SECTION 12

SCHEDULE OF PAYMENTS
 Schedule of Payments

12.1 Contract Price

(i) The Employer shall make payments to the Contractor for “Operation
& Maintenance and Toll Collection of Mumbai Trans Harbour Link
Project under the Short-Term Maintenance Contract for 05 (five) years
from the Commencement Date” (hereinafter the “Works”) on the basis
of the lump sum price accepted by the Employer in consideration of
the obligations specified in this Contract for an amount of INR … … …
… (INR … … … … … … … …), which is exclusive of Goods and Services
Tax (GST) (the “Contract Price”) and which shall be subject to
adjustments in accordance with the provisions of this Contract. For
the avoidance of doubt, the Parties expressly agree that the Contract
Price includes the cost of Operation and Maintenance including Toll
Collection. The Parties further agree that save and except as provided
in this Contract, the Contract Price shall be valid and effective until
issue of Completion Certificate or receipt of Final Payment by the
Contractor whichever is later.
(ii) The Contract Price includes all duties, taxes (excluding GST, which
shall be paid as applicable), royalty, cess, charges, and fees that may
be levied in accordance with the laws and regulations in force as on
the Base Date on the Contractor's equipment, Plant, Materials and
supplies acquired for the purpose of this Contract and on the services
performed under this Contract. Nothing in this Contract shall relieve
the Contractor from its responsibility to pay any tax including any tax
that may be levied in India on profits made by it in respect of this
Contract.
(iii) The Contract Price shall not be adjusted for any change in costs
stated in Clause 12.1 above, except as stated in Clause 12.6.
(iv) The Contract Price shall not be adjusted to take account of any
unforeseen difficulties or costs, unless otherwise provided for in this
Contract.
(v) Unless otherwise stated in this Contract, the Contract Price covers
all the Contractor’s obligations for the Works under this Contract and
all things necessary for the Operation & Maintenance and Toll
Collection.
(vi) All payments under this Contract shall be made in Indian Rupees.
12.2 Monthly Operation & Maintenance and Toll Collection (hereinafter
simply “Operation and Maintenance”) Statement of the Project Bridge
with other facilities
(i) The Contractor shall submit to the Engineer a monthly maintenance
statement (“Monthly Maintenance Statement”) in 3 (three) copies by
the 7th (seventh) day of each month in the format set forth for the
Maintenance of the Project Facilities during the previous month.
(ii) The monthly lump sum amount payable for Maintenance shall be
1/12th (one-twelfth) of the annual cost of Maintenance as specified
below:
Table 01: Schedule of Annual O&M and Toll Collection Lump Sum
Amount (Contract Price) excluding of GST

S.L. Description of Annual Lump Sum Cost

No. Works
During During During During During
1st year 02nd 03rd 04th 05th
from year year year year
Commen from from from from
cement Commen Comme Comme Commen
Date cement ncemen ncemen cement
Date t Date t Date Date

1. Operation & 15 15 20 25 25
Maintenance and (Fifteen) (Fifteen) (Twenty (Twenty (Twenty
Toll Collection of percent percent )
of Quoted five) five)
MTHL Project in of Quoted percent percent percent
Bid Price
accordance with (Lump Bid Price of of of Quoted
Scope of Works, Sum (Lump Quoted Quoted Bid Price
Standards & Amount) Sum Bid Bid (Lump
Specifications, Amount) Price Price Sum
Manuals, Drawings (Lump (Lump Amount)
etc. as defined Sum Sum
under the Bid Amount) Amount)
Documents.

12.3 Payment
12.3.1 for Maintenance of the Project Highway
(i) Within 15 (fifteen) days of receipt of the Monthly Maintenance
Statement from the Contractor pursuant to Clause 12.2, the Engineer
shall verify the Contractor’s monthly maintenance statement and
certify the amount to be paid to the Contractor taking into account:
(a) Compliance with the Maintenance Requirements; and
(b) reduction for non-compliance with the Maintenance Requirement in
accordance with Clause 12.11 The Engineer shall deliver to the
Employer an IPC approving or amending the monthly maintenance
statement to reflect the amount due to the Contractor in accordance
with this Contract.
(ii) Maintenance shall be measured in units of one kilometer each;
provided, however, that payment thereof shall be made in fixed
monthly amounts in accordance with this Contract. If the Maintenance
Requirements set forth in Section-8 are not met, reduction in payments
shall be made in accordance with the provisions of Clause 12.11. The
reductions for non-compliance with the Maintenance Requirements
shall be applied on the basis of monthly inspections by the Engineer.
(iii) The deduction made on account of non-compliance with the
Maintenance Requirements shall not be subsequently considered for
payment after the compliance is achieved by repair or rectification.
(iv) The Employer shall pay to the Contractor every month any amount
due under any IPC under this Clause 12.3. The payment shall be made
no later than 45 (forty five) days from the date of Submission of the
claim for the relevant month.

12.4 Payment of Damages – Not used

12.5 Time of payment and interest

(i) The Employer shall pay to the Contractor any amount due under any
payment certificate issued by the Engineer in accordance with the
provisions of this Section-12, or in accordance with any other clause of
this Contract as follows:
30 (thirty) days from the date of certification of the Stage Payment
Statement by the the Engineer in accordance with the provisions of
Clause 12.2 for an IPC; provided that, in the event the IPC is not issued
by the Engineer within the aforesaid period of 15 (Fifteen) days, the
Employer shall pay the amount shown in the Contractor’s Stage
Payment Statement and any discrepancy therein shall be added to, or
deducted from, the next payment certificate issued to the Contractor;
and
(b) payment shall be made no later than 60 (Sixty) days from the date
of submission of the Final Payment Certificate for Works along with
the discharge submitted to the Engineer in accordance with the
provisions of Clause 12.5 for certification.
(ii) In the event of the failure of the Employer to make payment to the
Contractor within the time period stated in this Clause 12.5, the
Employer shall be liable to pay to the Contractor interest @ SBI PLR +
3% per annum, on all sums remaining unpaid from the date on which
the same should have been paid, calculated in accordance with the
provisions of sub-Clauses (a) and (b) of Clause 12.9 (i) and till the date
of actual payment.

12.6 Price adjustment for Maintenance of Project Highway

Lump sum payment for Maintenance shall be adjusted every month for
changes in rates and prices of various inputs in accordance with the
formula given below:

V= P x WI – W0

W0
Where,

V= Increase or decrease in the monthly lump sum payment

P= Monthly lump sum payment due to the Contractor after adjusting
any reduction in
payment for non-compliance of the Maintenance Requirements
W0= The wholesale price index (all commodities) for the month 28
days prior to the latest date of submission of tender as published by
the Economic Adviser, Govt of India.
WI= The wholesale price index (all commodities) for the first day of the
month underconsideration for determining the price adjustment as
published by the Economic Adviser, Govt of India.

12.7 Final payment statement for Maintenance

(i) Within 30 (thirty) days after completion of the Maintenance Period,
the Contractor shall submit to the I/C/Engineer 6 (six) copies of the
final payment statement for Operation and Maintenance of the Project,
with all supporting documents showing the details set forth below in
the form prescribed by the Engineer:
(a) the total amount claimed in accordance with clause 12.7 (i) and
(b) any sums which the Contractor considers to be due to it, with
supporting documents.
(ii) The Engineer shall certify final payment within 60 (Sixty) days of
the receipt of the final payment statement of Maintenance,
segregating the items of amount payable from the items of amount
disallowed. The Employer shall make payment on the basis of the final
payment authorized by the Engineer within a period of 60 (Sixty) days
of the receipt of the Final Payment Statement from the Engineer.
(iii) If the Engineer does not prescribe the form within 15 (fifteen) days
of the date of issue of the Completion Certificate, the Contractor shall
submit the statement in such form as it deems fit.

12.8 Change in law

(i) If as a result of Change in Law, the Contractor suffers any additional
costs in the execution/performing of the Works or in relation to the
performance of its other obligations under this Contract, the
Contractor shall, within 15 (fifteen) days from the date it becomes
reasonably aware of such addition in cost, notify the Employer with a
copy to the Engineer of such additional cost due to Change in Law.
(ii) If as a result of Change in Law, the Contractor benefits from any
reduction in costs for the execution of this Contract or in accordance
with the provisions of this Contract, either Party shall, within 15
(fifteen) days from the date it becomes reasonably aware of such
reduction in cost, notify the other Party with a copy to the Engineer of
such reduction in cost due to Change in Law.
(iii) The Engineer shall, within 15 (fifteen) days from the date of receipt
of the notice from the Contractor or the Employer, determine any
addition or reduction to
the Contract Price, as the case may be, due to the Change in Law.

12.9 Correction of Interim Payment Certificates

The Engineer, through any subsequent Interim Payment Certificate
may make any corrections or modifications to any previous Interim
Payment Certificate issued by him.

12.10 Employer’s claims

If the Employer considers itself to be entitled to any payment from the
Contractor under any Clause of this Contract, it shall give notice and
particulars to the Contractor 20 (twenty) days before making the
recovery from any amount due to the Contractor, and shall take into
consideration the representation, if any, made by the Contractor in this
behalf, before making such recovery.

12.11 Payment reduction for non-compliance with the Maintenance

Requirements
(i) Monthly lump sum payments for maintenance shall be reduced in
the case of noncompliance with the Maintenance Requirements set
forth in Section-8.
(ii) Any deduction made on account of non-compliance with the
Maintenance
Requirements shall not be paid even after compliance subsequently.
The deductions
shall continue to be made every month until compliance is done.
(iii) The Authority’s Engineer shall calculate the amount of payment
reduction on the
basis of weightage in percentage assigned to non-conforming items as
given in Paragraph 2.
2. Percentage reductions in lump sum payments on monthly basis
(i) The following percentages shall govern the payment reduction:

Sl Item Defect/Deficiency Percentage

no
(a) Carriageway and (i)Potholes, Cracks, 0.1%
Pavement Other Surface
defects
(ii) Repairs of 0.1%
Edges, Rutting
(b) Road, Embankment (i) Edge drop, 0.1%
Cutting and Shoulders inadequate cross
fall, undulations,
 settlement,
potholes, ponding,
obstructions

(ii) Deficient slopes, 0.1%

raincuts, disturbed
pitching, vegetation
growth, pruning of
trees

(c ) Bridges and Culverts (i) Desilting, 0.5%

cleaning.
vegetation growth,
damaged pitching,
flooring, parapets,
wearing course,
footpaths, any
damage to
foundations
(ii) Any Defects in 0.5%
superstructures,
bearings and sub-
structures
(iii) Painting, 0.1%
repairs/replacemen
t kerbs, railings,
parapets,
guideposts/crash
barriers

d Roadside Drains (i) Cleaning and 0.1%

repair of drains
e Road Furniture (i) Cleaning, 0.1%
painting,
replacement of
road signs,
delineators, road
markings, 200
m/km/5th km
 stones
f (i) Miscellaneous Items (i) Removal of dead 0.5%
animals, broken
down/accidented
vehicles,
fallen trees, road
blockades or
malfunctioning of
mobile crane

(ii) Defects in Other Project 0.1%

Facilities
g Delay in inspection and All defects 0.5%
maintenance of OSD
Activities
h Cash Management Toll Collected cash Rs. 5 lakhs per
Services: in the booth and incident
not deposited to
Company Accounts
Officer on the next
working day
between 10 am and
12 noon (Company
to confirm receipt
/ non receipt of
cash on a daily
basis)
i Toll Management Tampering with Rs. 2 lakhs per
Systems & Upkeep TMS (Toll incident
management
system)/ WIM,
Weigh Bridge and
other equipment.
(any such event
shall
be jointly
investigated for
malicious attempt
and penalty
 shall be enforced if
malicious intent is
concluded)
j Fraudulent unauthorized For the sake of Rs. 25
issue of local Passes clarity - thousand per
1) To determine incident
and agree on
procedure for pass
issuance
including
supporting
documents required
(fraudulent
would be in
connection to the
same).
2) Type of form of
new passes to be
different from old
passes.
3) Minimum three
months to
considered to
refresh/re-
validate old passes.
(for the initial
transition phase)
k User Fee Collection: 1) Accurate (a) Shortage in
classification of actual
vehicle class as as per TMS
reflected in through
the TMS system monthly
2) Collection of debit notes
prescribed toll fee (b) TC
as per the toll termination, if
receipt found to be
generated and regular
handing over of (c) FIR to be
change lodged
 3) In case of with joint
exempt vehicles, discretion
secure registration
documents, ID
Cards, for
verification
purposes
l Vehicle run through: Staff take money or User Fees in
otherwise allow actual as
vehicle to run per TMS
through in the lane. violations
m Cash-up not being done Rs. 10,000 per
at the end of every shift incident
as per SOP
n Staff not being in proper 1st time –
prescribed uniform Verbal
including warning
safety PPE’s 2nd time –
Written
Memo & a
penalty of
INR 500 per
incident.
3rd time –
Termination
of the
aforesaid
employee.
o Entering Vehicles in User Fees in
Exempt and Not-paid actual as
Category, per TMS
without checking Category for
defined papers of Road unregistered
users and not exemptions,
intimating the same in upon joint
Control Room examination.
p Entering Vehicles in Rs. 500/- per
lower category incident
identified
q During the Surprise Rs. 500/- per
Check, TC found with incident
excess / identified
shortage cash (More
than Rs. 100)
r TC not recording the full Rs. 500/- per
vehicles registration incident
number, identified
except for Peak hour
traffic. Peak Hours will
be pre-
defined with approval of
the Company as it will
vary on a
weekday or weekend.
s TC not recording the full Rs. 500/- per
vehicles registration incident
number, for identified
the exempt and not paid
vehicles.
t Inadequate staffing of Penalty or
Toll Plaza or poor remedial
Traffic measures to
Management resulting be
in queue of more than 6 implemented
vehicles in as per
any lane at all times MMRDA
penalty
imposed if any.
u Shift Safety briefing to INR 500 per
be conducted at the incident
start of every identified
shift

(ii) The amount to be deducted from monthly lump-sum payment for

non- compliance of
particular item shall be calculated as under:
R= P/100 x (M1 or M2) x L1/L

Where,
P= Percentage of particular item/Defect/deficiency for deduction
M1= Monthly lump-sum payment in accordance 12.3 this Schedule
M2= Monthly lump-sum payment in accordance para 12.3 above of this
Schedule
L1= Non-complying length L = Total length of the road,
R= Reduction (the amount to be deducted for non-compliance for a
particular
item/Defect/deficiency
The total amount of reduction shall be arrived at by summation of
reductions for such
items/Defects/deficiency or non-compliance.
For any Defect in a part of one kilometer, the non-conforming length
shall be taken as
one kilometer.