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UP Uttar Pradesh Expressways Industrial Development Authority Tender For Arrangements for Cash Management Services in respect of Toll Collection on Agra Lucknow Expressway Tender No. UPEIDA/454(18) C-13, IInd Floor, Parayatan Bhawan, Vipin Khand, Gomti Nagar, Lucknow- 226010 0522-2307542 / 2307592, Fax-0522-4013560, Email- upeida2@gmail.com

DISCLAIMER The information contained in this Tender provided to Applicants, whether verbally or in documentary or any other form by or on behalf of the Authority or any of their employees or advisers, is provided to Applicants on the broad Scope and Terms of services set out in this Tender and such other terms and conditions subject to which such information is provided. This Tender document is not an agreement and is neither an offer nor invitation by the Authority to the prospective Applicants or any other person. The purpose of this Tender is to provide interested parties with information that may be useful to them in the formulation of their Proposals pursuant to this Tender. This Tender includes statements, which reflect various assumptions and assessments arrived at by the Authority in relation to the Services under reference. Such assumptions, assessments and statements do not purport to contain all the information that each Applicant may require. This Tender may not be appropriate for all persons, and it is not possible for the Authority, its employees or advisers to consider the objectives, technical expertise and particular needs of each party who reads or uses this Tender. The assumptions, assessments, statements and information contained in this Tender, may not be complete, accurate, adequate or correct. Each Applicant should, therefore, conduct its own investigations and analysis and should check the accuracy, adequacy, correctness, reliability and completeness of the assumptions, assessments and information contained in this Tender and obtain independent advice from appropriate sources. Information provided in this Tender to the Applicants is on a wide range of matters, some of which depend upon interpretation of law. The information given is not an exhaustive account of statutory requirements and should not be regarded as a complete or authoritative statement of law. The Authority accepts no responsibility for the accuracy or otherwise for any interpretation or opinion on the law expressed herein. The Authority, its employees and advisers make no representation or warranty and shall have no liability to any person including any Applicant under any law, statute, rules or regulations or tort, principles of restitution or unjust enrichment or otherwise for any loss, damages, cost or expense which may arise from or be incurred or suffered on account of anything contained in this Tender or otherwise, including the accuracy, adequacy, correctness, reliability or completeness of the Tender and any assessment, assumption, statement or information contained therein or deemed to form part of this Tender or arising in anyway in this Selection Process. The Authority also accepts no liability of any nature whether resulting from negligence or otherwise however caused arising from reliance of any Applicant upon the statements contained in this Tender. The Authority may in its absolute discretion, but without being under any obligation to do so, update, amend or supplement the information, assessment or assumption contained in this Tender. The issue of this Tender document does not imply that the Authority is bound to select an Applicant or to appoint the Selected Applicant, as the case may be, for the Services under reference and the Authority reserves the right to reject all or any of the Proposals without assigning any reasons whatsoever.

RFP for Inviting Proposals from Eligible Institutions for Arrangements for Cash Management Services in respect of Toll Collection on Agra Lucknow Expressway Requests for Proposals are invited from select reputed Institutions in India for assisting UPEIDA in Arrangements for Cash Management Services in respect of Toll Collection at various toll collection points across the entire stretch of Agra Lucknow Expressway. 1. Background:- Uttar Pradesh Expressways Industrial Development Authority (UPEIDA) has been set up as a statutory entity of Government of Uttar Pradesh in 2007 under the Uttar Pradesh Industrial Area Development Act, 1976. UPEIDA has been assigned by the Government of Uttar Pradesh to work as the nodal agency for construction of Expressway Projects in the State of Uttar Pradesh. The Agra to Lucknow Access-Controlled (Greenfield) Expressway Project undertaken by UPEIDA is completed and is open for public vehicular traffic. This Expressway is a critical high-speed road link between the State Capital and western part of Uttar Pradesh upto Agra and it provides a seamless, short and faster connectivity to National Capital City Region (NCR) and upto Delhi in conjunction with the Yamuna Expressway that is already in operation from Agra to New Delhi; on the other hand this Expressway shall also be connecting the eastern part of Uttar Pradesh through the Purvanchal Expressway Project being undertaken by UPEIDA separately, covering nine districts of Uttar Pradesh and providing onward seamless connectivity to various districts of Bihar and West Bengal upto Kolkata through other National Highways. Various townships and agricultural / industrial hubs, logistic parks and various other facilities are also planned for being created alongside the expressway as also in its hinterland by the Government of Uttar Pradesh. Thus, the Agra to Lucknow Access-Controlled (Greenfield) Expressway Project will attract a substantial quantum of road traffic in various directions. The complete stretch of the Expressway is 302 kms. The toll is being levied on usage of this Expressway under the provisions of The Uttar Pradesh Expressway (Levy of Tolls and Fixing of Fees and Realisation Thereof) Rules 2010 as amended up-to-date with the Fourth Amendment thereof notified on 15 December 2017. 1.1 Being the Access-Controlled Expressway, GoUP has decided to institute the toll collection at the specified rates on Agra to Lucknow Access Controlled (Green Field) Expressway. The commuters would be required to pay the toll amount on the Toll Plazas / Booths by way of tendering cash on the collection counters or adopting cashless payment systems / digital payment modes. The cash accrual at these Toll Plazas / Booths will call for, inter alia, institution of Cash Management Services relating to the toll collection and its appropriate accounting. 1.2 There are two Main Toll Plazas and 15 Ramp Plazas (in all 17 locations) across the Expressway. In all 152 Toll Booths would be installed at these locations along the whole stretch of Agra Lucknow Expressway. However, 106 toll booths shall be initiated now and rest 46 toll booths will come up in a phased manner. The cash toll payment facilities shall be provided at all these toll booths.

1.3. The toll collected at the toll booths and kept in the cash box at the respective counter shall be aggregated at the respective Toll / Ramp Plaza in a safe vault. The graphic representation of locations of Toll / Ramp Plaza is given in the Annexure. 1.4. UPEIDA is maintaining an Escrow Account with Allahabad Bank at its Industrial Finance Branch at Hazratganj, Lucknow. The amount of toll collection has to be deposited in this account. 1.5. UPEIDA is in need of a banking agency that would be able to collect the cash from the cash vault at the respective Toll / Ramp Plaza at each of the 17 locations mentioned above and get it deposited in the Escrow Account maintained by UPEIDA with the branch of Allahabad Bank as mentioned above. The work will involve collection of cash on every bank-working day from the respective Toll / Ramp Plaza, its counting in an appropriate manner and packaging for transit, transportation in appropriate vehicles, under the required security cover, to the concerned banking agency s cash aggregation centre for recounting and verification etc and subsequent credit to a non-operative current account from where it would be transferred to the aforementioned Escrow Account in not more than T+2 banking days. The expenditure required on insurance of cash in transit, if any needed, shall be borne by the Cash Management Banking Agency. No other additional expenditure or any liability shall be borne by UPEIDA in this behalf or for any other activity involved in the whole process right from collection of cash from Toll / Ramp Plaza and its credit finally to the aforementioned Escrow Account. 1.6. It has been decided to invite Request for Proposals through tendering from eligible banking institutions who are engaged with, inter alia, Cash Management Services in India. 2.0 The services required from the selected agency have been broadly spelt out in the paragraph 1.5 above. The same may please be taken into consideration by the applicant agency for furnishing their tender. The arrangement will be initially for a period of one year which may be extended, at the discretion of UPEIDA, further for a period mutually agreed upon between UPEIDA and the concerned Agency / Institution. 2.1 The Proposal: The proposal may contain detailed write-up on various aspects of the aforementioned services and specifically those as mentioned below:- i. Procedure for collection of cash from the cash vault at the respective Toll / Ramp Plaza and its packaging. ii. Mode of transportation of cash from the Toll Plaza to the cash aggregation centre of the applicant agency. Location of such cash aggregation centres as also the number of transportation vehicles and manpower to be deployed with these vehicles may also be mentioned. iii. Transit Insurance arrangements may be specified. iv. Details of the security arrangements to be made for the transit may be indicated. v. Accounting and reporting procedures for keeping informed UPEIDA of the day-today operations in written and digital modes may be elaborated. vi. Formalities, procedural and legal or otherwise, required to be entered into by UPEIDA with the applicant agency may also be specified.

vii. Any other related aspects that the applicant agency would like to specify, may please be mentioned. 2.2 Payment Terms :- Details of initial and periodical costs to be incurred by UPEIDA as chargeable by the applicant institutions and the terms thereof, may please be indicated in the proposal. 2.3 Key Personnel The details of Key Personnel required to be associated by the Applicant Institution for being contacted by UPEIDA for the above assignment may be indicated in the proposal. 2.4 Pre-Qualification Criteria:- i. The aspiring institutions should have pan-india operations. ii. iii. iv. The aspiring institutions should have experience of at-least 01 year in facilitating toll cash management systems under reference on at-least one Highway / Expressway in India of total length of minimum 50 Kms, subject to satisfaction of UPEIDA. It must have a well-qualified team of officials to actually work on this Project who should be experienced for doing all that is needed for the proposed work. Proposals submitted by a consortium of institutions with a clear and specific understanding amongst their constituents are also acceptable provided that UPEIDA shall not be dealing with or responsible for individual institutions of the consortium on any issue pertaining to the operations on this Project. v. Details of actual work done by the aspiring institutions relating to the type of works envisaged herein may be given with due supporting documents. It may please be noted that the Envelopes for Financial Proposals of only those applicants who meet the Pre-Qualification Criteria, shall be opened and evaluated. 2.5 Proposal Submission:- i. The proposal should be submitted by interested institutions in two parts:- ii. a) Technical Proposal (Envelope I) b) Financial Proposal (Envelope II) While the Technical Proposal may define various technical aspects of the proposed assignment, the Financial Proposal may spell out various financial aspects of the work under reference. These Technical and Financial Proposals should be submitted in separate Envelopes superscripted with Technical Proposal or Financial Proposal, as the case may be, along-with the nomenclature of the assignment viz. Arrangements for Cash Management Services in respect of Toll Collection on Agra Lucknow Expressway on the top of the Envelopes. iii. iv. Financial Proposal Envelope should include a warning DO NOT OPEN WITH THE TECHNICAL PROPOSAL clearly super-scribed in bold letters on the top left hand corner of the envelope. The Technical Proposal should be prepared considering the objectives, scope, approach and methodology, deliverables etc broadly conforming to the requirements mentioned earlier in this document and must include a brief

description about the Applicant Institution, Work Experience, details of various works / actual experience relating to Cash Management Services and turnover level thereunder for last three years, scope understanding by the Applicant Institution, proposed approach and methodology for the purpose and any other relevant details. If necessary, the Bid Evaluation and Selection Committee may ask for a detailed presentation on Technical Proposal before the Committee by the respective bidders at their own cost. No specific format has been prescribed for the Technical Proposal. Hence the bidders may prepare their write-up and submit it appropriately to UPEIDA. v. The Financial Proposal may indicate the consolidated amount of various fees / vi. charges, as the case may be, chargeable by the Applicant Institution at different stages of the process of work under reference as also the terms and conditions that the Applicant Institution would like to propose. The Financial Proposal shall take into account all financial obligations upon UPEIDA and tax liabilities including GST as may be applicable. The legal documents to be executed by UPEIDA in regard to this work may also be indicated in the proposal. The Tender (Technical and Financial) must be submitted by the Applicant Agencies / Institutions to UPEIDA not later than 01:00 pm (13:00 hrs) on 06 February 2018. Both the Technical Proposal and the Financial Proposal in physical format, duly signed in original by the competent authority of the Applicant Agency / Institution, may be submitted in separate envelopes superscripted as indicated earlier, at the address as follows:- The Chief Executive Officer Uttar Pradesh Expressways Industrial Development Authority C13, Second Floor, Paryatan Bhawan, Vipin Khand, Gomti Nagar, Lucknow 226010 No tenders shall be accepted once the tender submission date and time is over. The bidder will only be responsible if his/her tender documents are not submitted in time due to any of his/her problems/faults, for whatsoever reason or the same are found to be incomplete. 3.0 Evaluation of bids of RFP and Final Selection:- 3.1 The evaluation of all proposals submitted through the Tender within the prescribed date as mentioned above and final selection of the Agency for this purpose shall be undertaken by a Committee constituted by the Competent Authority for this purpose, on the basis of appropriate scoring of Technical and Financial Proposals as per the criteria prescribed in the Government of Uttar Pradesh for evaluation of bids for similar other projects. If necessary, the Bid Evaluation and Selection Committee may ask for a detailed presentation on Technical Proposal to be made before the Committee by the respective tendering agencies / institutions at their own cost. The decision of the Selection Committee regarding the final selection of the bidder institution shall be communicated by UPEIDA to the respective bidder in writing. 3.2 Criteria for Evaluation:-

3.2.1 First the Envelope -1 on Technical Proposal of all the proposals received till due date/time shall be opened by the Committee constituted for this purpose, and the Envelope - 2 on Financial Proposal of only those proposals who have been found having requisite Pre-Qualifications as per para 2.4 above, shall be opened on the date to be informed after the opening of Technical Proposal and the bidder quoting the lowest financial charges in his Financial Proposal shall be considered for award of the assignment. 3.2.2 Evaluation of Technical Proposal :- In the first stage, the Technical Proposal will be evaluated on the basis of brief description about the Applicant Institution, Work Experience, details of various works / actual experience relating to Digital / Mobile Wallet Systems and turnover level thereunder for last three years, scope understanding by the Applicant Institution, proposed approach and methodology for the purpose and any other relevant details. A list of such short-listed (qualified) Applicants shall be prepared by UPEIDA for Financial Evaluation. 3.2.5 Evaluation of Financial Proposal:- In the second stage, the financial evaluation of only the short-listed (qualified) Applicants as above, shall be carried out to identify the L-1. 4. Award of Assignment: After selection, a Letter of Award (the LOA ) shall be issued, in duplicate, by the Authority to the Selected Applicant and the Selected Applicant shall, within not more than 7 (seven) days of the receipt of the LOA, sign and return the duplicate copy of the LOA in acknowledgement thereof. In the event the duplicate copy of the LOA duly signed by the Selected Applicant is not received by the stipulated date, the Authority may, unless it consents to extension of time for submission thereof, forfeit the claim of such Applicant, and the next eligible Applicant may be considered. 5. Execution of Agreement After acknowledgement of the LOA as aforesaid by the Selected Applicant, it shall execute an Agreement with UPEIDA within the period of not more than 05 (Five) days from the date of issuance of LOA. If the Selected Applicant fails to sign the Agreement, the Authority may invite the Second Lowest Applicant for negotiations and may issue LOA to him. 6. Commencement of Assignment The Selected Applicant shall be required to commence the services under reference as early as possible but not more than seven days from the date of signing of the Agreement. Note:- It may be noted by all concerned that UPEIDA reserves the right to accept or reject any or all proposals without assigning any reason and without any responsibility of payment of any damages whatsoever to any person or entity on this account. Awanish Kumar Awasthi, IAS Chief Executive Officer, UPEIDA, Lucknow