EXPRESSION OF INTEREST BSNL seeks opportunity for various In-Building Solution Providers to provide indoor mobile coverage to the BSNL customer on rental basis. Bharat Sanchar Nigam Ltd. (BSNL) seeks to provide indoor building solutions to important public, commercial, offices, hospitals, malls, educational institutions, Airports, metro stations/routes, railway stations and other such places having large footfalls and accordingly seeks to empanel eligible In-Building Solution (IBS) providers on pan India rental basis. Proposals are accordingly invited from interested IBS partners on non-exclusive, rental charge basis. The services can be offered by the concerned IBS partners after empanelment by signing agreement with BSNL. This is an open ended Expression of Interest (EOI) in which IBS partner meeting requisite eligibility criteria as per clause B are requested to submit proposal in sealed envelope as per Clause P. A. Scope of work 1. Telecom Sites of the IBS partner s having In Building Solution located across various territories in India are to be utilized. 2. The IBS partner shall provide the BSNL the details of the Telecom Sites (name and address of the building) that for which IBS partner has the right to use and operates and shall update the information periodically. 3. IBS partner will provide Right Of Way(ROW) to various buildings and make available Distributed Antenna System(DAS) for signal distribution inside those buildings and provide passive telecom infrastructure and related operation and maintenance to provide indoor coverage to mobile services. 4. IBS partner is inter-alia engaged in the business of deemed owning and/or validly possessing the space in offices of IBS Sites across India and provides such Telecom Sites, including its operation, maintenance and up-gradation services on shared basis to its customers. 5. The IBS partner shall also inform the BSNL on a regular basis about the Telecom Sites that it intends to add to its portfolio over a defined time period. 6. BSNL may examine the feasibility of utilizing such telecom sites within 15 days and shall inform the IBS partner about its wish to utilize the same. 7. BSNL may also provide the details of the Telecom Site to IBS partner where BSNL plans and desires to provide coverage and further requests the IBS partner to install its DAS for the same purpose. 1 9
8. IBS partner shall endeavor to make the Telecom Site ready for installation within a period of 90 days from the date of such request. 9. In case, pursuant to Clause 7, the IBS partner decides and builds the Telecom Sites as per the details provided by the BSNL then in such case the DAS at the Telecom Sites shall be owned and operated by the IBS partner with the BSNL as the first Mobile Service Provider (MSP) and the IBS partner shall also be free to share the same with other MSPs. 10. The IBS partner shall be solely responsible for obtaining any and all approvals/permissions/clearances from the owner(s) of the building(s), residential welfare association(s) and/or other relevant authorities for setting up such DAS and BSNL s equipment at the Telecom Sites, at its own cost. 11. The BSNL shall provide, install, operate, and maintain BTS and other related equipment like microwave radio access, in the space earmarked by the IBS partner at the Telecom Site, at its own cost. The BSNL shall also be responsible for obtaining all regulatory and statutory and mandatory permissions, which may be required to install and operate the equipment of the BSNL at the Telecom Sites. BSNL prefers to lay optical fibre media to the BTS/Node-B and any permission required in this regard to lay the fibre within the premises of the building/property shall be part of the approval/permission/clearance to be managed by the IP. The BSNL shall also be entitled to make any enhancements in its equipment in future, after prior consultation with IBS partner with respect to any impact on network design, space, and power required, etc. 12. After the successful installation of the said BTS system along with relevant equipment by the BSNL as provided in clause 11, the Parties hereto shall cooperate with each other for successful integration of the same with the DAS already installed at Telecom Site by the IBS partner. 13. Obtaining all local approvals to facilitate installation of BSNL s equipment shall be the responsibility of IBS partner except for frequency authorization which will be obtained by BSNL. 14. Operation, maintenance and housekeeping of provided telecom infrastructure shall be the responsibility of IBS partner. It will be the responsibility of IBS partner to keep the telecom infrastructure in perfect operating condition with specified power up time as defined in the agreement. B. Eligibility 1. The IBS partner should be a registered company and incorporated under the Companies Act, 1956. 2 9
2. The IBS partner should be licensed IBS partner Company (IP1 category registered with DOT) /licensed telecom service provider. 3. IBS should have necessary rights to provide IBS on a particular site and IBS should be operational. C. Coverage 1. The IBS partner shall provide DAS in such a way so as to ensure that the signals strength better than -75dBm in allocated frequency band throughout inside of the building including the basements, parking area and inside the lifts in a continuous manner so as to ensure that a customer who traverses the property will get continuous coverage from the IBS. 2. The above signal (better than -75dBm) should be available at more than 99% of the floor space of the building. It should also be available inside the lift except any area mentioned restricted by the developer/owner/tenant or excluded with the approval of BSNL. D. List of Sites 1. The empanelled IBS providers shall provide the list of sites where their IBS is in operation along with the number of Telcos already subscribed to their IBS in respective sites. 2. IBS partners should also provide the list of proposed sites where IBS is going to be provided in near future. E. Network service charges, Site rental and Electricity charges:- 1. IBS site will have 3 components namely network service charges, site rental and electricity charges., Site rental will be payable to the site owner by IBS, electricity charges will be payable to respective electricity department by IBS and network charges will be payable by BSNL to IBS partner. The site rental and electricity charges will be a pass through component and will be payable on actual basis, shared amongst the Telecom Service Providers (TSP) providing telecom service in the said building/site. 2. The IBS partner will quote the rate of network service charge for in-building solutions in respect of their sites on per month per sq. ft basis for 5 years which will remain valid for a period of 5 years. BSNL reserves the right to negotiate the rate before agreeing to a final rental. 3. The necessary agreement between the owner / landlord of the building and IBS provider has to be shared with BSNL which will include the rental value and terms & conditions. The site rental will be shared amongst the TSP. 3 9
4. Any change in site rental by owner / landlord will be examined / approved by CGM of the Circle. 5. An exclusive Sub-Meter is to be installed / provided for the electricity consumption of IBS / BTS equipment in the rented building. The electricity charges will be paid by BSNL to ISP on actual basis will be shared amongst TSP. F. Renewal 1. BSNL will have the right to extend the agreement for another period of 5 years with an incremental increase in Network Service Charges payable as per mutual consent subject to Max. of 25%. G. Indemnification 1. Both the parties shall defend and indemnify and hold each other harmless from and against all claims, losses, suits, actions or causes of action, including all expenses of litigation, court costs and advocate fees, for damage by reason of any negligence, willful misconduct or breach of statutory duty or any liability whatsoever whether suffered, made instituted or asserted against the indemnified party by any third party, as a result of arising out of, or in connection with this agreement. 2. If the indemnify party is made a party to any litigation commenced by or against the other party (the indemnifying party) for any of the above reasons, than the indemnifying party shall protect and hold the indemnified party harmless and pay all reasonable costs, penalties, charges, expenses and reasonable attorneys fees incurred or paid or likely to be incurred by the indemnified party in respect thereof. The indemnifying party shall also indemnify the indemnified party in respect of: i) Any loss suffered as a result of any representation or warranty made in connection with this agreement being found to be materially incorrect or mis-leading, or ii) Liability for any death, injury or damage to any person or property arising directly or indirectly from the improper use of the telecom side or otherwise, or iii) Any loss or liability incurred resulting from improper possession, use or operation of the telecom site or any other equipment, or iv) Any and all claims, damages, cost, charges and expenses incurred or likely to be incurred by arising out of any acts or omissions or breaches of this Agreement, law, rules, regulations by the indemnifying party or its employees, agents or representatives, or v) Any tax, duties, levies, cess, costs or liability, penalties which may be demanded from the indemnifying party during or after termination of this agreement which were otherwise the responsibility of the indemnifying party as stated in this agreement, or 4 9
3. Each indemnity in this clause is a separate and independent obligation and shall continue for a period of 3 years after termination of this agreement/each individual site agreement. H. ARBITRATION, APPLICABLE LAW AND JURISDICTION All the disputes, differences, controversies / differences of opinions, breaches and violation arising from the Agreement between parties shall be resolved by mutual discussions / reconciliations in good faith. If the dispute, difference, controversies / differences of opinion, breaches and violation arising from or related to the Agreement cannot be resolved within 60(sixty) days of commencement of reconciliations / discussions, then such questions, disputes or differences (except as to the matters, the decision to which is specifically provided under this Agreement ) shall be referred to the sole arbitration of the CMD or in case his designation is changed or his office is abolished, then in such cases to the sole arbitration of the officer for the time being entrusted(whether in addition to his own duties or otherwise) with the functions of the CMD, BSNL or by whatever designation such an officer may be called (hereinafter referred to as the said officer), and if the CMD or the said officer is unable or unwilling to act as such, then to the sole arbitration of some other person appointed by the CMD or the said officer. There will be no objection to any such appointment on the ground that the arbitrator is a BSNL employee or Government Servant or that he has to deal with the matter to which the Agreement relates or that in the course of his duties as a Government Servant or BSNL employee, he has expressed his views on all or any of the matters in dispute. In the event of such an Arbitrator to whom the matter is referred, being transferred or vacating his office or neglecting his work or being unable to act for any reason whatsoever, the CMD, BSNL or the said officer shall appoint another person to act as an Arbitrator in accordance with terms of the Agreement and the person so appointed shall be entitled to proceed from the stage at which it was left out by his predecessors. The Arbitration and Conciliation Act, 1996 and the rules made there under or any statutory modification or re-enactment thereof or any rules made thereof shall be deemed to apply to the arbitration proceedings under this clause. The Arbitration proceedings shall be in English language. The venue of the arbitration proceeding shall be the office of the CMD BSNL, New Delhi, India or such other places as the arbitrator may decide. I. Roles and Responsibility 1. IBS Partners IBS partner shall be responsible for following activities at its own cost: 5 9
i. Solely responsible for obtaining any and all approvals / permissions / clearances from the owner(s) of the building(s), residential welfare association(s) and/or other relevant authorities for setting up such DAS at Telecom Sites, at its own cost. ii. RF Survey of the building(s) and sharing the results of the same with the BSNL. iii. RF Planning with link budget for all the antenna locations and designing of the DAS. iv. Installation and commissioning of the DAS as per the design. v. Day-to-day Operation and Maintenance of the DAS at the Telecom Site. vi. Augmentation of the DAS at the Telecom Site so as to continuously support the service. vii. IBS partner shall be responsible for providing the following to the BSNL at the Telecom Site: a. Floor space upto the maximum of 25 Sq. Ft., depending on availability of the same, for equipment installation by the BSNL. b. One electricity connection through a sub-meter, on sharing basis, at each Telecom Site. Backup power to be provided where available in the building. c. A pole at the rooftop of the Telecom Site or other relevant location for the BSNL to install its microwave antenna. d. Necessary provision for extending infrastructural alarms to BSNL OMC-R e. Security of BSNL assets f. Lightning protection and earthing 2. BSNL BSNL shall be responsible for following activities, at its own cost: i. Installation and commissioning of its BTS and related equipment at the Telecom Site. ii. Integration of the BTS with the DAS equipment for successful signal distribution at the Telecom Site in cooperation with the IBS partner. iii. Operation and Maintenance of the BTS and related equipment. iv. Installation and commissioning of the microwave system for backhaul connectivity. v. Operations and Maintenance of the microwave backhaul system. vi. Air-conditioning, if required, for BSNL s equipment. J. Technology Covered and Used 1. This will covers GSM, GPRS and EDGE (commonly referred to as 2.5G GSM technologies), 3G/4G future technologies. 6 9
2. IBS partner shall, at its discretion, deploy either RF only DAS or a hybrid DAS solution in the building/campus, depending on the requirement of the building/campus, and the BSNL shall have no say in the same. 3. BSNL shall have the right to feed two signals [2G and 3G] as per requirement. K. Handing Over: Once ready, IBS will be offered by IBS partner to BSNL for joint inspection. This will be carried out by BSNL executive and representative of IBS partner. Network service charge will be payable from date of hand over in respect of only these area which meet the required segment level and specification at the time of hand over. L. Termination: 1) Since, it is a passive device network so once testing has been done and building handed over to BSNL, chances of not meeting desired signals is remote. Therefore, testing will be done every year. However, in order to safeguard the interest of BSNL in case complaints are received of non coverage/poor coverage in building then BSNL reserves the right to ask IBS provider to test the signal before one year and IBS provider will have to take necessary corrective action within 72 hours. If repeated complaints (more than 3 times a year) is received and signal strength is not found to be of desired level in at least 85% of building coverage area then BSNL shall have a right to terminate the contract in that building if so desired with immediate effect. 2) EITHER PARTY may terminate the Agreement / any Service order without incurring liability i) With immediate effect in the case of insolvency or bankruptcy or appointment of receivership proceedings against the other party or Infrastructure provider going into liquidation or ordered to be wound up by competent authority. ii) With immediate effect if the license / permission / approval granted to the other party by DoT or any other government agency is cancelled, terminated or withdrawn (however it shall not include temporary suspension). iii) Infrastructure provider going into liquidation or ordered to be wound up by competent authority. M. Payment Terms: 1. The payment for IBS shall be made at circle level from circle HQ for all the sites hired within the circle. The bill will be submitted to the concerned GM In-charge of the IBS in (M+1) month by 7 th date for the bill of month M which has to be paid by the end of (M+1) month. The service provider will give CENVATABLE invoice in confirmative with Rule 4A(I) of service tax Rule 1994 amended from time to time for availing Cenvat Credit by BSNL. 2. TDS as per Income Tax Act 1961 will be made before making payment to the IBS partner. 7 9
N. Duration of Agreement: BSNL will sign a Master Service Agreement (MSA) for 5 years with IBS partners whose services BSNL is going to hire. The terms and conditions of MSA shall be mutually binding. O. BSNL reserves the right to accept or reject the proposal without giving any reason to the IBS. P. Proposals: This is an open ended EOI in which the IBS partner meeting requisite eligibility criteria as per clause B are requested to submit their proposal in two sealed envelopes as below: a) Eligibility document as per clause-b (1), B (2).{Envelope-I} b) An undertaking by IBS provider that he has exclusive ROW / tenancy rights in the building of which list of sites have been provided as per Annexure-A. {Envelope-I} c) List of sites alongwith price rate i.e network service charges per sq. ft. on pan India basis in the format given in Annexure-A. {Envelope-II} The proposal may be submitted to DM (PDP-CM) 6 th Floor, Bharat Sanchar Bhawan Harish Chander Mathur Lane, Janpath New Delhi-1 8 9
ANNEXURE-A PRICE BID 1. List of Sites. 2. S.NO Name of the Site Area Covered by the Site Covered Area Parking area Total area 3. Rate of Network service Charges on PAN India basis =Rs per sq.ft. + applicable taxes. 4. The bid price is to be exclusive of all taxes. The Taxes will be paid as per actual on submission of invoice. 9 9