Amendment No. 2. (iii) Clarification No. 2 dated vide Ref No.: NTPC/ /NSM/TI/RAJ/03/CLR02

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1 SJVN Limited (A joint venture of Govt. of India and Govt. of Himachal Pradesh) A Mini Ratna & Schedule A PSU I ISO 9001:2008 Certified Company CIN L40101HP1988GOI Amendment No. 2 Ref No. : SJVN/SOLAR/70MW/RJ/NIT/002/Amnd Date: To, Subject: Amendment No.2 to The Limited Tender Enquiry for seeking Pre Bid Price Offer for EPC and subsequent O&M services for 5 years against NIT Ref No. SJVN/SOLAR/70MW/RJ/NIT/ for 70 MW PV based Solar Plant-Bhadla Solar Park Phase-II NTPC Tender Vide RfS No. NTPC/ /NSM/TI/RAJ/03. Dear Sir, In terms subject sited pre Bid Price Offer, please find enclosed the Amendment No.2, which shall form an integral part of the tender document. We request you to take note of the following amendments and clarifications to the tender document for the subject cited work. 1.0 NTPC has issued the following amendments and clarifications to their RfS document vide RfS No. NTPC/ /NSM/TI/RAJ/03 are enclosed here with:- (i) Amendment No. 1 dated vide Ref No.: NTPC/ /NSM/TI/RAJ/03/Amnd01 to RfS No. NTPC/ /NSM/TI/RAJ/03 dated (ii) Clarification No. 1 dated vide Ref No.: NTPC/ /NSM/TI/RAJ/03/CLR01 to RfS No. NTPC/ /NSM/TI/RAJ/03 dated (iii) Clarification No. 2 dated vide Ref No.: NTPC/ /NSM/TI/RAJ/03/CLR02 to RfS No. NTPC/ /NSM/TI/RAJ/03 dated (iv) Clarification No. 3 dated vide Ref No.: NTPC/ /NSM/TI/RAJ/03/CLR03 to RfS No. NTPC/ /NSM/TI/RAJ/03 dated (v) Clarification No. 4 dated vide Ref No.: NTPC/ /NSM/TI/RAJ/03/CLR04 to RfS No. NTPC/ /NSM/TI/RAJ/03 dated (vi) Amendment No. 2 dated vide Ref No.: NTPC/ /NSM/TI/RAJ/03/Amnd02 to RfS No. NTPC/ /NSM/TI/RAJ/03 dated

2 (vii)clarification No. 5 dated vide Ref No.: NTPC/ /NSM/TI/RAJ/03/CLR05 to RfS No. NTPC/ /NSM/TI/RAJ/03 dated These Amendments and Clarifications shall be integral part of the NIT Document. Bidder shall go through these Amendments and Clarifications thoroughly and submit their bid taking into account all implications due to these Amendments and clarifications. 2.0 Clarifications to bid document is issued as per enclosed Appendix I, Appendix II and Appendix III to this Amendment No. 2. The bidders shall submit a copy of this Amendment No. 2 to the Tender Document (along with their Proposal) duly signed/initiated and stamped each page of it to convey its acceptance of the terms contained therein. Thanking You. Enclosed: As above. Sr. Manager (Contract) Business Development & Management Services, SJVN Limited, , DLF south Court Mall, District Centre, Saket, New Delhi Telephone No / solar.bdms@sjvn.nic.in

3 NTPC LIMITED (A GOVERNMENT OF INDIA ENTERPRISE) RENEWABLE ENERGY CONTRACTS SERVICES, NOIDA Amendment No. 1 RfS No. NTPC/ /NSM/TI/RAJ/03 dated Ref No.: - NTPC/ /NSM/TI/RAJ/03/Amnd01 Date: Sub: - Request for Selection (RfS) document for Selection of Solar Power Developers for 420 MW (70 MW x 06 Projects) of Grid-Connected Solar PV Power Projects at Bhadla Phase II Solar Park in Jodhpur District of Rajasthan under National Solar Mission (NSM) Phase-II, Batch-II, Tranche-I Amendment No. 1 The above mentioned RfS number dated is hereby amended to the extent as detailed in Annexure A given below. All other terms and conditions remain unchanged. S. K. Das AGM (C&M) Page 1 of 15

4 Annexure A of Amendment No. 1 Amendment No. 1 to Request for Selection (RfS) document for Selection of Solar Power Developers for 420 MW (70 MW x 06 Projects) of Grid-Connected Solar PV Power Projects at Bhadla Phase II Solar Park in Jodhpur District of Rajasthan under National Solar Mission (NSM) Phase-II, Batch-II, Tranche-I. Sl. No. RfS Clause No. Present Clause To be Read as Location of Solar Park: Water source: Indira Gandhi Nahar Canal is passing through less than 2Km away from Bhadla Phase II Location of Solar Park: Water source: Indira Gandhi Nahar Canal is passing through at a distance of approximately 7Km away from Bhadla Solar Park Phase II As per MNRE guidelines.. consideration in their respective bid to NTPC. Further Bidders, in their own interest, are advised to visit and examine the Project Site.. assume anyresponsibility in this regard. As per MNRE guidelines.. consideration in their respective bid to NTPC. The data regarding solar irradiation provided by the SPIA shall only be advisory in nature and the SPDs are expected to do their due diligence regarding solar radiation and other details for the concerned solar park before submitting their bids for the solar power projects to be set up in the solar park. MNRE, NTPC Ltd. or the SPIA shall in no way be responsible for any loss or damage arising out of the use of the solar irradiation data provided by the concerned SPIA. Further Bidders, in their own interest, are advised to visit and examine the Project Site... assume any responsibility in this regard (i) The Solar Power Plant should be designed for inter-connection with the Pooling Substation at the Solar Park through dedicated transmission line / cable at voltage level of 33kV. The Solar Power Plant should be designed for inter-connection with the Pooling Substation at the Solar Park through dedicated transmission line / cable at voltage level of 132kV (ii) The entire cost of Transmission from the Project up to the interconnection point located inside pooling station including cost of construction of line, Page 2 of 15 The entire cost of Transmission from the Project up to the interconnection point including cost of construction of line, losses etc. (as applicable) will be

5 (iv) losses etc. (as applicable) will be borne by the Project Developer and will not be reimbursed by NTPC or met by the STU / CTU / DISCOMs. SPIA will provide inter connection facility close to the Solar Park at specified voltage. The developer will have to connect to that point at his cost Company, including its Parent, Affiliate or Ultimate Parent or any Group Company shall submit one single application in the prescribed format detailing all projects for which the bidder is submitting the application. Statement for the same is to be submitted as per Format for Disclosure (Format 6.9). borne by the Project Developer and will not be reimbursed by NTPC or met by the STU / CTU / DISCOMs. The evacuation system from outside of PV plot to STU system is being developed by the SPIA. Developer will have to connect to the interconnection point on 132kV transmission tower located outside the PV plot. The cost of development of infrastructure such as roads, water system, evacuation system etc. in solar park shall be recovered from the Project Developers as one time development charges. However transmission losses within the solar park upto interconnection point at STU shall be borne by Project Developer. Stands Deleted Company, including its Parent, Affiliate or Ultimate Parent or any Group Company shall submit one single application in the prescribed format detailing all projects for which the bidder is submitting the application. Statement for the same is to be submitted as per Format for Disclosure (Format 6.8) (d) In case, NTPC offers to execute the PPA with the Selected Bidder and if the Selected Bidder does not submit the requisite documents as per Clause 3.14 or does not execute the PPA within the stipulated time period. In case, NTPC offers to execute the PPA with the Selected Bidder and if the Selected Bidder does not submit the requisite documents as per Clause or does not execute the PPA within the stipulated time period New Clause If the party, who has downloaded the RfS document, intends to transfer the documents to the proposed consortium who intends to submit its proposal in place of the original recipient, it is permissible provided such party shall be one of the members of proposed consortium. In such event, the proposed consortium shall become the new recipient of the document and all terms and conditions of the document shall apply to the proposed consortium as if the documents were originally Page 3 of 15

6 downloaded by them. Then lead member of that consortium can quote on behalf of consortium through the member of that consortium who has downloaded the RfS document, provided the person who is submitting the bid on TCIL website has been given the authorization to submit the bid against the tender as per Format New Clause Parent, Affiliate or Ultimate Parent or any Group Company with which the bidding company/member of bidding consortium have direct or indirect relationship cannot bid separately in the same selection process in which the bidding company/member of bidding consortium is participating. In case it is found at any stage that this condition is violated, the response to RfS of all such parties will be rejected and if LOI has been issued or PPA has been signed, the same of all such agencies will be cancelled and the Bank Guarantees of all such agencies will be encashed. 9 Format Format Format Format Annex ure - 4 Note: - All formats (from ii to xiii as per Clause 6.0 of section 6) are filled separately along with separate EMD for each project.. Registration Important Note: 1. Interested bidders have to download the RfS & other documents after login into the TCIL website by using the Login ID & Password provided by TCIL during registration. If the documents are downloaded from TCIL website without logging into the TCIL portal then the bidders will not Page 4 of 15 Note: - Format x as per Clause 6.0 of section 6 is to be filled separately for each project.. Revised Format attached Revised Format attached Revised Format Attached..Registration Important Note: 1. Interested bidders have to download the RfS & other documents after login into the TCIL website by using the Login ID & Password provided by TCIL during registration. If the documents are downloaded from TCIL website without logging into the TCIL portal then

7 be able to upload the filled in Bids. 2. To minimize teething problems during the use of ETS (including the Registration process), it is recommended that the user should peruse the instructions given under ETS User-Guidance Center located on ETS Home Page, including instructions for timely registration on ETS. The instructions relating to Essential Computer Security Settings for Use of ETS and Important Functionality Checks should be especially taken into cognizance.. the bidders will not be able to upload the filled in Bids. 2. In case of bidding consortium where neither the Bidding Consortium itself nor its Lead Member has downloaded the RfS documents, Super User of the consortium member who has downloaded the RfS document shall create a User Id in favour of the nominated person of the Lead Member who has been authorized to submit the bid on behalf of the consortium. For any help in this regard kindly contact TCIL / ETS Helpdesk. 3. To minimize teething problems during the use of ETS (including the Registration process), it is recommended that the user should peruse the instructions given under ETS User- Guidance Center located on ETS Home Page, including instructions for timely registration on ETS. The instructions relating to Essential Computer Security Settings for Use of ETS and Important Functionality Checks should be especially taken into cognizance The Bench Mark Levellised Tariff has been kept as Rs.7.04/kWh and Rs.6.35/kWh with Normal rate of Depreciation and Accelerated rate of Depreciation respectively considering as per RE Tariff Regulation notified by CERC for determination of Generic Levellised tariff for Solar-PV Power Plants for Financial Year However, Bidders to note that CERC approved applicable Tariff as on the last date of receipt of financial bid by NTPC will prevail for subsequent reverse auction for finalising the levellised Tariff for the selected projects. The Bench Mark Levellised Tariff has been kept as Rs.6.74/kWh and Rs.6.10/kWh with Normal rate of Depreciation and Accelerated rate of Depreciation respectively considering as per RE Tariff Regulation notified by RERC for determination of Generic Levellised tariff for Solar-PV Power Plants for Financial Year However, Bidders to note that SERC approved applicable Tariff as on the last date of receipt of financial bid by NTPC will prevail for subsequent reverse auction for finalising the levellised Tariff for the selected projects The tariff bid cannot be higher than The tariff bid cannot be higher than Page 5 of 15

8 the Benchmark levellised Tariff on the last date of financial bid submission as may be fixed by the Central Electricity Regulatory Commission (CERC). The developers shall have to take into account this benchmark tariff for working out and quoting first round tariff bid for their selection as the qualified short-listed bidder for participation in the Reverse Auction Process. the lower of the Benchmark levellised Tariff on the last date of financial bid submission as may be fixed by the SERC / CERC. The developers shall have to take into account the benchmark tariff for working out and quoting first round tariff bid for their selection as the qualified short-listed bidder for participation in the Reverse Auction Process Second Envelope (Financial Bid) In the second envelope bidder will be required to submit first round tariff bid" and declare whether they would be availing the Accelerated Depreciation (AD) or not. If they declare that they would avail AD, then the benchmark tariff for them would be CERC notified tariff for AD. For others the benchmark tariff would be CERC notified tariff for non-ad. The first round tariff bid shall not be greater than CERC Benchmark Tariff. Those bids, whose First Round Tariff Bid is higher than their respective Benchmark Tariff, shall be rejected. Second Envelope (containing first round tariff bid) closing of Reverse Auction. Note: 1 - The Selected Project Developers will be required to submit a copy of the audited annual accounts along with tax audit report supplemented with calculation of Depreciation and a copy of Income Tax return for the first 05 years from Commercial Operation Date (COD) of the 1 st Unit of the Solar Power Project Company. If at any stage after COD it is found that instead of Normal Rate of Depreciation (based on which the Solar Power Project Company was selected) the Solar Power Project Company Page 6 of 15 Second Envelope (Financial Bid) In the second envelope bidders will be required to submit first round tariff bid" and declare whether they would be availing the Accelerated Depreciation (AD) or not. If they declare that they would avail AD, the benchmark tariff with AD as specified at Clause above shall be considered. For others the benchmark tariff for non-ad as specified at Clause above shall be considered. The first round tariff bid shall not be greater than Benchmark Tariff. Those bids, whose First Round Tariff Bid is higher than their respective Benchmark Tariff, shall be rejected. Second Envelope (containing first round tariff bid) closing of Reverse Auction. Note: 1 - The Selected Project Developers will be required to submit a copy of the audited annual accounts along with tax audit report supplemented with calculation of Depreciation and a copy of Income Tax return for the first 05 years from Commercial Operation Date (COD) of the 1 st Unit of the Solar Power Project Company. If at any stage after COD it is found that instead of Normal Rate of Depreciation (based on which the Solar Power Project Company was selected) the Solar Power Project Company is

9 (B) 19 Format is claiming Accelerated Rate of Depreciation as per the Income Tax Act 1961, and if the awarded tariff is more than CERC Benchmarked Tariff for Accelerated Rate of Depreciation, then(i) the applicable Tariff of the Solar Power Project shall stand changed to the lowest awarded tariff to the selected bidder(s) claiming Accelerated Depreciation from the COD. (ii) if no bidder gets selected with tariff claiming accelerated depreciation then the tariff shall stand changed to CERC Benchmarked Tariff for Accelerated Rate of Depreciation from the COD and the necessary recovery will be made. Second Envelope (Financial Bid): - Bidders shall submit the Financial bid as per Format 6.11 containing the First round tariff bid (in Rs/kWh) mentioning whether the same is without Accelerated Depreciation (AD) or with AD which shall not be more than respective Bench mark Tariff of Rs.7.04/ kwh and Rs.6.35/kWh. The first round tariff bid shall also be filled online in the electronic form provided at the TCIL portal. The Bidder has to accept that the quoted first round tariff bid is valid for number of projects qualified for even if the number of projects qualified for is less than the number of projects quoted for. ** Any tariff quoted (with AD) more than Rs 6.35 per kwh shall be rejected. *** Any tariff quoted (without AD) more than Rs 7.04 per kwh shall be rejected. Page 7 of 15. claiming Accelerated Rate of Depreciation as per the Income Tax Act 1961, and if the awarded tariff is more than Benchmarked Tariff for Accelerated Rate of Depreciation as specified at Clause above, then (i) the applicable Tariff of the Solar Power Project shall stand changed to the lowest awarded tariff to the selected bidder(s) claiming Accelerated Depreciation from the COD. (ii) if no bidder gets selected with tariff claiming accelerated depreciation then the tariff shall stand changed to Benchmarked Tariff for Accelerated Rate of Depreciation from the COD and the necessary recovery will be made. Second Envelope (Financial Bid): - Bidders shall submit the Financial bid as per Format 6.11 containing the First round tariff bid (in Rs/kWh) mentioning whether the same is without Accelerated Depreciation (AD) or with AD which shall not be more than respective Bench mark Tariff as specified at Clause above. The first round tariff bid shall also be filled online in the electronic form provided at the TCIL portal. The Bidder has to accept that the quoted first round tariff bid is valid for number of projects qualified for even if the number of projects qualified for is less than the number of projects quoted for.. ** Any tariff quoted (with AD) more than the Bench Mark tariff for AD as specified at Clause above shall be rejected. *** Any tariff quoted (without AD) more than Bench Mark tariff without AD as specified at Clause above shall be rejected.

10 Definiti on Definiti on 22 Notes Page 2, Sl. No Annex ure-ii, Sl. No. 24 Under D. Sched New Definition Inter-connection point /Delivery Point /Metering point shall mean the point at 33 kv or above where the power from the Solar Power Project is injected into the Pooling Substation at the Solar Park or STU / CTU substation as applicable. The Metering shall be done at this interconnection point where the power is injected into the Pooling Substation at the Solar Park or STU / CTU system i.e. Delivery Point. For interconnection with grid and metering, the developers shall abide by the relevant CERC Regulations, Grid Code, and Central Electricity Authority (Installation and Operation of Meters) Regulations, 2006 as amended and revised from time to time; This RfS document has been prepared based on MNRE guidelines dated for Selection of 3000 MW Grid-Connected Solar PV Power Projects under Batch-II for State Specific Bundling Scheme and must be read in conjunction with these guidelines. In case of any contradiction, the aforesaid guidelines shall prevail and be binding. Mizuho Corporate Bank Ltd. Page 8 of 15 "SERC Approved Applicable Tariff" shall mean the Tariff as notified by the respective State Electricity Regulatory Authority (SERC) for Solar PV Projects applicable as on the Last Date of receipt of financial bids by NTPC. Interconnection Point / Delivery Point / Metering Point will be at the ISTS System, i.e. 400 kv Substation where ISTS System is involved. The Interconnection Point / Delivery Point / Metering Point shall be on the LV side of the 400 kv substation and all costs and losses up to that point will be on account of the solar project developers. The solar park where internal transmission system is connected to the STU system, its Interconnection Point / Delivery Point / Metering Point will be at the STU system. For interconnection with grid and metering, the developers shall abide by the relevant CERC Regulations, Grid Code, and Central Electricity Authority (Installation and Operation of Meters) Regulations, 2006 as amended and revised from time to time; This RfS document has been prepared based on MNRE guidelines dated for Selection of 3000 MW Grid-Connected Solar PV Power Projects under Batch-II for State Specific Bundling Scheme and must be read in conjunction with these guidelines along with their subsequent amendments / corrigenda / clarifications, etc. In case of any contradiction, the aforesaid guidelines along with their subsequent amendments / corrigenda / clarifications, etc. shall prevail and be binding. Mizuho Bank Ltd.

11 uled Private Banks (Foreig n Banks) 24 PPA 1.1 Definiti ons Delive ry Point / Meteri ng point & Interconnec tion point Inter-connection point /Delivery Point /Metering point shall mean the point at 33 kv or above where the power from the Solar Power Project is injected into the Pooling Substation at the Solar Park or STU / CTU substation as applicable. The Metering shall be done at this interconnection point where the power is injected into the Pooling Substation at the Solar Park or STU / CTU system i.e. Delivery Point. For interconnection with grid and metering, the developers shall abide by the relevant CERC Regulations, Grid Code, and Central Electricity Authority (Installation and Operation of Meters) Regulations, 2006 as amended and revised from time to time; Interconnection Point / Delivery Point / Metering Point will be at the ISTS System, i.e. 400 kv Substation where ISTS System is involved. The Interconnection Point / Delivery Point / Metering Point shall be on the LV side of the 400 kv substation and all costs and losses up to that point will be on account of the solar project developers. The solar park where internal transmission system is connected to the STU system, its Interconnection Point / Delivery Point / Metering Point will be at the STU system. For interconnection with grid and metering, the developers shall abide by the relevant CERC Regulations, Grid Code, and Central Electricity Authority (Installation and Operation of Meters) Regulations, 2006 as amended and revised from time to time; SPD shall be required to supply and install tariff meters ( 1 number at PV plot boundary and 2 Nos. At 132kV side of 132/220kV pooling substation) as per SPIA (RRECL) requirement. 25 PPA ARTIC LE 4: Constr uction and develo pment of the project. Para 4.2 Inform The SPD has to bear entire cost of Transmission from the project up to the interconnection point including cost of construction of line, losses etc. and the same will not be reimbursed by NTPC or met by the STU/ CTU/ Discoms; The responsibility of getting Transmission Connectivity and Access to the Transmission system owned by the STU/ CTU will lie with Page 9 of The entire cost of Transmission from the Project up to the interconnection point including cost of construction of line, losses etc. (as applicable) will be borne by the Project Developer and will not be reimbursed by NTPC or met by the STU / CTU / DISCOMs As communicated vide RSPDCL letter, Ref. RSDCL/Solarpark/ D- 74 dated the evacuation system from outside of PV plot to STU system

12 ation regardi ng interco nnectio n facilitie s Cl and Section 6 27 Annex ure - 5 the Project Developer and its cost is to be borne by SPD; List of Formats, Appendices and Annexures i. Covering Letter (Format 6.1)... xiii. Integrity Pact (Format 6.12) xiv. Checklist for Bank Guarantee (Appendix A); xv. Technical Requirement for Grid Connected Solar PV Projects (Annexure-1) xvi. List of Banks for issuance of BGs/ Performance Bank Guarantee (Annexure - 2) xvii. Copy of PPA (Annexure-3) xviii. Special Instructions to Bidders for e-tendering (Annexure-4) xix. Terms and Conditions of Reverse Auction (Annexure-5) xx. Layout Plan of Bhadla Solar Park Phase II (Annexure-6) For access to the Reverse Auction site, the following URL is to be used: No queries shall be entertained while Reverse Auction is in progress.... is being developed by the SPIA. Power shall be made available at 132 kv level by SPD at their plot boundary. One number 132kV line shall be terminated by SPIA on the terminal gantry of the respective SPD s. Location of this 132kV terminal gantry shall be decided based on line off take arrangement considered by SPIA. The cost of development of infrastructure such as roads, water system, evacuation system etc. in solar park shall be recovered from the Project Developers as one time development charges. However transmission losses within the solar park and upto interconnection point at STU shall be borne by Project Developer. List of Formats, Appendices and Annexures i. Covering Letter (Format 6.1)... xiii. Integrity Pact (Format 6.12) xiv. Certificate for compliance (Format 6.13) xv. Declaration on Fraud Prevention Policy (Format 6.14) xvi. Checklist for Bank Guarantee (Appendix A); xvii. Technical Requirement for Grid Connected Solar PV Projects (Annexure-1) xviii. List of Banks for issuance of BGs/ Performance Bank Guarantee (Annexure - 2) xix. Copy of PPA (Annexure-3) xx. Special Instructions to Bidders for e- Tendering (Annexure-4) xxi. Terms and Conditions of Reverse Auction (Annexure-5) xxii. Layout Plan of Bhadla Solar Park Phase II (Annexure-6) For access to the Reverse Auction site, the following URL is to be used: No queries shall be entertained while Reverse Auction is in progress.... Page 10 of 15

13 (a) ii. NTPC will make all efforts to respond to the same in the Pre Bid Meeting to be held as per Para 3.4 above at Engineering Office complex, NTPC Ltd., A 8A, Sector 24, NOIDA, UP A compiled list of such questionnaire and NTPC s response will be uploaded in the website of NTPC for information of all concerned i.e. All are requested to remain updated with the website. No separate reply/intimation will be given elsewhere. ii. NTPC will make all efforts to respond to the same in the Pre Bid Meeting to be held as per Para 3.4 above at Engineering Office complex, NTPC Ltd., A 8A, Sector 24, NOIDA, UP A compiled list of such questionnaire and NTPC s response will be uploaded in the website of NTPC for information of all concerned i.e. All are requested to remain updated with the website. No separate reply/intimation will be given elsewhere. Verbal clarifications & information given by NTPC / SPIA or their employees(s) or their representative(s) shall not be in any way binding on NTPC / SPIA. Page 11 of 15

14 [on the letter head of Bidder] Revised Format 6.7 FORMAT FOR TECHNICAL CRITERIA To, Date:- NTPC Limited Renewable Energy - Contract Services, 3rd Floor Engineering Office complex, NTPC Ltd., A 8A Sector 24, NOIDA, UP Sub: Response to RfS for selection of number of Grid connected Solar PV Projects in the State of. under Phase II of NSM Dear Sir, We hereby undertake to certify in line with clause 3.27 under the title Financial Closure or Project Financing Arrangement that the following details shall be furnished within 210 days of signing of PPA: Evidence of fulfilment of requisite technical criteria as per Annexure 1 of RfS document. 2.0 Evidence such as notarized copies of unpriced purchase orders / agreements entered into, for supply of plants and equipment for the project(s). 3.0 Evidence of clear possession of the required land for the project(s) along with following documentary evidence: - o Ownership or lease hold rights from the Solar Park Implementing Agency (SPIA) (for at least 27years) in the name of the Project Developer and possession of 100% of the area of land required for the project. o Copy of executed Implementation Support Agreement with SPIA. o Sworn in affidavit from the Authorized person of the developer listing the details of the land and certifying total land required for the project under clear possession of the Project Developer o A certified English translation from an approved translator in case above land documents are in other than English or Hindi Languages. 4.0 Specific plan for meeting the requirement of domestic content, if any. We further confirm that the technology proposed to be used by us for Solar Power Project(s) is commercially established and operational technology. Page 12 of 15

15 We understand and confirm that failure or delay on our part in achieving the Financial Closure as per RfS documents shall constitute sufficient grounds for actions by NTPC as per the stipulations of RfS documents including but not limited to encashment of our Performance Bank Guarantee without giving any notice or intimation. (Signature & Name of the person AuthorisedBy the Board) Page 13 of 15

16 Revised Format 6.8 Format for Disclosure [On the letter head of Bidding Company/Each Member in a Bidding Consortium] Disclosure We hereby declare that we or our Parent or Affiliate or Ultimate Parent or any Group Company with which we have direct or indirect relationship are not separately participating in this selection process. We further declare that the above statement is true & correct. We are aware that if at any stage it is found to be incorrect, our response to RfS will be rejected and if LOI has been issued or PPA has been signed, the same will be cancelled and all the Bank Guarantees will be encashed and Recoveries will be effected for the payments done. Date: - (Signature & Name of the person AuthorisedBy the Board) Page 14 of 15

17 REVISED FORMAT Declaration by the Solar power Developer for the proposed technology tie-up 1 Name of Bidding Company / Lead Member of Bidding Consortium 2 Project proposed Solar PV 3 Capacity proposed (in MW) 4 Location of the Project Bhadla solar Park Phase - II, Distt Jodhpur, Rajasthan 5 Technology proposed to be adopted for the project Conventional / Advance Crystalline Silicon Solar Cell Modules (a) For Solar PV Projects Thin Film Modules Concentrator PV Modules Any Other Technology (Please specify) 6 Give brief about the proposed Technology 7 It is certified that the Capacity Utilization Factor (CUF) of the Solar PV Project shall not be less than 20% with proposed Technology mentioned above in line with Renewable Energy Tariff Regulation notified by Rajasthan Electricity Regulatory Commission for determination of Generic Levellised tariff for Solar-PV Power Plants for Financial Year Signature(s) Page 15 of 15

18 NTPC LIMITED (A GOVERNMENT OF INDIA ENTERPRISE) RENEWABLE ENERGY CONTRACTS SERVICES, NOIDA Clarification No. 1 dated to RfS No. NTPC/ /NSM/TI/RAJ/03 dated Ref No.: - NTPC/ /NSM/TI/RAJ/03/CLR01 Date: Sub: - Clarifications to Bidders queries for Selection of Solar Power Developers for 420 MW (70 MW x 06 Projects) of Grid-Connected Solar PV Power Projects at Bhadla Solar Park Phase II in Jodhpur District of Rajasthan under National Solar Mission (NSM) Phase-II, Batch-II, Tranche-I. Sl. No Clause No. & Existing Provision as mentioned in Bidders query Query Whether the Bidding Company can rely on the Net Worth of its grandparent (i.e. Parent of the Bidding Company s Parent Company)/great grand parent of the Bidding Company (i.e. the Parent of the Parent of the Parent of the Bidding Company)? What is the maximum liability of Bidding Co./Parent on whose Net Worth the Bidding Company in relying on in case the Bidding Company does not proceed with the Project, either before signing of PPA or post signing of PPA, especially in light of the board resolution requirements from the net worth entity in the tender? We understand that the share holding of the Non-controlling Shareholder may undergo a change however only after signing of the PPA. Please confirm. Does having the requisite Net worth in any one year out of the last four years is sufficient to be eligible to bid even if the said net worth is not present in the previous FY before bidding date? Do the audited annual accounts of the company providing net worth support for last 4 years still have to be submitted in case NTPC Reply Page 1 of 20

19 Cl. No. 2.0:Definitions Inter-connection point/delivery point/metering Point shall mean the point at 33KV or above where the power from the solar power project is injected into the pooling substation at the Solar Park or STU/CTU substation as applicable Cl. No. 3.8B Financial Criteria (i) Networth: Net Worth requirement for each bidder shall be applicable on the cumulative value of all projects allocated to that bidder out of full quantity of 3000MW under NSM Phase II Batch II Tranche I Minimum paid up share capital will be Rs. 1.2 Cr/MW and 20 % of the paid-up share capital shall be infused at the time of signing the PPA Cl. No (iii) Bank Guarantees Selected SPDs will have to submit a separate PBG of 10% of the total PBG amount(rs.3.0 Lakh/MW) to SPIA while the net worth requirement is being met by infusion of share capital now only? Is there any implication if the parent Company/affiliate providing net worth support gets such entire net worth very recently? Can the Net Worth of a minority shareholder (holding more than 26%, say 30%) of the Bidding Company be relied upon by the Bidding Company (for bidding purposes) as against the other shareholders of the bidding Company holding 70%? Is there any implication if there is any change in the net worth (specially negative) post submission of the Request for Selection? Is it mandatory that the Net Worth of the Bidding Co./Parent Co. be reflected in the form of liquid assets only i.e. bank balance/deposits or other easily realisable assets as on the date of signing of PPA? The definition of Inter-connection point/delivery point/metering Point shall be revised. Inter-connection point/delivery point/metering Point shall mean the point at the switchyard of the Solar Power project from where the power is injected into the pooling substation at the Solar Park or STU/CTU substation as applicable The Networth requirement applicable on the cumulative value of all projects shall be deleted from the RFP. (A) Net worth: The Net Worth shall not be applicable for cumulative value of all projects allocated to bidder of the Project capacity. Minimum paid up share capital will be Rs. 1.2 Cr/MW and 20 % of the paid-up share capital shall be infused at the time of Financial Closure and shall be supported with the relevant bank statements. Remaining will have to be infused before commissioning. This separate PBG of 10% of the total PBG amount (Rs.3.0 Lakh/MW) shall be removed from the RFP. Selected SPDs shall not have to submit a separate PBG of 10% of the total PBG amount (Rs.3.0 Lakh/MW) to SPIA while signing an Implementation Support Agreement with SPIA/State Agency Net Worth will be calculated as per the method provided in RfS document. Provisions of RfS documents are clear. Kindly refer amendment No. 1 to RfS. Provision of RfS document are clear Page 2 of 20

20 signing an Implementation Support Agreement with SPIA/State Agency 14 Reverse E Auction Definiton of Affiliate Since Reverse E Auction for any Solar RFS is being conducted for the first time, hence request you to publish some general regarding the same. This will help bidder to acquaint themselves fully before bidding and will also help to avoid any last minute glitches. Solar Power Developer (SPD) shall be allowed without any limitation to execute any part or whole of the Solar PV project thorough a contractor (s) / EPC Contractor. Completion period of the project i.e Scheduled Date of Commissioning (COD) is stated to be 13 months from the date of signing of PPA. It may be amended to 13 month from the dated of signing of PPA or 10 months from the date of allotment of land along with lease hold right (for allotment 27 years) and issue of certificate by SPIA, whichever is later. As the bidding is on the basis of allotment of plot in Bhadla Solar Park Phase II, therefore, SPD shall not be held responsible for any delay in COD of the project on account of default of SPIA for non-availability of land and non-availability of connectivity for evacuation of power at Solar Park. Therefore, Clause 12 Format 6.1, Page 50 be amended suitably as SPD will not bear any liability on this account. Performance Bank Guarantee (PBG) submitted by EPC Contractor selected by SPD for the requisite value as per NTPC RFS Document shall be accepted as submission of PBG by the Solar Power Developer under Clause 3.24 (i) & (ii) of Section 3 Page 32,33. Performance Guarantee Deposit (PGD) required as per 5.5, Section 5, Page 45 shall be accepted in the form of bank Guarantee which is to be extended periodically as per the requirement in place of cash. As per definition of "Affiliate", control means ownership by one company of atleast by 26% of the paid up share up capital of other company, whereas as per definition of "Control", it means holding should be more than 50% of paid up capital. Kindly contact TCIL for details. It will be the decision of SPD. clear PBG is to be provided by the selected SPD. Provisions of RfS documents are clear Page 3 of 20

21 21 Definiton of Affiliate 22 Definition in RFS 23 Definition in RFS 24 Clause 3.3 of RFS 25 Clause 3.3 of RFS 26 Clause 3.4 of RFS 27 Clause of RFS This gives rise to an ambiguity. As such kindly revise the definition of Control to 26% Kindly calrify whether 2 companies under common control of an individual can be termed as Affiliates or not. Illustration: - Individual "A" directly or indirectly holds > 26% in Company B. - Individual "A" directly or indirectly holds > 26% in Company C. - "Company B" and "Company C" are Affiliates Kindly confirm our above understandings. The definition of Affiliate describes Control as and control means ownership by one Company of at least 26% (twenty six percent) of the paid up share capital of the other Company, while the Control is defined as The control shall mean holding more than 50% of paid-up share capital and the same is defined in Group Company point (v) as a Company which is under common control with the Company, and control means ownership by one Company of at least 10% (ten percent). Kindly clarify. Kindly include the subordinate debt as a part of the Paid up share capital The Processing Fee of Rs 3 Lakh is extremely high and the Authority should consider charging only nominal fee of Rs 50,000 for Project Kindly clarify whether the Processing Fee for a Bidder bidding for multiple Projects would be reduced. Ideally the Processing Fee for a Bidder bidding for multiple Projects, 2 or more Projects, should be Rs 25,000 for Project, as all submission but Financial Bid would be same in this case. There is hardly any time between the pre-bid meeting (expected clarifications by the Authority) and the Bid due date. Kindly consider providing at least 30 days between clarifications/ Amendment from the Authority, post pre bid meeting and the Bid due date. This should help Bidders to consider changes, if any, in the PPA and/or bid submission process. While the Levellised Tariff has capped the upper side risk of the Authority, it has not covered the lower side risk. The Authority should set a band of Levellised Tariff with floor level Levellised Tariff, below which cannot be quoted by the Bidder. This would avert any risk of rouge and/or over-aggressive bid(s). Considering Page 4 of 20

22 28 Clause of RFS and Clause 9.1 of PPA 29 Clause of RFS 30 Clause 3.24 of RFS 31 Clause 3.28 of RFS and Clause of PPA this, kindly change the first line of Clause as: The Bench Mark Levellised Tariff band has been kept between Rs xx/kwh to Rs.7.04/kWh with Normal rate of Depreciation and between Rs xx/kwh to Rs.6.35/kWh for Accelerated rate of Depreciation, considering as per RE Tariff Regulation notified by CERC for determination of Generic Levellised tariff for Solar-PV Power Plants for Financial Year No Bidder would be in a position to measure either risk elements or inflation through 25 years of contract period. In order to cover any such risks in future, the Authority should consider providing nominal, say 7% per annum escalation to the Levellised Tariff (last 10 year average WPI for all commodities). What is the logic of giving higher ranking for a bidder with high net worth? Its quite possible that the bidder with higher net worth would be highly leveraged than the bidder with the lower net worth, and in turn would have lower capacity to execute Project. It is also possible that the bidder with lower net worth could raise requisite funds from the market. The Authority should consider second round of bidding for these Tie Bidders, if required. If these Tie Bidders are not getting selected as a result of more high ranking Bidders for the Project then keep Bids from these Tie Bidders in reserve, and go for second round of bidding only if required. If these Tie Bidders are getting selected as a result of no high ranking Bidders for the Project then immediately go for second round of bidding with these Tie Bidders. The Bidder quoting better Levellised Tariff in the second round of Bidding should then be selected. EMD of Rs 10 Lakh/MW and PBG of Rs 33 (30+3) Lakh/MW is very high. For 70 MW, i.e. for one single Project the EMD and PBG would be of Rs 7 Cr and Rs 23.1 cr respectively. Considering the entire funding from the SPD with no grant/ subsidy from the SPIA or any Government, this should be reduced to Rs 2.5 Lakh/MW and Rs 5 Lakh/MW respectively. The proposed penalty is unjustifiable, which is extremely high. The Authority should consider following: 1. Achieving COD would be subject to various factors, approvals, which may or may not be in SPD s control; Page 5 of 20

23 32 Clause 5.5 of RFS and Clause (iv) RfS Clause 3.15, A, (11) Page No. 29 of RfS Clause 3.24, (i) Page No. 32 of RfS Clause 3.8, B (2) Page No. 16 of Entire funding and risk would be borne by SPD, and delay in the project execution would hit SPD s revenue adversely. Forfeiture of the PBG would be double penalty for him; 3. There should be cure period of 90 days, after which the penalty should be made effective, and 4. The penalty should be rationalized and limited to the 10% of the total PBG Is this over and above PBG? If yes, then it is unacceptable. The PGD of Rs 7 crore per Project would have no value at the end of 25 years, unless paid back with interest. The PGD should be returned to the SPD either: a) With an annual compounded interest, equivalent to SBI base rate applicable in a respective year; or b) At the end of 3 years post-cod without interest While there is a provision of heavy penalty in case of delay in the Project execution, there is no counter provision for bonus for early execution of the Project. Kindly clarify. RfS has allowed to bid from the foreign parent company. Most of such foreign parent companies are the holding company and their primary business is purchase and acquisition of the project and not the generation. Due to this said objective is not covered in their MOA. Please understand that required amendment is extremely difficult as these entities are public listed and required a larger board meeting which is extremely difficult to organize in given time. Therefore, we request you to relax this clause for the holding companies. Once project is allocated, SPV formed under Indian Law Please allow developers to submit separate BGs for each project. After the allocation of the projects, BGs for unallocated projects should be returned to the developers. This will free developers credit line/equity to participate in the new opportunities Bidder s net worth should be free at the time achieving financial closure of the project. Successful completion of Financial closure indicates that developers has raised the necessary funds and committed its equity contribution for executing the project. Page 6 of 20

24 37 RfS Clause 3.8 B (2) Page No. 16 of RfS Clause 3.24 Page No. 32 of RfS Clause Page No. 16 of RfS Clause 5.5 Page 42 of RfS Clause 3.14 Page No. 26 of Rfs Clause 3.8 Page 17 of 101 Please clarify:- 1) If a bidder is participating in two tenders simultenously in case both the tenders are allocated to him but his net worth does not qualifes for both of them, forcing bidder to leave one project, his EMD should not be confiscated for the dropped project. 2) In the similar case, how much time will be given to a bidder to increase its net-worth for qualfying in both the projects Developer is already providing PBG to NTPC for assurance on the performance parameter by the developer. Additional BG in favour of IA will result in to additional financial burden on the company. PBG for NTPC and IA should be Rs. 30 Lakh/MW and should not be kept separate Complete solar park to be allotted in this tender is divided into 6 different projects of 70 MW each but with a single application, a developer can quote only a single tariff for all the projects. In order to have healthy competition, a developer would want to bid separate tariffs for all 6 projects. Though we understand that the objective of the program is to identify single developer at a single tariff for the entire park but we feel this would rather restrict the developers to quote full 420 MW as this would result in either winning entire capacity or get no allocation at all. To have better competition, we would request you to kindly allow more than one application for the entire park so that developers can bid with different companies and if required, can bid at separate tariffs to have a diversified bid. This requirement is onerous on project developers and will increase cost of project tremendously. The deposit needs to be funded wholly from equity as no lender will fund this. Further CERC has not taken this cost into consideration while announcing benchmark tariff and asking developers to bid against CERC benchmark tariffs not fair. PPA has allowed bidders to use advanced technology and give the CUF number accordingly. However, RfP is silent on it. Please include the same in RfP. Most of the foreign entities are Private Limited LLCs but the RfS allows foreign entities to participate. Kindly clarify on the statement as it is a generalised statement Kindly refer amendment No. 1 to RfS. Provision of RfS document are clear Page 7 of 20

25 43 44 Inter-connection point/delivery/metering point shall mean the point at 33 kv or above where the power from the Solar Power Project is injected into the Pooling Substation at the Solar Park or STU / CTU substation as applicable. The Metering shall be done at this interconnection point where the power is injected into the Pooling Substation at the Solar Park or STU / CTU system i.e. Delivery Point. For interconnection with grid and metering, the developers shall abide by the relevant CERC Regulations, Grid Code, and Central Electricity Authority (Installation and Operation of Meters) Regulations, 2006 as amended and revised from time to time. i) The Solar Power Plant should be designed for inter-connection with the Pooling Substation at the Solar Park through dedicated transmission line / cable at voltage level of 33 kv. ii) The entire cost of Transmission from the Project up to the interconnection point located inside pooling station including cost of construction of line, losses etc. (as applicable) will be borne by the Project Developer and will not be reimbursed by NTPC or met by the STU/CTU/DISCOMS NTPC should modify this clause to explicitly state whether the delivery point will be the pooling substation or the CTU/STU substation. Also in case of pooling substation, the location is not known as no details have been shared i) As mentioned previously, this clause is inconsistent with NTPC s definition of Interconnection point/ Delivery/ Metering point. NTPC should modify this clause to explicitly state whether the delivery point will be the pooling substation or the CTU/STU substation. ii) Also we understand that evacuation of 70 MW at 33 KV would not be feasible technically, and the KV level of pooling substation should be raised. Kindly refer amendment No. 1 to RfS. Provision of RfS document are clear Kindly refer amendment No. 1 to RfS. Provision of RfS document are clear 45 iii) ) SPIA will provide inter connection facility close to the Solar Park at specified voltage. The developer will have to connect to that point at his cost. In case of Solar PV, the Project shall be commissioned within 13 months from the This should be linked to 13 months from site handover/13 months from clear possession of land to the developer Page 8 of 20

26 date of signing of PPA. In case of failure to achieve this milestone, NTPC shall encash the Performance Guarantee in the following manner if the part quantity (less than applied number of projects) is left for any bidder, the bidder has to accept that quantity" Performance Guarantee Deposit of Rs. 10 lakh per MW will be raised in 2 years by deducting from payments to developers in 24 equal installments. The PGD shall be refunded to SPD without interest within three months after expiry of the 25 Years terms of PPA subject to satisfactory performance of the Project In case the developer winds up his Project or terminates the PPA prior to the completion of 25 Years term of PPA, the PGD shall be forfeited. The Guarantor Bank acknowledges that this BANK GUARANTEE is not personal to NTPC and may be assigned, in whole or in part, (whether absolutely or by way of security) by NTPC to any entity to whom NTPC is entitled to assign its rights and obligations under the PPA 50 Bid Opening 51 For the purpose of the computation of Net Worth, the last four financial years shall be considered. The Bidder Company would thus be required to submit annual audited accounts for the last four financial years i.e., , , and , (or Calendar Years 2010, 2011, There should be provisioning for withdrawing from the bid if the quantity left is less than project capacity without any implication of penalty. Please remove this Clause Please clarify whether PGD will be forfeited in case of NTPC event of default or will it be returned Please remove this assignment clause in the EMD. Please clarify whether bidder name, capacity bid shall be released post Technical bid opening event and prior to Second Round of Bidding. Since by the time of bid submission the annual accounts for the recent most financial year (i.e ) or the recent accounting year (i.e. 2014) would have been finalized. Kindly allow the companies to demonstrate the net worth criteria by the recent most year. In case a relaxation is required to be granted to companies whose annual accounts for the year (or relevant accounting year adopted) is not yet approved then the Page 9 of 20