Pre proposal Meeting RFQP Part II draft Concession Agreement February 04, 2011 1 Concession period 10 years from COD, extendable by 2 years Transition Plan : phase out of present buses induction of new buses ticketing and fare collection system any other activity in terms of the Transition Plan Operations Committee to oversee the Transition Plan 2 1
Sources of Revenues to the Concessionaire for providing volume of Basic Services (Non-AC Services and AC Services) shall be based on CYF, Performance Adjustment, Additional Services under STMR and LTMR Revenue shall be collected and retained by DoT Un-utilized components of CYF : 100% of the Capital Charges and 50% of the Manpower and Overhead Charges Performance Adjustment : Max. Reward 15% of payment Max. Penalty 10% of payment Higher leads to Material Breach conditions!! 3 Manage, enforce revise Unified Time Table (UTT) make timely payment of CYF Provide reasonable assistance in obtaining and renewing Permits make available GNCTD Infrastructure Facilities to the Concessionaire provide following facilities on payment basis to the Concessionaire : bus depot - Rs. 60,000/- per year increased @ 10% passenger facility charges (stand fee) - Rs. 10,000/- per month/bus Adda fee for entry to ISBTs, applicable entry fee On-board Equipment at free of cost DoT may request the Concessionaire to operate in other Clusters at LTMR or STMR 4 2
Rights operate Stage Carriage Services raise claim and receive CYF use the GNCTD Infrastructure Facilities Obligations Statutory Obligations comply with the provisions of the Motor Vehicles Act, 1988 and the Rules abide by Permit conditions and any amendment(s) thereof obtain and maintain in force, all insurance of an adequate level Administrative Obligations ensure compliance in relation to the operation, security, safety, quality to submit relevant information sought by IM accepts and allows DoT alongwith FCS Provider to collect & deposit Fare to ensure that the shareholding of the Concessionaire is not changed 5 Operational Obligations furnish and maintain the Performance Security undertakes all activities related to development, investment, financing, operation, maintenance, management comply with UTT and provide Trips (UTT provided during the operational stage) comply with the Specification & comply with Performance Standards to operate Additional Services in terms of STMR & LTMR enter into suitable agreement with DoT for the purpose of obtaining Depot General Obligations to abide by the timelines towards Project Milestones agrees to make payments for a delay in achieving the various milestones be responsible for security, environment and safety, soundness and durability and quality of the equipment used 6 3
Type 1 Allowed to form limited liability company Max. Five Projects Min. equity stake - 26% up to 3 years from COD. Min. equity stake 10% till the end of the Concession Period. Type 2 Max. One Project Min. equity stake - 26% up to 3 years from COD. Min. equity stake 10% till the end of the Concession Period. Type 3 Type 4 Already formed limited liability company Max. one Project Promoter shareholding min. equity stake -26% up to 3 years from COD. Min. equity stake 10% till the end of the Concession Period. Required to form limited liability company Max. Five Projects incl. projects won by Type 1, 2, 3 Lead Member - Min. equity stake - 26% & other Members 5% up to 3 years from COD. Lead Member - min. equity stake 10% & Consortium together 26% till the end of the Concession Period. Type 1, 2, 3 & 4 - Any Person can not hold shares in more than five Clusters at given point of time directly or indirectly through its parent or subsidiary entity 7 Integrated Mechanism (IM) for the Project monitor compliance of the prescribed Specification ensure compliance of the Performance Standards, process and apply Performance Adjustments Direct to operate Additional Services STMR / LTMR (DoT Consultation) recommend to STA/ DoT termination / suspension on Concessionaire s Event of Default undertake Changes in Specifications for altering, deleting, modifying Specifications (consultation with DoT) monitor operations in accordance with UTT recommend changes in UTT based on traffic conditions and etc. 8 4
Concessionaire shall provide reports in terms of Schedule 3 Repeated Failure to meet Performance Standards Performance Adjustment exceeds 15% in two consecutive months, or Performance Standards declines by more than 50% on any day Continued Breach of Performance Standards Performance Adjustment exceeds 25% of the CYF for any two consecutive months or 15% of the CYF in any four immediately preceding 12 months Material Breach of Performance Standards the quality of the services has deteriorated below the acceptance level failure to adhere to safety requirements and Performance Standards Review of Performance Standards Review periodically and at least annually Change in Performance Standards by IM with the approval of DoT Performance Security Upto COD : Rs. 5 Cr 9 Performance Security during operations : Rs. 3 Cr Sr. No. Project Milestone Elapsed Time from Appointed Date End Date for Cluster No. 6, 7, 8 & 9 1 Project Milestone No. 1 : Financial Closure 2 Project Milestone No. 2 : COD 6 month 12 month Project Milestones date/s, the Concessionaire shall pay to the DoT : delay upto 90 days @ INR 1 lakh per day, and a delay beyond 90 days and up to 180 days, @ INR 2/- lakhs per day. Delay beyond 180 days, DoT shall be entitled to terminate this Agreement 10 5
Termination on account of Non Political Force Majeure Event, Concessionaire shall be entitled to receive an amount equal to : 90% of the Debt Due and the entire Subordinated Debt less due insurance claims, if any. Provided that in the event some insurance claims are not admitted, then 90% of such claims Termination on account of Indirect Political Force Majeure Event, Concessionaire shall be entitled to receive an amount equal to: Debt Due, less due insurance claims, if any. Provided, however, that if all or any of the insurance claims are not admitted and paid, then 80% plus the outstanding Subordinated Debt, plus 110% of the Equity if such Termination occurs at any time during 18 months commencing from the Appointed Date and for each successive years thereafter, such amount shall be adjusted every year 11 Termination on account of Political Force Majeure Event, Concessionaire shall be entitled to receive an amount equal to: Debt Due, plus 120% of the Subordinated Debt plus 150% of the Equity the if such Termination occurs at any time during 18 months commencing from the Appointed Date; and for each successive year thereafter, such amount shall be adjusted every year 12 6
Concessionaire fails to achieve Financial Closure or any Project Milestone Concessionaire fails to adhere to the Equipment Specifications or has failed to meet Performance Standards and has failed to remedy the same within 30 days Concessionaire is in Material Breach of this Agreement Concessionaire commits default Shareholding of the Consortium Members falls below the minimum prescribed DoT shall pay to the Concessionaire by way of Termination Payment an amount equal to 90% (ninety per cent) of the Debt Due less insurance claims, if any, provided, however, that if all or any of the insurance claims are not admitted and paid, then 80% of such unpaid claims shall qualify for being included in the computation of Debt Due 13 DoT is in breach of this Agreement and such breach has a Material Adverse Effect on the Concessionaire DoT repudiates this Agreement or otherwise evidences an irrevocable intention not to be bound by this Agreement DoT has unreasonably withheld or delayed grant of any approval or permission which the Concessionaire is obliged to seek under this Agreement, and thereby caused or likely to cause Material Adverse Effect DoT has failed to execute the Substitution Agreement Concessionaire shall be entitled to receive an amount equal to: Debt Due, plus 120% of the total Subordinated Debt, plus 150% of the Equity, if such Termination occurs at any time during 18 months commencing from the Appointed Date and for each successive year thereafter, such amount shall be adjusted every year 14 7
Amicable Resolution Arbitration arbitration under the Arbitration and Conciliation Act, 1996 the rules of arbitration prescribed by the International Centre for Alternative Dispute Resolution, Delhi shall apply to the arbitration one to be appointed by each Party The two Arbitrators so appointed shall appoint the third Arbitrator who shall act as the Presiding Arbitrator Place Delhi bear their own respective costs for and during the Arbitration 15 Item Guidelines Fuel Mode Details Urban Bus Specifications as notified by the MOUD, Govt. of India. The Central Motor Vehicles Rules, 1989 and Bus Code AIS 052 Compressed Natural Gas (CNG) Emissions Norms Engine Transmission System Suspension Bharat Stage IV or Euro-IV Acceleration requirement 16 seconds for 0-30 KMPH and location at front Shall have minimum 5 forward speeds Synchromesh and one reverse with suitable ratios Gear box with manual operation shall be fitted with Semi Elliptic Multi Leaf Spring/ Weveller suspension (rubber ended) at front and Air bellow suspension system at the rear Service doors Shall have one service door of 1200mm at Entrance at rear (behind rear axle)and another service door of minimum 750 mm wide aperture (without flaps) at the front of the bus as per provisions of the Bus Code for Type I, NDX category 16 8
Item Floor/ Steps Destination Boards ITS Related Requirements Details The floor level of bus shall be at a maximum height of 900 mm from the ground level in unladen condition There will Entry + 2 steps at the Entrance/ Exit doors, which shall meet the requirement as per Bus Code. Electronic route display system at front, rear, side and one inside display board with integrated voice announcement. Multiplexed wiring system using ECUs with an intelligent gateway between Engine Management Controller and cluster with CAN network protocol. Additional requirement AC Bus for HVAC system capable of maintaining inside temperature within a range of 18 degree C to 30 degree C with air curtains on doors. 17 Performance Deductions Delayed Trips Missed Trips Other Infractions Performance Deductions/Incentives On-time benchmark Sample Check on specified performance parameters and Incentives Performance Deductions and Incentives shall be adjusted for inflation on an annual basis 18 9
Performance Deductions S. No. Description (Checkpoint/s) Applicable Limits from UTT Earliest Start Latest Start 1 Start of First Trip for Each Bus for the day + 0 minutes + 2 minutes 2 Start of Each Subsequent Trip + 2 minutes + 5 minutes 3 First checkpoint en-route at about ~ 5 km - 2 minutes + 5 minutes 4 Second checkpoint en-route at about ~ 10 km - 2 minutes + 8 minutes 5 Third checkpoint en-route at about ~ 15 km and all subsequent checkpoints, if any - 2 minutes + 10 minutes 19 Performance Deductions S. No. Category and Performance Below Benchmark Above Benchmark 1 On Time Performance Benchmark BM : 88% - 92% % of total monthly checkpoints for the Cluster Less than BM Deduction : Ontime Deductions Greater than BM Incentive : On-time Incentive 20 10
Performance Deductions S. No. Performance Prorated Deduction 1 Upto 5% below BM of 88% Rs. 50/ - for each checkpoint 2 Upto 10% below BM of 88% Rs. 75/ - for each checkpoint 3 Upto 15% below BM of 88% Rs. 100/ - for each checkpoint 4 More than 15% below BM of 88% Rs. 125/ - for each checkpoint S. No. Performance Prorated Incentive 1 Above the BM of 92% Rs. 200/-for each checkpoint 21 Performance Deductions S. Extent to which a Trip is Deduction No. missed 1 A Trip, which either does not 150% of the CYF payable for the Trip that would commence or does not have been payable for the Trip plus a deduction complete even 25% of the to the extent of 50% of the CYF that would have kilometers for the Trip. been payable for the Trip. 2 A Trip, which has completed more than 25% but less than 60% of the kilometers for the Trip. 3 A Trip, which has completed more than 60% but has not completed 100% kilometers for the Trip. 100% of the CYF payable for the Trip. 50% of the CYF payable for the Trip. 22 11
Performance Deductions S. No. Category of Infraction Reference Table for Infraction in Annexure J Amount for Each Infraction for calculating Performance Claim/ Deduction (in Rupees) Time to Resolve (Bus related infraction) 1 A Table 3.A 50/- One day 2 B Table 3.B 200/- Two days 3 C Table 3.C 500/- Three Days 4 D Table 3.D 1,000/- Three Days 5 E Table 3.E 2,000/- One day 6 F Table 3.F Defined in Table 3.F One day 23 Thank You Delhi Integrated Multi Modal Transit System Limited (A Joint Venture of Government of Delhi & IDFC Ltd.) 1 st Floor, Maharana Pratap Inter State Bus Terminus, Kashmere Gate, Delhi 110 006 Phone +91-11-43090100; Fax: + 91-11-23860966 Email: info@dimits.in Website: http://dimits.in 24 12