The Scope of Work indicating total estimated man-days to complete the assignments for the LIE for this project is enclosed as Annexure-A. LIE shall undertake all the assignments on behalf of PFC on the terms and conditions enclosed as Annexure-B. Further, LIE firm has to confirm that there are no conflicts of interest arising out of undertaking the said assignment. The Declaration for No conflict of Interest enclosed as Annexure-C. Interested firms desirous of being engaged as Lenders' Independent Engineer for the subject project, may be submitted their bids through TCIL e-procurement portal indicating the per man-day rate on lump sum amount inclusive of travelling, lodging & boarding expenses, TA/DA, Out of pocket expenses viz. Photostat, typing, printing, fax etc., but exclusive of applicable taxes (basis for award of assignment) to carry out the entire work and complete the assignment as per scope of Work. Bids are to be submitted through TCIL e-procurement portal latest by PM on 18 nd August The bids will be opened on 21 st August 2017 at PM at Power Finance Corporation Ltd., Urja Nidhi, 1 Barakhamba Lane, Connaught Place, New Delhi ORPL 1

2 PLEASE NOTE THAT IN CASE BIDS ARE RECEIVED WITH ANY CONDITIONALITY AND NOT AS PER AFORESAID TERMS, THE SAME SHALL BE LIABLE FOR REJECTION SUMMARILY. PFC reserves the right to accept or reject the offer without assigning any reason thereof. Yours faithfully, for Power Finance Corporation Ltd. (Ankit Bansal) (Senior Manager) Projects Northern Region Encl: As above. ORPL 2

3 Due diligence - Post commissioning BROAD SCOPE OF SERVICES Annexure-A (30 Mandays) Lenders Independent engineer (LIE) shall undertake the following task and submit a report; 1. Review and comment on the design and technology of the selected WECs and other equipments of the wind farm with respect to their performance, effect on the anticipated service life of the facility, the degree of maintenance needed to meet performance requirements, long term availability and anticipated performance degradation against the Company s obligation over the term of the proposed PPA / Lenders interest in the project and as per conditions of sanction of loan assistance. 2. Review all the contractual arrangements of the Project including but not limited to Performance Guarantees, Tests, Procurement of spares and Operation and maintenance etc before first disbursement. 3. Review the power curve guarantee test and submit the said test report. 4. Review on performance bank guarantee, which shall be withheld in TRA till successful completion of all the tests and completion of defect liability period (i.e. up to ), 5. Review the O&M arrangement for the project after expiry of initial period of O&M agreement and analyse the necessary arrangement or tie-up with M/s Wind World India/ M/s Enercon for continuous availability of spares. 6. Review site performance and efficiency tests and to certify their compliance with the guaranteed parameters including comment on accuracy of Contractor s test report and any discrepancies or errors noted 7. The LIE shall also make a performance assessment report since commissioning and report on deviation in actual generation from the theoretical generation and %age thereof. 8. Review of the O&M plans of the wind farm for meeting commitments in the PPA and their adequacy to protect the interest of the Lenders over the term of the financial assistance including suggestions, if any. 9. Issue drawdown certificate as per prescribed format in the Loan Agreement for every drawdown request submitted by the borrower. Further, compliance status for each and every condition precedent to drawdown as existing in the Loan Agreement while issuing drawdown certificate. Other Tasks: (10 Mandays) The Engineer will report on any other issues detected that might jeopardize the smooth operation of the plant as conceived by the Developers. For all issues raised, the Engineer will attempt to suggest mitigation measures that will allow the project to proceed as formulated. At a minimum, the LE shall also: 1. Attend (as needed) meetings between Lender and Borrower. ORPL 3

4 2. Coordinate with Lenders Insurance Advisor/ Legal Counsel/Lenders Financial Advisors. 3. Make project site visit with the lender. (if required) *** ORPL 4

5 TERMS AND CONDITIONS Annexure- B 1. Definitions Owner refers to M/s. Ostro Renewables Private Limited, (ORPL) Project refers to 25.6 MW wind power project in Jaisalmer Rajasthan Client refers to Power Finance Corporation Limited 2. Compensation The payment for services as mentioned in the scope of works shall be as per actuals and approximately as per the man-days shown below: S. No. Task Total Man-days 1. Due Diligence Post Commissioning Other Tasks 10 Total 40 Client may request LIE to do any other relevant task, which is not covered under the attached scope. However for all such tasks fees shall be paid separately on the basis of number of man-days. The owner, if requested, shall assist in arrangement for traveling, lodging & boarding whenever outstation visits are made. Applicable taxes on the man-day rate shall be payable extra. In case there is an increase in the rate of Applicable taxes or, if any fresh taxes, duties and imposts are levied in future by any statutory body in India then the same shall be payable extra. The currency of payment will be Indian Rupee. 3. Kick off Meeting Client shall arrange a kick off meeting at its office before the start of assignment and Client officials and the nodal person shall attend the meeting from the LIE along with the team of LIE officials assigned to the Project. The following shall be discussed in the kick off meeting: a. Scope of services b. Deliverables c. Coordination with other agencies in the Project d. Nodal Executive of LIE/team to be deployed for the Project e. Reporting relationship within LIE s organization f. Time frame 4. Terms of Payment Due diligence Post Commissioning 25% of the cost as advance on placing the order; 75% on the submission & Acceptance of report ORPL 5

6 Other Tasks Shall be paid on the basis of number of man-days spent (Total man-days 10) 5. Period of agreement The agreement shall remain valid till final acceptance of report by PFC. Further, no escalation shall be allowed on the actual payment/balance payment incurred by LIE. This Contract shall expire only when services as set out in the scope of work has been completed and all payments have been made at the end of such time period. 6. Scheduled time frame to perform various tasks Draft Due diligence report within 20 days from the date of award of contract / work order Final report - within 30 days from the date of award of contract / work order 7. Standard of Performance The LE shall always act, in respect of any matter relating to this Contract or to the Services, as faithful advisers to the Lenders, and shall at all times support and safeguard the Lenders legitimate interests in any dealings with Owner or Third Parties. LE shall furnish the resume of the personnel to be associated with the project along with their type of association (task wise). The same set of personnel, as assigned for site visits shall be maintained for all the site visits in order to ensure continuity. 8. Conflict of Interests The LE shall have not advised/accepted/performed any assignment of the Owner for the project in the past i.e., before the date of offer letter. By accepting this offer, the LE agree that, during the term of this Contract and after its termination, the LE and their affiliates, shall be disqualified from undertaking any work for the plant / unit / subsystem for which their services are contracted. 9. Termination By Client Client may, by not less than 15 days written notice to the LE, terminate this contract; if the LE is in material breach of its obligations pursuant to this Contract and has not remedied the same within 15 days (or such longer period as Client may have subsequently approved in writing) following the issue of Client s written notice specifying such breach to the LE. By the LE The LE may, by not less than 15 days written notice to Client, terminate this contract; if Client is in material breach of its obligations pursuant to this Contract and has not remedied the same within 15 ORPL 6

7 days (or such longer period as the LE may have subsequently approved in writing) following the receipt of LE notice specifying such breach by Client. Payment upon Termination Upon termination of this Contract by Client as per clause 7.1 above, Client and the Owner, shall make the following payments to the LE (after offsetting against these payments any amount that may be due from the LE to Client and Owner): i) Remuneration for Services satisfactorily performed prior to the date of termination; ii) Reimbursable expenditures pursuant to Clause 1 & 2 for expenditures actually incurred prior to the effective date of termination. 10. Liability: The LE shall exercise reasonable skill, care and diligence in the performance of their obligations under the Agreement. In the event of any deficiency in these Services, the LE shall promptly make up such deficiency at no extra cost to the Client. 11. Coordination The LE shall coordinate with the Lenders Financial Advisor, Lenders Insurance Advisor, Legal Counsel and any other agency for effectively discharging their duties as laid down in the scope of works and also as required by Client x x ORPL 7

8 Annexure C DECLARATION FOR NO CONFLICT OF INTEREST It is certified that as on date no conflict of interest exists, with any other organization, department or party(ies) with respect to the nature of work we (Consultant) are applying for and that during the assignment we will not undertake any assignment/work/job which may affect the interest of the client Signature Name Designation Stamp Date Place ORPL 8