Request For Proposal

REQUEST FOR PROPOSAL
FOR PROCUREMENT,
INSTALLATION, COMMISSIONING AND
MAINTENANCE OF SERVER AND STORAGE
FOR HADOOP FRAMEWORK
Ref: SBI/GITC/TECHOPS/2017-18/410
dated : 02/08/2017
Deputy General Manager (Tech Ops),

State Bank of India, Core Banking Project,
2nd Floor, State Bank Global IT Centre,
Sector 11, CBD Belapur,
Navi Mumbai 400 614
RFP for procurement of hardware
Part-1
S.N. Index
1 Invitation to Bid
2 Disclaimer
3 Definitions
4 Scope of work
5 Eligibility Criteria, Technical & Functional Specifications, BOM &
Compliances
6 Cost of Bidding
7 Clarifications and amendments on bidding document/Pre-Bid
meeting
8 Contents of Bid documents
9 Earnest Money Deposit
10 Bid preparation and submission
11 Deadline for submission of Bids
12 Modification and withdrawal of Bids
13 Period of validity of Bids
14 Bid integrity
15 Bidding process and opening of technical Bids
16 Technical evaluation
17 Evaluation of price Bids and finalization
18 Contacting the Bank
19 Award criteria
20 Power to vary or omit work
21 No waiver of Bank‟s rights or successful Bidder‟s liability
22 Change in order
23 Contract amendment
24 Bank‟s right to accept any Bid and to reject any or all Bids
25 Documentary evidence establishing Bidder‟s eligibility and
qualification
26 Performance Bank Guarantee
27 Country of origin and eligibility of goods & services
28 Delivery, installation, commissioning and documentation
29 Services
30 Warranty and Annual Maintenance Contract
31 Compliance with IS Security Policy
32 Penalty and SLAs
33 Right to verification
34 Purchase price
35 Inspection and quality control tests
36 Right to audit
37 Sub-contracting
38 Insurance
39 Validity of agreement
40 Limitation of liability
Page 2 of 118 Confidential & Proprietary

41 Confidentiality
42 Delay in vendor performance
43 Vendor‟s obligations
44 Technical documentation
45 Patent/Intellectual Property Rights
46 Liquidated damages
47 Conflict of interest
48 Fraud and corrupt practices
49 Termination for default
50 Force majeure
51 Termination for insolvency
52 Termination for convenience
53 Disputes and arbitration
54 Governing languages
55 Applicable law
56 Taxes and Duties
57 Tax deduction at sources
58 Right to use defective products
59 Tender Fee
60 Notices

1. INVITATION TO BID:
i. State Bank of India (herein after referred to as „SBI/the Bank‟ is having

its Corporate Centre at Mumbai, various other offices (LHOs/ Head Offices
/Zonal Offices/Global Link Services, Global IT Centre, etc. of State Bank of
India and branches/other offices, other exchange companies in available
at various locations and managed by the Bank (collectively referred to as
State Bank Group or „SBG‟ hereinafter). This Request for Proposal
(RFP) has been issued by the Bank on behalf of SBG for the procurement
of server and storage for hadoop framework.
ii. In order to meet the IT hardware requirement, the Bank proposes to invite
tenders from eligible vendors to undertake supply, installation, testing,
commissioning and maintenance of IT hardware as per details/scope of
work mentioned in Annexure-E of this RFP document.
iii. Bidder shall mean any entity (i.e. juristic person) who meets the eligibility
criteria given in Annexure-B of this RFP and willing to provide the goods
and services as required in this bidding document. The interested Bidders
who agree to all the terms and conditions contained in this document may
submit their Bids with the information desired in this bidding document
(Request for Proposal).
iv. Address for submission of Bids, contact details including email address for
sending communications are given in given in part II of this RFP
document.
v. The purpose of SBI behind this RFP is to seek a detailed technical and
commercial proposal for procurement of the IT hardware/product and
services desired in this document. The proposed product must integrate
with Bank‟s existing infrastructure seamlessly.
vi. This document shall not be transferred, reproduced or otherwise used for
purpose other than for which it is specifically issued.
vii. Interested Bidders are advised to go through the entire document before
submission of Bids to avoid any chance of elimination. The eligible Bidders
desirous of taking up the project for supply of proposed product and
services for SBI are invited to submit their technical and commercial
proposal in response to this RFP. The criteria and the actual process of
evaluation of the responses to this RFP and subsequent selection of the

successful Bidder will be entirely at Bank‟s discretion. This RFP seeks

proposal from Bidders who have the necessary experience, capability &
expertise to provide SBI the proposed hardware and services adhering to
Bank‟s requirements outlined in this RFP.
2. Disclaimer:
i. The information contained in this RFP document or information provided
subsequently to Bidder(s) whether verbally or in documentary form/email
by or on behalf of State Bank of India (Bank), is subject to the terms and
conditions set out in this RFP document.
ii. This RFP is not an offer by State Bank of India, but an invitation to receive
responses from the eligible Bidders. No contractual obligation whatsoever
shall arise from the RFP process unless and until a formal contract is
signed and executed by duly authorized official(s) of State Bank of India
with the selected Bidder.
iii. The purpose of this RFP is to provide the Bidder(s) with information to
assist preparation of their Bid proposals. This RFP does not claim to
contain all the information each Bidder may require. Each Bidder should
conduct its own investigations and analysis and should check the
accuracy, reliability and completeness of the information contained in this
RFP and where necessary obtain independent advices/clarifications. Bank
may in its absolute discretion, but without being under any obligation to do
so, update, amend or supplement the information in this RFP.
iv. The Bank, its employees and advisors make no representation or warranty
and shall have no liability to any person, including any Applicant or Bidder
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 RFP or otherwise, including the accuracy, adequacy,
correctness, completeness or reliability of the RFP and any assessment,
assumption, statement or information contained therein or deemed to form
or arising in any way for participation in thisbidding process.
v. The Bank also accepts no liability of any nature whether resulting from
negligence or otherwise, howsoever caused arising from reliance of any
Bidder upon the statements contained in this RFP.
vi. The issue of this RFP does not imply that the Bank is bound to select a
Bidder or to appoint the Selected Bidder or Concessionaire, as the case

may be, for the Project and the Bank reserves the right to reject all or any
of the Bidders or Bids without assigning any reason whatsoever.
vii. The Bidder is expected to examine all instructions, forms, terms and
specifications in the bidding document. Failure to furnish all information
required by the bidding document or to submit a Bid not substantially
responsive to the bidding document in all respect will be at the Bidder‟s
risk and may result in rejection of the Bid.
3. Definitions:
In this connection, the following terms shall be interpreted as indicated

below:
i. “The Bank” „means the State Bank of India (including domestic

branches and foreign offices) and subsidiaries.
ii. “Bidder/Service Provider/System Integrator” means an eligible

entity/firm submitting the Bid in response to this RFP.
iii. “Bid” means the written reply or submission of response to this RFP.
iv. “The Contract” means the agreement entered into between the Bank
and the Vendor, as recorded in the Contract Form signed by the parties,
including all attachments and appendices thereto and all documents
incorporated by reference therein.
v. “Vendor/Service Provider” is the successful Bidder found eligible as

per eligibility criteria set out in this RFP, whose technical Bid has been
accepted and whohas emerged as L1/TC1 Bidder as per the selection
criteria set out in the RFP and to whom notification of award has been
given by Bank.
vi. “The Contract Price/Project Cost” means the price payable to the
Vendor under the Contract for the full and proper performance of its
contractual obligations.
vii. “The Equipment/Product” means all the hardware, it‟s all

components, associated software/firmware/operating software which the
Vendor is required to supply to the Bank under the Contract.
viii. “The Services” means those services ancillary to the supply of the
equipment/product, such as transportation, transit insurance,
installation, commissioning, customization, integration, provision of
technical assistance, training, maintenance and other such obligations
of the Vendor covered under the Contract.

ix. “The Project” means supply, installation, testing and commissioning,

integration of computer hardware and services with support under
Warranty and annual maintenance contract, if required for the contract
period.
x. “The Project Site” means locations where supply and services as

desired in this RFP document are to be provided.
4. Scope of Work:
As given in Annexure-E of this document.
5. Eligibility Criteria, Technical& Functional Specifications, BOM &

Compliances:
i. Bid is open to all Bidders who meet the eligibility criteria and Technical &
functional specifications as given in Annexure-B & Annexure-B1 of this
document. The Bidder has to submit the documents substantiating
eligibility criteria as mentioned in this RFP document.
(a) If any Bidder submits Bid on behalf of Principal/OEM, the same Bidder
shall not submit a Bid on behalf of another Principal/OEM under the
RFP.
(b) Either the Bidder on behalf of Principal/OEM or Principal/OEM itself is
allowed to Bid, however both cannot Bid simultaneously.
ii. Bidders have to submit Bill of Material (BOM) and Compliances as given
in Annexure-C of this document.
6. Cost of Bid document:

The participating Bidders shall bear all the costs associated with or relating
to the preparation and submission of their Bids including but not limited to
preparation, copying, postage, delivery fees, expenses associated with
any demonstration or presentations which may be required by the Bank or
any other costs incurred in connection with or relating to their Bid. The
Bank shall not be liable in any manner whatsoever for the same or for any
other costs or other expenses incurred by a Bidder regardless of the
conduct or outcome of the bidding process.
7. Clarification and amendments on RFP/Pre-Bid Meeting
i. Bidder requiring any clarification of the bidding document may notify the
Bank in writing strictly as per the format given in Annexure-O at the
address/by e-mail given in part II of this document within the date/time
mentioned in the schedule of events.

ii. A pre-Bid meeting will be held on the date and time specified in the
schedule of events which may be attended by the authorized
representatives of the Bidders interested to respond to this RFP.
iii. The queries received (without identifying source of query) and response of
the Bank thereof will be posted on the Bank‟s website or conveyed to the
Bidders.
iv. SBI reserves the right to amend, rescind or reissue the RFP,at any time
prior to the deadline for submission of Bids. The Bank, for any reason,
whether, on its own initiative or in response to a clarification requested by
a prospective Bidder, may modify the bidding document, by amendment
which will be made available to the Bidders by way of
corrigendum/addendum. The interested parties/Bidders are advised to
check the Bank‟s website regularly till the date of submission of Bid
document specified in the schedule of events/email and ensure that
clarifications / amendments issued by the Bank, if any, have been taken
into consideration before submitting the Bid. Such
amendments/clarifications, if any, issued by the Bank will be binding on
the participating Bidders. Bank will not take any responsibility for any such
omissions by the Bidder. SBI, at its own discretion, may extend the
deadline for submission of Bids in order to allow prospective Bidders a
reasonable time to prepare the Bid, for taking the amendment into
account. Nothing in this RFP or any addenda/ corrigenda or clarifications
issued in connection thereto is intended to relieve Bidders from forming
their own opinions and conclusions in respect of the matters addresses in
this RFP or any addenda/ corrigenda or clarifications issued in connection
thereto thereof.
v. No request for change in commercial/legal terms and conditions, other

than what has been mentioned in the RFP or any addenda/corrigenda or
clarifications issued in connection thereto, will be entertained and queries
in this regard, therefore will not be entertained.
vi. Queries received after the scheduled date and time will not be
responded/acted upon.

8.Contents of bidding document:
i. The Bidder must thoroughly study/analyze and properly understand the

contents of this RFP document, its meaning and impact of the information
contained therein.
ii. Failure to furnish all information required in the bidding document or

submission of Bid not responsive to the bidding documents in any respect
will be at the Bidder‟s risk and responsibility and the same may finally
result in rejection of its Bid. SBI has made considerable effort to ensure
that accurate information is contained in this RFP and is supplied solely as
guidelines for Bidders.
iii. Nothing in this RFP or any addenda/corrigenda or clarifications issued in

connection thereto, is intended to relieve Bidders from forming their own
opinions and conclusions in respect of the matters contained in RFP and
its addenda, if any.
iv. The Bid prepared by the Bidder, as well as all correspondences and
documents relating to the Bid exchanged by the Bidder and the Bank and
supporting documents and printed literature shall be submitted in English.
v. The information provided by the Bidders in response to this RFP will
become the property of SBI and will not be returned. Incomplete
information in Bid document may lead to non-consideration of the
proposal.
9. Earnest Money Deposit (EMD):
i. The Bidder shall furnish EMD for the amount and validity period
mentioned in Part II of this document.
ii. EMD is required to protect the Bank against the risk of Bidder‟s conduct.
iii. The EMD may be in the form of a Demand Draft or Pay Order or Bank
Guarantee [on the lines of Annexure-I],issued by a Scheduled
Commercial Bank in India, other than State Bank of India, drawn in favour
of State Bank of India payable at Mumbai.]In case, SBI is the sole Banker
for the Bidder, a Letter of Comfort from SBI would be acceptable.
iv. Any Bid not accompanied by EMD for the specified amount as mentioned
elsewhere in the RFP will be rejected as non-responsive.

v. The EMD of the unsuccessful Bidders shall be returned within 2 weeks

from the date of Bid finalisation.
vi. The EMD of successful Bidder will be discharged upon the Bidder signing
the Contract and furnishing the Performance Bank Guarantee for the
amount and validity as mentioned in Part II of this RFP) which should be
strictly on the lines of format placed at Annexure-J.
vii. No interest is payable on EMD.
viii. The EMD may be forfeited:-
a) if a Bidder withdraws his Bid during the period of Bid validity specified
in this RFP; or
b) if a Bidder makes any statement or encloses any form which turns out
to be false / incorrect at any time prior to signing of Contract; or
c) if the successful Bidder fails to sign the contract or furnish

Performance Bank Guarantee, within the specified time period in the
RFP/Purchase Order.
ix. If EMD is forfeited for any reasons mentioned above, the concerned
Bidder may be debarred from participating in the RFPs floated by the
Bank/this department, in future, as per sole discretion of the Bank.
10. Bid Preparation and submission:
i. The Bid is to be submitted in two separate envelopes. One of the

envelope is to be prominently marked as „Technical Proposal for
SUPPLY, INSTALLATION, COMMISSIONING AND MAINTENANCE
OF SERVER AND STORAGE FOR HADOOP FRAMEWORK
_________ in response to the RFP No. SBI/GITC/TECHOPS/2017-
18/410______dated 02/08/2017______. This envelope should contain
following documents and properly sealed:
(a) Bid covering letter/Bid form on the lines of Annexure-A on Bidder‟s

letter head.
(b) Earnest Money Deposit (EMD) as specified in this document.
(c) A letter on Bidder‟s letterhead: -
(i) Mentioning details of EMD submitted, technical competence and
experience of the Bidder
(ii) Certifying that the period of the validity of the Bid is as per terms
of this RFP.
(iii) Confirming that the Bidder has quoted for all the items/services
mentioned in this RFP in their commercial Bid.

(iv) Confirming that they agree with all the terms and conditions
mentioned in the RFP.
(v) Specific response with supporting documents in respect of

Eligibility Criteria as mentioned in Annexure-B and technical
eligibility criteria on the lines of Annexure-B1.
(d) Bidder‟s details as per Annexure-D on Bidder‟s letter head.

(e) Licensing details of operating software/firmware.
(f) Undertaking of Authenticity - Annexure-G
(g) Format for Manufacturer‟s Authorization Form– Annexure- H
(h) Any deviations sought from technical criteria/specifications given in
RFP.
(i) Audited balance sheets and profit and loss account statement for last
three years
(j) A copy of board resolution or power of attorney showing that the

signatory has been duly authorized to sign the Bid document.
(k) Detailed explanation of functioning of Hardware/firmware.
ii. A second sealed envelope prominently marked as Indicative Price

Proposal for supply of ____________ in response to the RFP No.
SBI/GITC/TECHOPS/2017-18/410 dated 02/08/2017.This envelope
should contain only indicative price Bid strictly on the lines of
Annexure-F. The Indicative Price must include all the price
components mentioned. Prices are to be quoted in Indian Rupees only.
iii. Bidders may please note:
a. The Bidder should quote for the entire package on a single responsibility
basis for hardware / software / services it proposes to supply.
b. A soft copy (Word format) on a CD should also be kept in a separate

envelope within the envelope of technical Bid. Voluminous documents
should be submitted only on CDs.
c. While submitting the Technical Bid, literature on the hardware and its
associated operating software should be segregated and kept together in
one section / lot in a separate envelope.
d. Care should be taken that the Technical Bidshallnot contain any price
information. Such proposal, if received, will be rejected.
e. The Bid document shall be complete in accordance with various clauses of

the RFP document or any addenda/corrigenda or clarifications issued in
connection thereto, duly signed by the authorized representative of the

Bidder and stamped with the official stamp of the Bidder. Board resolution
authorizing representative to Bid and make commitments on behalf of the
Bidder is to be attached.
f. Bids are liable to be rejected if only one (i.e. Technical Bid or Indicative
Price Bid) is received.
g. Prices quoted by the Bidder shall remain fixed for the period specified in
part II of this document and shall not be subjected to variation on any
account, including exchange rate fluctuations and custom duty. . A Bid
submitted with an adjustable price quotation will be treated as non-
responsive and will be rejected.
h. If deemed necessary the Bank may seek clarifications on any aspect from
the Bidder. However that would not entitle the Bidder to change or cause
any change in the substances of the Bid already submitted or the price
quoted.
i. The Bidder may also be asked to give presentation for the purpose of
clarification of the Bid.
j. The Bidder must provide specific and factual replies to the points raised in
the RFP.
k. The Bid shall be typed or written in indelible ink and shall be signed by the
Bidder or a person or persons duly authorized to bind the Bidder to the
Contract.
l. All the enclosures (Bid submission) shall be serially numbered with rubber
stamp of the participating Bidder‟s company. The person or persons
signing the Bids shall initial all pages of the Bids, except for un-amended
printed literature.
m.Any inter-lineation, erasures or overwriting shall be valid only if these are

initialled by the person signing the Bids.
n. The Bid document shall be spirally bound.
o. The Bank reserves the right to reject Bids not conforming to above.
p. The two NON-WINDOW envelopes shall be put together and sealed in an

outer NON-WINDOW envelope.
q. All the envelopes shall be addressed to the Bank and deliver at the
address given in Part-II of this RFP and should have name and address of
the Bidder on the cover.

r. If the envelope is not sealed and marked, the Bank will assume no
responsibility for the Bid‟s misplacement or its premature opening.
11. Deadline for Submission of Bids:
a. Bids must be received by the Bank at the address specified and by the
date and time mentioned in the “Schedule of Events”.
b. In the event of the specified date for submission of Bids being

declared a holiday for the Bank, the Bids will be received upto the
appointed time on the next working day.
c. In case the Bank extends the scheduled date of submission of Bid

document, the Bids shall be submitted by the time and date
rescheduled. All rights and obligations of the Bank and Bidders will
remain the same.
d. Any Bid received after the deadline for submission of Bids prescribed,
will be rejected and returned unopened to the Bidder.
12. Modification and Withdrawal of Bids:
a. The Bidder may modify or withdraw its Bid after the Bid‟s submission,
provided that written notice of the modification, including substitution or
withdrawal of the Bids, is received by the Bank, prior to the deadline
prescribed for submission of Bids.
b. A withdrawal notice may also be sent by Fax, but followed by a signed

confirmation copy, not later than the deadline for submission of Bids.
c. No modification in the Bidshall be allowed, after the deadline for

submission of Bids.
d. No Bidshall be withdrawn in the interval between the deadline for

submission of Bids and the expiration of the period of Bid validity
specified by the Bidder on the Bid Form. Withdrawal of a Bid during this
interval may result in the forfeiture of EMD submitted by the bidder.
e. Withdrawn Bids, if any,will be returned unopened to the Bidders.
13. Period of Validity of Bids:
a. Bids shall remain valid for 180 days from the date of reverse auction. A
Bid valid for a shorter period is liable to be rejected by the Bank as non-
responsive.

b. In exceptional circumstances, the Bank may solicit the Bidders‟ consent

to an extension of the period of validity. The request and the responses
thereto shall be made in writing. A Bidder is free to refuse the request.
However, in such case, the Bank will not forfeit its EMD. However, any
extension of validity of Bids will not entitle the Bidder to revise/modify
the Bid document.
c. The Bank reserves the right to call for fresh quotes at any time during
the Bid validity period, if considered, necessary.
14. Bid integrity:
Willful misrepresentation of any fact within the Bid will lead to the
cancellation of the contract without prejudice to other actions that the Bank
may take. All the submissions, including any accompanying documents,
will become property of SBI. The Bidders shall be deemed to license, and
grant all rights to SBI, to reproduce the whole or any portion of their
product for the purpose of evaluation, to disclose the contents of
submission to other Bidders and to disclose and/ or use the contents of
submission as the basis for RFP process.
15.Bidding process/Opening of Technical Bids:
i. All the technical Bids received up to the specified time and date will
be opened for initial evaluation on the time and date mentioned in
the schedule of events available in part II of this document. The
technical Bids will be opened in the presence of representatives of
the Bidders who choose to attend the same. However, Bids may be
opened even in the absence of representatives of one or more of
the Bidders.
ii. In the first stage, only technical Bid will be opened and evaluated.
Proposals of such Bidders satisfying eligibility criteria and agree to
comply with all the terms and conditions specified in the RFP,will be
evaluated for technical criteria/specifications/eligibility. Only those
Bids complied withtechnical criteria shall become eligible for
commercial Bid opening and further RFP evaluation process.
iii. The Bank will examine the Bids to determine whether they are
complete, required formats have been furnished, the documents
have been properly signed, EMD for the desired amount and
validity period is available and the Bids are generally in order. The

Bank may, at its discretion waive any minor non-conformity or

irregularity in a Bid which does not constitute a material deviation.
iv. Prior to the detailed evaluation, the Bank will determine the
responsiveness of each Bid to the bidding document. For purposes
of these Clauses, a responsive Bid is one, which conforms to all the
terms and conditions of the bidding document in toto,without any
deviation.
v. The Bank‟s determination of a Bid‟s responsiveness will be based

on the contents of the Bid itself, without recourse to extrinsic
evidence.
vi. After opening of the technical Bids and preliminary evaluation,

some or all the Bidders may be asked to make presentations on the
hardware, operating software/firmware proposed to be offered by
them.
vii. If a Bid is not responsive, it will be rejected by the Bank and will not
subsequently be made responsive by the Bidder by correction of
the non-conformity.
16. Technical Evaluation:
i. Technical evaluation will include technical information submitted as per

technical Bid format, demonstration of proposed product/services,
reference calls and site visits, wherever required. The Bidder may
highlight the noteworthy/superior features of their product. The Bidder will
demonstrate/substantiate all claims made in the technical Bid to the
satisfaction of the Bank, the capability of the product to support all the
required functionalities at their cost in their lab or those at other
organizations where similar product is in use.
ii. The Bank reserves the right to evaluate the Bids on technical & functional
parameters including factory/workplacevisit and witness demos of the
system and verify functionalities, response times, etc.
iii. Bank will evaluate the technical and functional specifications of all the
equipments quoted by the Bidder.
iv. During evaluation and comparison of Bids, the Bank may, at its discretion
ask the Bidders for clarification onthe Bids received. The request for
clarification shall be in writing and no change in prices or substance of
the Bid shall be sought, offered or permitted. No post Bid clarification at
the initiative of the Bidder shall be entertained.
v. The evaluation will also take into account:

a. „The product‟ to be supplied/services offered by the Bidder to any

noticeable bank in India. The Bidder should furnish the details.
b. Does the proposed product handles the projected volumes and offers a
proven solution to meet the requirements
c. Is the product offered by the Bidder a complete system or does it have
integrations with third party solutions.
d. Upgrade(s) assurance by the Bidder as per requirements of the Bank
for the duration of the project.
e. Capability of the proposed product to meet future requirements outlined
in the RFP.
f. Support on open platforms and product based on latest technology
(both hardware, operating software/firmware).
g. Bidder support facilities: Support requirement like online support/ email
support/ offline support, time period
h. Bidder will support the Bank as required in peak days of business
(month-end and start of the month) and during switching over process
from PR to DR and vice versa.
17. Evaluation of Price Bids and Finalization:
i. The envelope containing the Commercial Bids of only those Bidders, who
are short-listed after technical evaluation, would be opened.
ii. All the Bidders who qualify in the evaluation process shall have to
participate in the online reverse auction to be conducted by Bank‟s
authorized service provider on behalf of the Bank, details of which are
given in Part II of this RFP document.
iii. Shortlisted Bidders shall be willing to participate in the reverse auction

process and must have a valid digital signature certificate. SuchBidders
will be trained by Bank‟s authorized service provider for this purpose.
Bidders shall also be willing to abide by the e-business rules for reverse
auction framed by the Bank / Authorised service provider. The details of e-
business rules, processes and procedures will be provided to the short-
listed Bidders.
iv. The L1/TC1 Bidder will be selected on the basis of net total of the price
evaluation as quoted in the Reverse Auction/Techno Commercial
Evaluation, as the case may be.
v. The successful Bidder is required to provide price confirmation and price

breakup strictly on the lines of Annexure-F within 48 hours of conclusion
of the Reverse Auction, failing which Bank may take appropriate action.

vi. Errors, if any, in the price breakup format will be rectified as under:
(a) If there is a discrepancy between the unit price and total price which is
obtained by multiplying the unit price with quantity, the unit price shall
prevail and the total price shall be corrected unless it is a lower figure.
If the Bidder does not accept the correction of errors, the Bid will be
rejected.
(b) If there is a discrepancy in the unit price quoted in figures and words,
the unit price in figures or in words, as the case may be, which
corresponds to the total Bid price for the Bid shall be taken as correct.
(c) If the vendor has not worked out the total Bid price or the total Bid
price does not correspond to the unit price quoted either in words or
figures, the unit price quoted in words shall be taken as correct.
(d) The Bidder should quote for all the items/services desired in this RFP.
In case, prices are not quoted by any Bidder for any specific product
and / or service, for the purpose of evaluation, the highest of the
prices quoted by other Bidders participating in the bidding process will
be reckoned as the notional price for that service, for that Bidder.
However, if selected, at the time of award of Contract, the lowest of
the price(s) quoted by other Bidders (whose Price Bids are also
opened) for that service will be reckoned. This shall be binding on all
the Bidders. However, the Bank reserves the right to reject all such
incomplete Bids.
18. Contacting the Bank:
i. No Bidder shall contact the Bank on any matter relating to its Bid, from the
time of opening of Price Bid to the time, the Contract is awarded.
ii. Any effort by a Bidder to influence the Bank in its decisions on Bid
evaluation, Bid comparison or contract award may result in the rejection of
the Bidder‟s Bid.
19. Award Criteria:
i. Bank will notify successful Bidder (L1) in writing by letter or fax/email that
its Bid has been accepted. The Selected Bidder has to return the duplicate
copy of the same to the Bank within 7 working days, duly Accepted,
Stamped and Signed by Authorized Signatory in token of acceptance.

ii. The successful Bidder will have to submit Non-disclosure Agreement

(wherever applicable), Performance Bank Guarantee for the amount and
validity as desired in part II and strictly on the lines of format given at
Annexure-M of this document together with acceptance of all terms and
conditions of RFP.
iii. Copy of board resolution or power of attorney showing that the signatory
has been duly authorized to sign the acceptance letter, contract and NDA
should be submitted.
iv. The notification of award will constitute the formation of the Contract.
v. The successful Bidder shall be required to enter into a contract/ SLA with
the Bank, within 30 days of award of the tender or within such extended
period as may be decided by the Bank.
vi. Until the execution of a formal contract, the Bid document, together with
the Bank‟s notification of award and the vendor‟s acceptance thereof,
would constitute a binding contract between the Bank and the successful
Bidder.
vii. The contract/ agreement will be based on Bidder‟s offer document with all
its enclosures, modifications arising out of negotiation /clarifications etc
and will include SLA, project plan – phases & milestones and schedule,
copies of all necessary documents, licenses, certifications etc
viii. The Bank reserves the right to stipulate, at the time of finalization of the
contract, any other document(s) to be enclosed as a part of the final
contract.
ix. Failure of the successful Bidder to comply with the requirements/terms and
conditions of this RFP shall constitute sufficient grounds for the annulment
of the award and forfeiture of the EMD and/or PBG.
x. Upon notification of award to the L1/TC1Bidder, the Bank will promptly

notify the award of contract to the successful Bidder on the Bank‟s
website. The EMD of each unsuccessful Bidder will be discharged and
returned.
20. Powers to Vary or Omit Work:
i. No alterations, amendments, omissions, additions, suspensions or

variations of the work (hereinafter referred to as variation) under the
contract shall be made by the successful Bidder except as directed in
writing by Bank. The Bank shall have full powers, subject to the provision
herein after contained, from time to time during the execution of the
contract, by notice in writing to instruct the successful Bidder to make any

variation without prejudice to the contract. The finally selected Bidder shall
carry out such variation and be bound by the same conditions as far as
applicable as though the said variations occurred in the contract
documents. If any, suggested variations would, in the opinion of the finally
selected Bidder, if carried out, prevent him from fulfilling any of his
obligations under the contract, he shall notify Bank thereof in writing with
reasons for holding such opinion and Bank shall instruct the successful
Bidder to make such other modified variation without prejudice to the
contract. The finally selected Bidder shall carry out such variation and be
bound by the same conditions as far as applicable as though the said
variations occurred in the contract documents. If the Bank confirms its
instructions, the successful Bidder‟s obligations shall be modified to such
an extent as may be mutually agreed, if such variation is substantial and
involves considerable extra cost. Any agreed difference in cost occasioned
by such variation shall be added to or deducted from the contract price as
the case may be.
ii. In any case in which the successful Bidder has received instructions from
the Bank as to the requirements for carrying out the altered or additional
substituted work which either then or later on, will in the opinion of the
finally selected Bidders, involve a claim for additional payments, such
additional payments shall be mutually agreed in line with the terms and
conditions of the order.
iii. If any change in the work is likely to result in reduction in cost, the parties
shall agree in writing so as to the extent of change in contract price, before
the finally selected Bidder(s) proceeds with the change. In all the above
cases, in the event of a disagreement as to the reasonableness of the said
sum, the decision of the Bank shall prevail.
21. No Waiver of Bank Rights or Successful Bidder‟s Liability:
Neither any sign-off, nor any payment by the Bank for acceptance of the
whole or any part of the work, nor any extension of time, nor any possession
taken by the Bank shall affect or prejudice the rights of Bank against the
finally selected Bidder(s), or relieve the finally selected Bidder(s) of his
obligations for the due performance of the contract, or be interpreted as
approval of the work done, or create liability in the Bank to pay for alterations/
amendments/ variations, or discharge the liability of the successful Bidder(s)
for the payment of damages whether due, ascertained, or certified or not or
any sum against the payment of which he is bound to indemnify the Bank nor
shall any such certificate nor the acceptance by him of any such amount paid

on account or otherwise affect or prejudice the rights of the successful Bidder

against Bank.
22. Change in Orders:
i. The Bank may, at any time, by a written order given to the Vendor, make
changes within the general scope of the Contract in any one or more of the
following:
(a) Method of shipment or packing;

(b) Place of delivery;
(c) Quantities to be supplied subject to 25% above or below the
originally
declared quantities.
ii. If any such change causes an increase or decrease in the cost of, or the
time required for the Vendor‟s performance of any provisions under the
Contract, an equitable adjustment shall be made in the Contract Price or
delivery schedule, or both, and the Contract shall accordingly be amended.
Any claims by the Vendor for adjustment under this clause must be asserted
within 15 days from the date of Vendor‟s receipt of Bank‟s change order.
23. Contract Amendments:
No variation in or modification of the terms of the Contract shall be made,

except by written amendment, signed by the parties.
24. Bank‟s Right to Accept Any Bid and to Reject Any or All Bids:
The Bank reserves the right to accept or reject any Bid in part or in full or to
cancel the bidding process and reject all Bids at any time prior to contract
award, without incurring any liability to the affected Bidder or Bidders or any
obligation to inform the affected Bidder or Bidders of the grounds for the
Bank‟s action.
25. Documentary Evidence Establishing Bidder‟s Eligibility and

Qualifications:
On acceptance of the Bid by the Bank, the Bidder needs to submit the
undertaking of authenticity on the lines of Annexure-G along with
documentary evidence of their eligibility/qualifications to perform the
Contract to the Bank‟s satisfaction:
i. that in case of a Bidder offering to supply products and/or services

mentioned in the scope of work, the Bidders need to provide the

evidence that Bidder has been duly authorized by the OEM strictly
on the lines of authorization letter Annexure-H.
ii. that adequate, specialized expertise are available with the Bidder to
ensure that the services are responsive and the Bidder will assume
total responsibility for the fault-free operation of the product
proposed and maintenance thereof during the support
(warranty/annual maintenance contract, if desired) period.
26. Performance Bank Guarantee:
i. Performance Bank Guarantee [PBG] of the amount with validity

period specified in Part II of this RFPstrictly on the format at
Annexure-Jis to be submitted by the finally selected Bidder. The
PBG has to be issued by a Scheduled Commercial Bank other than
SBI and needs to be submitted within the specified time of receipt of
formal communication from the Bank about their Bid finally selected.
Purchase Order will be released only after receipt of the Performance
Bank Guarantee. In case, SBI is the sole Banker for the Bidder, a
Letter of Comfort from SBI may be accepted.
ii. The PBG is required to protect the interest of the Bank against delay
in supply/installation and or the risk of unsuccessful implementation
of the project, or performance of the material or services sold, which
may warrant invoking of PBG. In case any act of the supplier results
in imposition of Liquidated Damages then also the Bank reserves the
right to invoke the PBG.
27. Country of Origin / Eligibility of Goods & Services:
i. All equipments and components thereof to be supplied under the

Contract shall have their origin in eligible source countries, as per the
prevailing Import Trade Control Regulations in India.
ii. For purposes of this clause, “origin” means the place where the goods
are mined, grown, or manufactured or produced, or the place from
which the related product is supplied. Goods are produced when,
through manufacturing, processing or substantial and major assembly
of components, a commercially-recognized product results that is
substantially different in basic characteristics or in purpose or utility
from its components.
28. Delivery, Installation, Commissioning& Documentation:

i. The Vendor shall provide such packing of the products as is required to

prevent its damage or deterioration during transit thereof to the location
given by the Bank. The packing shall be sufficient to withstand, without
limitation, rough handling during transit and exposure to extreme
temperature, salt and precipitation during transit and open storage.
Size and weight of packing cases shall take into consideration, where
appropriate, the remoteness of the Products final destination and the
absence of heavy handling facilities at all transit points.
ii. Delivery, installation and commissioning of the equipment shall be

made by the Vendor in accordance with the system approved / ordered
and within the time schedule given in the Scope of work given in
Annexure-E of this document.
iii. The delivery will be deemed complete when the equipments/

components/ associated software/firmware are received in good
working conditionat the designated locations, mentioned in part II of
this RFP.
iv. The installation will be deemed to be completed, when the product

including all the hardware, accessories/components, firmware/system
software, and other associated software have been supplied, installed
and operationalised as per the technical specifications and all the
features as per the technical specifications are demonstrated and
implemented as required, on the systems, to the satisfaction of the
Bank. The Bidder has to resolve any problem faced during installation
and operationalisation.
v. In addition, vendor will supply all associated documentation relating to

the products/hardware, system software/firmware, etc. The product(s)
are considered accepted (commissioned and operationalised) after
signing the Acceptance Test Plan (ATP) document jointly by the
representative of the Bank and the engineer from the vendor on the
lines of format/certificate on the lines of Annexure-K of this RFP. The
component level checking for individual item may be included during
the acceptance test. The „Acceptance Test Plan‟ document shall be
deemed to form a part of the Agreement, to be signed between the
vendor and the SBI. On the evaluation of the Acceptance Test results,
if required, in view of the performance of the products/services
(including hardware equipments/ components/ software), as observed
during the Acceptance Test, the Bidder shall take remedial measures

including upgradation of any of the components there under, including

replacement thereof, at no additional cost to the Bank within a fortnight
from the date of notification of the same to the vendor. The vendor
should ensure that the product meets the requirements of the Bank as
envisaged in the RFP.
vi. The details of the documents to be furnished by the Vendor are

specified hereunder:-
(a) 2 copies of Vendor‟s Invoice showing contract number, products

description, quantity, unit price and total amount.
(b) Delivery Note or acknowledgement of receipt of products from the
Consignee or in case of products from abroad, original and two copies
of the negotiable clean Airway Bill.
(c) 2 copies of packing list identifying contents of each of the package.
(d) Insurance Certificate.
(e) Manufacturer‟s / Vendor‟s warranty certificate.
vii. The above documents shall be received by the Bank before arrival of
products (except where it is handed over to the Consignee with all
documents). If these documents are not received, the Vendor will be
responsible for any consequent expenses.
viii. Penalties as specified in Annexure-L will be applicable for the any kind of
default in delay in delivery, installation/commissioning/support etc.
expected in scope of work which will be deducted at the time of making
payment(s).
ix. In addition to the penalty on delayed supplies, Bank also reserves the
right to cancel the Purchase Order and forfeit the EMD. In the event of
such cancellation, the vendor is not entitled to any compensation,
whatsoever.
x. For the System & other Software/firmware required with the hardware
ordered for, the following will apply:-
(a) The vendor shall supply standard software/firmware package

published by third parties in or out of India in their original publisher-
packed status only, and should have procured the same either
directly from the publishers or from the publisher's sole authorized
representatives only.

(b) The Vendor shall provide complete and legal documentation of all
sub systems, licensed operating systems, licensed system
software/firmware, licensed utility software and other licensed
software. The Vendor shall also provide licensed software for all
software/firmware whether developed by them or acquired from
others.
(c) In case the Vendor is providing software/firmware which is not its
proprietary software then the Vendor must submit evidence in the
form of agreement he has entered into with the software/firmware
vendor which includes support from the software/firmware vendor for
the proposed software for the entire l period required by the Bank.
(d) The ownership of the software license shall be that of the Bank from
the date of delivery of the same. In other words, wherever the
ownership of the licenses is indicated, the name “State Bank of India”
must appear to indicate that the Bank is the perpetual owner of the
software/license. Evidence to this effect must be submitted before the
payment can be released.
29. Services:
i. All professional services necessary to successfully implement the

proposed „product/solution/services‟ will be part of the RFP/contract.
These services include, but are not limited to, Project Management,
Training, Deployment methodologies etc
ii. The Bidder should also submit as part of technical Bid an overview of
Project Management approach of the proposed product.
iii. Bidder should ensure that vendor‟s key personnel with relevant skill-sets
are available to the Bank.
iv. Bidder should ensure that the quality of methodologies for delivering the
products and services, adhere to quality standards/timelines stipulated
therefor.
v. Bidder shall be willing to transfer skills to relevant personnel from the

Bank,by means of training and documentation.
vi. Bidder shall provide and implement patches/ upgrades/ updates for
products (Software/ Firmware/ OS) as and when released by the
Vendor/ OEM or as per requirements of the Bank. Bidder should bring
to notice of the Bank all releases/ version changes.
vii. Bidder shall obtain a written permission from the Bank before applying
any of the patches/ upgrades/ updates. Bidder has to support older

versions of the OS/firmware/Middleware etc in case the Bank chooses

not to upgrade to latest version.
viii. Bidder shall provide maintenance support for Hardware/ Software/

Operating System/ Middleware over the entire period of contract.
ix. All product updates, upgrades & patches shall be provided by the
Bidder/ Vendor free of cost during warranty and AMC/ ATS/ S&S period.
x. Bidder shall provide legally valid firmware/software solution. The

detailed information on license count and type of license should also be
provided to the Bank.
xi. The ownership of the software/firmware license and the hardware shall
be that of the Bank from the date of delivery of the same to the Bank. In
other words, wherever the ownership of the licenses/hardware is
indicated, the name “State Bank of India” must appear to indicate that
the Bank is the perpetual owner of the hardware/operating
software/firmware, etc. associated with the hardware. Evidence in this
regard must be submitted before the payment is released.
xii. The Bidder shall keep the Bank explicitly informed the end of support
dates on related products/hardware/firmware and should ensure support
during warranty and AMC/ATS/S&S.
30. Warranty and Annual Maintenance Contract:
i. The selected Bidder shall support the product and its associated
items/components including OS/firmware during the period of warranty
and AMC (if included in purchase order) as specified in Scope of work in
this RFP from the date of acceptance of the product by State Bank of
India.
ii. During the warranty and AMC period (if desired), the Bidder will have to
undertake comprehensive support of the entire product
(hardware/components/ operating software/firmware) supplied by the
Bidder at no additional cost to the Bank. During the support period, the
Bidder shall maintain the product (hardware/ software, etc.) to comply with
parameters defined for acceptance criteria and the Bidder shall be
responsible for all costs relating to labour, spares, maintenance
(preventive and corrective), compliance of security requirements and
transport charges from and to the Site (s) in connection with the repair/
replacement of the product (hardware/ equipment/ components/ software

or any component/ part thereunder), which, under normal and proper use
and maintenance thereof, proves defective in design, material or
workmanship or fails to conform to the specifications, as specified.
iii. During the support period (warranty and AMC, if desired), the vendor shall
ensure that services of professionally qualified personnel are available for
providing comprehensive on-site maintenance of the product and its
components as per the Bank‟s requirements. Comprehensive
maintenance shall include, among other things, day to day maintenance of
the system as per the Bank‟s policy, reloading of firmware/software,
compliance to security requirements, etc. when required or in the event of
system crash/malfunctioning, arranging and configuring facility as per the
requirements of the Bank, fine tuning, system monitoring, log
maintenance, etc. The Bidder shall provide services of an expert engineer
at SBI GITC, Belapur or at other locations wherever required, whenever it
is essential. In case of failure of product (hardware, system software or
any of its components), the Bidder shall ensure that product is made
operational to the full satisfaction of the Bank within the given timelines.
The selected Bidder shall provide preventive maintenance schedules as
per periodicity, which shall be specified in advance.
iv. Onsite comprehensive warranty for the solution would include free
replacement of spares, parts, kits, resolution of problem, if any, in solution.
v. Warranty/ AMC (if opted) for the system software/ off-the shelf software
will be provided to the Bank as per the general conditions of sale of such
software.
vi. Support (Warranty/ AMC, if opted) would be on-site and comprehensive in

nature and must have back to back support from the OEM/Service
Provider. Undertaking on the lines of Annexure-H of this RFP document is
required to be submitted by the vendor, duly endorsed by the OEM that in
case vendor fails to provide services then OEM shall provide the same at
no extra cost, to the satisfaction of the Bank. The vendor will warrant
products against defect arising out of faulty design, materials, etc. during
the specified support period. The vendor will provide support for operating
systems and other pre-installed software components/system software
during the specified period of the hardware on which these software and
operating system will be installed. The vendor shall repair or replace worn
out or defective parts including all plastic parts of the equipments at his
own cost including the cost of transport.

vii. In the event of system break down or failures at any stage, protection
available, which would include the following, shall be specified.
a. Diagnostics for identification of systems failures
b. Protection of data/ Configuration
c. Recovery/ restart facility
d. Backup of system software/ Configuration
viii. Prompt support shall be made available as desired in this RFP during the
support period at the locations as and when required by the Bank.
ix. The Bidder shall be agreeable for on-call/on-site support during peak
weeks (last and first week of each month) and at the time of switching over
from PR to DR and vice-versa. No extra charge shall be paid by the Bank
for such needs, if any, during the support period.
x. Bidder support staff should be well trained to effectively handle queries

raised by the customers/employees of the Bank.
xi. Updated escalation matrix shall be made available to the Bank once in
each quarter and each time the matrix gets changed.
31. Compliance with IS Security Policy:
The Vendor shall have to comply with Bank‟s IT & IS Security policy in key
concern areas relevant to the RFP, details of which will be shared with the
finally selected Bidder. Some of the key areas are as under:
i. Responsibilities for data and application privacy and confidentiality
ii. Responsibilities on system and software access control and
administration
iii. Custodial responsibilities for data, software, hardware and other
assets of the Bank being managed by or assigned to the Vendor
iv. Physical Security of the facilities
v. Physical and logical separation from other customers of the Vendor
vi. Incident response and reporting procedures
vii. Password Policy of the Bank
viii. Data Encryption/Protection requirements of the Bank.
ix. In general, confidentiality, integrity and availability must be ensured.
32. Penalty/SLA conditions:
As mentioned in Annexure-L of this RFP.
33. Right to Verification:

The Bank reserves the right to verify any or all of the statements made by
the Bidder in the tender document and to inspect the Bidder‟s facility, if
necessary, to establish to its satisfaction about the Bidder‟s
capacity/capabilities to perform the job.
34. Purchase Price:

i. Total cost of product/solution (hardware equipments/ components/
software) with support (warranty and AMC, if desired) would be the Total
Cost of Ownership (TCO) and has to be quoted in commercial Bid.
ii. Bidders should ensure that exchange rate fluctuations, changes in import
duty/other taxes should not affect the rupee value of commercial Bid over
the validity period defined in this RFP.
iii. The order will be placed for total Cost of “hardware,

software/firmware/services/warranty and AMC/ATS/S&S. Bank may also
issue a separate order for AMC after expiry of the warranty period.
iv. The applicable TDS will be deducted at the time of payment of invoices.
v. Terms of payment are given in Part-II of this RFP document.
vi. Prices payable to the Vendor as stated in the Contract shall be firm and
not subject to adjustment during performance of the Contract, irrespective
of reasons whatsoever, including exchange rate fluctuations, any upward
revision in duties, charges, etc.
vii. The Bidder will pass on to the Bank, all fiscal benefits arising out of
reductions, if any, in Government levies viz. sales tax, excise duty, custom
duty, etc. or the benefit of discounts if any announced in respect of the
cost of the items for which orders have been placed during that period.
viii. The Bank reserves the right to re-negotiate the prices in the event of
change in the international market prices of both the hardware and
software.
35. Inspection and Quality Control Tests
i. The Bank reserves the right to carry out pre-shipment factory / godown
inspection by a team of Bank officials or demand a demonstration of the
product on a representative model at Bidder‟s place.

ii. The Inspection and Quality Control tests before evaluation, prior to
shipment of goods and at the time of final acceptance would be as follows:
a) Inspection/Pre-shipment Acceptance Testing of Goods as per quality

control formats including functional testing, burn-in tests and mains
fluctuation tests at full load, facilities etc., as per the standards /
specifications and may be done at factory site of the supplier before
dispatch of goods, by the Bank / Bank‟s Consultants / Testing Agency.
b) The Vendor shall intimate the Bank before dispatching the goods to
various locations/offices for conduct of pre-shipment testing. Successful
conduct and conclusion of pre-dispatch inspection shall be the sole
responsibility of the supplier;
c) Provided that the Bank may, at its sole discretion, waive inspection of
goods having regard to the value of the order and/or the nature of the
goods and/or any other such basis as may be decided at the sole
discretion of the Bank meriting waiver of such inspection of goods.
d) In the event of the product failing to pass the acceptance test, as per the
specifications given, a period not exceeding two weeks will be given to
rectify the defects and clear the acceptance test, failing which, the Bank
reserves the right to cancel the Purchase Order.
e) The inspection and quality control tests may also be conducted at the
point of delivery and / or at the Goods‟ final destination. Reasonable
facilities and assistance, including access to drawings and production
data, shall be furnished to the inspectors, at no charge to the Bank. In
case of failure by the vendor toprovide necessary facility / equipment at
his premises, all the cost of such inspection like travel, boarding, lodging
& other incidental expenses of the Bank‟s representatives to be borne by
the vendor.
f) Nothing stated herein above shall in any way release the supplier from
any warranty or other obligations under this Contract.
iii. The Bank‟s right to inspect, test and where necessary reject the products
after the products arrival at the destination shall in no way be limited or
waived by reason of the products having previously being inspected,
tested and passed by the Bank or its representative prior to the products
shipment from the place of origin by the Bank or its representative prior to
the installation and commissioning.
Iv. Nothing stated hereinabove shall in any way release the Vendor from any
warranty or other obligations under this contract.

36. Right to Audit:
i. The Selected Bidder (Service Provider) has to get itself annually audited
by internal/ external empanelled Auditors appointed by the
Bank/inspecting official from the Reserve Bank of India or any regulatory
authority, covering the risk parameters finalized by the Bank/such auditors
in the areas of products (IT hardware/ software) and services etc.
provided to the Bank and the Service Provider are required to submit
such certification by such Auditors to the Bank. The Service Provider and
or his / their outsourced agents / sub – contractors (if allowed by the
Bank) shall facilitate the same The Bank can make its expert assessment
on the efficiency and effectiveness of the security, control, risk
management, governance system and process created by the Service
Provider. The Service Provider shall, whenever required by the Auditors,
furnish all relevant information, records/data to them. All costs for such
audit shall be borne by the Bank.
ii. Where any deficiency has been observed during audit of the Service
Provider on the risk parameters finalized by the Bank or in the certification
submitted by the Auditors, the Service Provider shall correct/resolve the
same at the earliest and shall provide all necessary documents related to
resolution thereof and the auditor shall further certify in respect of
resolution of the deficiencies. The resolution provided by the Service
Provider shall require to be certified by the Auditors covering the
respective risk parameters against which such deficiencies have been
observed.
iii. Service Provider shall, whenever required by the Bank, furnish all relevant
information, records/data to such auditors and/or inspecting officials of the
Bank/Reserve Bank of India and or any regulatory authority. The Bank
reserves the right to call and/or retain for any relevant material information
/reports including audit or review reports undertaken by the service
provider (e.g., financial, internal control and security reviews) and findings
made on Selected Bidder in conjunction with the services provided to the
Bank.
37. Subcontracting:
i. As per scope of the RFP, subcontracting is prohibited. However, if the

Bidder subsequently wishes to sub-contract the scope of work, it will have

to obtain specific written permission from the Bank before contracting any
work to subcontractors. Bank at its own discretion may permit or deny the
same.
ii. In case subcontracting is permitted by the Bank, the contracting vendor

will be responsible for all the services provided to the Bank regardless of
which entity is conducting the operations. The contracting vendor is also
responsible for ensuring that the sub-contractor comply with all security
requirements of the contract and the Bank can obtain independent audit
report for the same. In such a case, the Bidder shall provide
subcontracting details to the Bank and if require, Bank may evaluate the
same.
38. Insurance:
i. The insurance shall be for an amount equal to 110 percent of the value of
the Products from “Warehouse to final destination” on “All Risks” basis,
valid for a period of one month after delivery of products at the defined
destination.
ii. Should any loss or damage occur, the Vendor shall:

a) initiate and pursue claim till settlement and
b) Promptly make arrangements for repair and / or replacement of
any damaged item to the satisfaction of the Bank, irrespective of
settlement of claim by the underwriters.
39. Validity of Agreement:
The Agreement/ SLA will be valid for the period up to end of support
period including AMC, if opted. The Bank reserves the right to terminate
the Agreement as per the terms of RFP.
40. Limitation of liability:
i. For breach of any obligation mentioned in this RFP, subject to obligations

mentioned in this clause, in no event Service Provider shall be liable for
damages to the Bank arising under or in connection with this Agreement
for an amount exceeding the total Cost of the Project. Service provider will
ensure Bank‟s data confidentiality and shall be responsible for liability

arising in case of breach of any kind of security and/or leakage of

confidential customer/Bank‟s related information to the extent of loss so
caused.
ii. The limitations set forth herein shall not apply with respect to:
a) claims that are the subject of indemnification pursuant to IPR

infringement,
b) damage(s) occasioned by the gross negligence, fraud or
willful misconduct of Service Provider,
c) damage(s) occasioned by Service Provider for breach of
Confidentiality Obligations,
d) When a dispute is settled by the Court of Law in India.
e) Regulatory or statutory fines imposed by a Government or
Regulatory agency for non-compliance of statutory or
regulatory guidelines applicable to the Bank, provided such
guidelines were brought to the notice of Service Provider.
41. Confidentiality:
i. Bidder acknowledges and agrees that all tangible and intangible

information obtained, developed or disclosed including all documents,
contract, purchase order to be issued, data papers and statements and
trade secret of the Bank relating to its business practices and their
competitive position in the market place provided to the selected Bidder by
the Bank in connection with the performance of obligations of Bidder under
the purchase order to be issued, in part or complete shall be considered to
be confidential and proprietary information (“Confidential Information”) and
shall not be disclosed to any third party/published without the written
approval of the Bank.
ii. The Confidential Information will be safeguarded and Bidder will take all
the necessary action to protect it against misuse, loss, destruction,
alterations or deletions thereof. In the event of a breach or threatened
breach by Bidder of this section, monetary damages may not be an
adequate remedy; therefore, Bank shall be entitled to injunctive relief to
restrain Bidder from any such breach, threatened or actual.
iii. Any document, other than the Contract itself, shall remain the property of
the Bank and shall be returned (in all copies) to the Bank on completion of
the Vendor‟s performance under the Contract, if so required by the Bank.
42. Delay in the Vendor‟s Performance:

i. Delivery installation, commissioning of the Products/Solution and

performance of Services shall be made by the Vendor within the timelines
prescribed in part II of this document.
ii. If at any time during performance of the Contract, the Vendor should
encounter conditions impeding timely delivery of the Products and
performance of Services, the Vendor shall promptly notify the Bank in
writing of the fact of the delay, it‟s likely duration and cause(s). As soon as
practicable after receipt of the Vendor‟s notice, the Bank shall evaluate the
situation and may, at its discretion, extend the Vendors‟ time for
performance, in which case, the extension shall be ratified by the parties
by amendment of the Contract.
iii. Any delay in performing the obligation/ defect in performance by the

supplier may result in imposition of penalty, liquidated damages,
invocation of Performance Bank Guarantee and/or termination of contract
(as laid down elsewhere in this RFP document).
43. Vendor‟s obligations:
i. The Vendor is responsible for and obliged to conduct all contracted

activities in accordance with the contract using state-of-the-art methods
and economic principles and exercising all means available to achieve the
performance specified in the Contract.
ii. The vendor will be responsible for arranging and procuring all relevant
permissions / Road Permits etc. for transportation of the equipment to the
location where installation is to be done. The Bank would only provide
necessary letters for enabling procurement of the same.
iii. The Vendor is obliged to work closely with the Bank‟s staff, act within its
own authority and abide by directives issued by the Bank from time to time
and complete implementation activities.
iv. The Vendor will abide by the job safety measures prevalent in India and
will free the Bank from all demands or responsibilities arising from
accidents or loss of life, the cause of which is the Vendor‟s negligence.
The Vendor will pay all indemnities arising from such incidents and will not
hold the Bank responsible or obligated.

v. The Vendor is responsible for managing the activities of its personnel or

sub-contracted personnel (where permitted) and will hold itself responsible
for any misdemeanors.
vi. Vendor shall provide necessary training from the OEM to the designated
SBI officials on the configuration, operation/ functionalities, maintenance,
support & administration for software/ hardware and components,
installation, troubleshooting processes of the proposed solution.
vii. The Vendor shall treat as confidential all data and information about SBI,
obtained in the process of executing its responsibilities, in strict confidence
and will not reveal such information to any other party without prior written
approval of the Bank as explained under „Non-Disclosure Agreement‟ in
Annexure N of this document.
44. Technical Documentation:
i. The Vendor shall deliver the following documents to the Bank for every
firmware/software including third party software before software/ service
become operational, which includes, user manuals, installation manuals,
operation manuals, design documents, process documents, technical
manuals, functional specification, software requirement specification, on-
line tutorials/ CBTs, system configuration documents, system/database
administrative documents, debugging/diagnostics documents, test
procedures etc.
ii. The vendor shall also provide documents related to Review Records/ Test
Bug Reports/ Root Cause Analysis Report, list of all Product components,
list of all dependent/external modules and list of all documents relating to
traceability of the Product as and when applicable.
iii. The Vendor should also provide the MIS reports as per requirements of
the Bank.Any level/ version changes and/or clarification or corrections or
modifications in the above mentioned documentation should be supplied
by the Vendor to the Bank, free of cost in timely manner. The vendor shall
develop customized documentation as per Bank‟s requirement, if desired
by the Bank.
45.Patent Rights/Intellectual Property Rights:

i. For any licensed software/firmware used by the finally selected L1/TC1

Vendor for performing services, the Vendor shall have the right as well as
the right to license for the outsourced services.The vendor shall,if
applicable, furnish a photocopy of the Agreement with their
Principals/OEM in respect of „Product‟ and services offered. Any license or
IPR violation on the part of Vendor should not put the Bank at risk. The
Bank reserves the right to audit the license usage of the Vendor.
ii. The Vendor shall, at its own expenses without any limitation, defend and
indemnify the Bank against all third party claims or infringements of
intellectual Property Rights including patent, trademark, copyright, trade
secret or industrial design rights arising from use of the products or any
part thereof in India or abroad. In case of violation/ infringement of patent/
trademark/ copyright/ trade secrete or industrial design, the supplier shall
after due inspection and testing get the solution redesigned for the Bank,at
no extra cost.
iii. The Vendor shall expeditiously extinguish any such claims and shall have
full rights to defend itself there from. If the Bank is required to pay
compensation to a third party resulting from such infringement(s), the
Vendor shall be fully responsible therefore, including all expenses and
court and legal fees.
iv. The Bank will give notice to the Vendor of any such claim without delay,
provide reasonable assistance to the vendor in disposing of the claim, and
shall at no time admit to any liability for or express any intent to settle the
claim.
46. Liquidated Damages:
If the Vendor fails to deliver any or all of the products or perform the
services within the stipulated time schedule, as specified in the Contract, as
desired in this RFP/ Contract, the Bank may, without prejudice to its other
remedies under the Contract, and unless otherwise extension of time is
agreed upon without the application of Liquidated Damages, deduct from
the Contract Price, as liquidated damages mentioned at part II(Schedule of
Events, Sl No 19). Once the maximum deduction is reached, the Bank may
consider termination of the Contract.
47. Conflict of Interest:

Bidder shall not have a conflict of interest (the “Conflict of Interest”) that
affects the bidding process. Any Bidder found to have a Conflict of Interest
shall be disqualified. In the event of disqualification, the Bank shall be
entitled to forfeit and appropriate the Bid Security and/or Performance
Security (Performance Bank Guarantee), as the case may be, as mutually
agreed upon genuine estimated loss and damage likely to be suffered and
incurred by the Bank and not by way of penalty for, inter alia, the time, cost
and effort of the Bank, including consideration of such Bidder‟s proposal
(the “Damages”), without prejudice to any other right or remedy that may
be available to the Bank under the bidding documents and/ or the
Concession Agreement or otherwise. Without limiting the generality of the
above, a Bidder shall be deemed to have a Conflict of Interest affecting the
bidding process, if:
(a) the Bidder, its Member or Associate (or any constituent thereof) and any
other Bidder, its Member or any Associate thereof (or any constituent
thereof) have common controlling shareholders or other ownership
interest; provided that this disqualification shall not apply in cases where
the direct or indirect shareholding of a Bidder, its Member or an Associate
thereof (or any shareholder thereof having a shareholding of more than
5% (five per cent) of the paid up and subscribed share capital of such
Bidder, Member or Associate, as the case may be) in the other Bidder, its
Member or Associate, has less than 5% (five per cent) of the subscribed
and paid up equity share capital thereof; provided further that this
disqualification shall not apply to any ownership by a bank, insurance
company, pension fund or a public financial institution referred to in
section 4A of the Companies Act, 1956. For the purposes of this Clause,
indirect shareholding held through one or more intermediate persons shall
be computed as follows:
(i) where any intermediary is controlled by a person through management
control or otherwise, the entire shareholding held by such controlled
intermediary in any other person (the “Subject Person”) shall be taken
into account for computing the shareholding of such controlling person
in the Subject Person; and
(ii)subject always to sub-clause (i) above, where a person does not
exercise control over an intermediary, which has shareholding in the
Subject Person, the computation of indirect shareholding of such person
in the Subject Person shall be undertaken on a proportionate basis;
provided, however, that no such shareholding shall be reckoned under
this sub-clause if the shareholding of such person in the intermediary is

less than 26% of the subscribed and paid up equity shareholding of

such intermediary; or
(b) a constituent of such Bidder is also a constituent of another Bidder; or
(c) such Bidder, its Member or any Associate thereof receives or has
received any direct or indirect subsidy, grant, concessional loan or
subordinated debt from any other Bidder, its Member or Associate, or has
provided any such subsidy, grant, concessional loan or subordinated debt
to any other Bidder, its Member or any Associate thereof; or
(d) such Bidder has the same legal representative for purposes of this Bid as
any other Bidder; or
(e) such Bidder, or any Associate thereof, has a relationship with another
Bidder, or any Associate thereof, directly or through common third party/
parties, that puts either or both of them in a position to have access to
each other‟s information about, or to influence the Bid of either or each
other; or
(f) such Bidder or any of its affiliates thereof has participated as a consultant
to the Bank in the preparation of any documents, design or technical
specifications of the Project.
48. Fraud & Corrupt Practices:
i. The Bidder and their respective officers, employees, agents and

advisers shall observe the highest standard of ethics during the bidding
process. Notwithstanding anything to the contrary contained herein, the
Bank shall reject an Application without being liable in any manner
whatsoever to the Bidder if it determines that the Bidder has, directly or
indirectly or through an agent, engaged in
corrupt/fraudulent/coercive/undesirable or restrictive practices in the
bidding process.
ii. Without prejudice to the rights of the Bank under Clause 48(i)
hereinabove, if a Bidder is found by the Bank to have directly or
indirectly or through an agent, engaged or indulged in any
corrupt/fraudulent/coercive/undesirable or restrictive practices during
the bidding process, such Bidder shall not be eligible to participate in
any EOI/RFP issued by the Bank during a period of 2 (two) years from
the date if such Bidder is found by the Bank to have directly or indirectly

or through an agent, engaged or indulged in any corrupt/ fraudulent/

coercive/ undesirable or restrictive practices, as the case may be.
iii. For the purposes of this Clause , the following terms shall have the
meaning hereinafter, respectively assigned to them:
(a) “corrupt practice” means (i) the offering, giving, receiving, or
soliciting, directly or indirectly, of anything of value to influence the
actions of any person connected with the bidding process (for
avoidance of doubt, offering of employment to or employing or
engaging in any manner whatsoever, directly or indirectly, any official
of the Bank who is or has been associated in any manner, directly or
indirectly with the bidding process or the Letter of Authority or has
dealt with matters concerning the Concession Agreement or arising
there from, before or after the execution thereof, at any time prior to
the expiry of one year from the date such official resigns or retires
from or otherwise ceases to be in the service of the Bank, shall be
deemed to constitute influencing the actions of a person connected
with the bidding process); or (ii) engaging in any manner whatsoever,
whether during the bidding process or after the issue of the Letter of
Authority or after the execution of the Agreement, as the case may
be, any person in respect of any matter relating to the Project or the
Letter of Authority or the Agreement, who at any time has been or is a
legal, financial or technical adviser of the Bank in relation to any
matter concerning the Project;
(b) “Fraudulent practice” means a misrepresentation or omission of

facts or suppression of facts or disclosure of incomplete facts, in
order to influence the bidding process
(c) “Coercive practice” means impairing or harming or threatening to

impair or harm, directly or indirectly, any person or property to
influence any person‟s participation or action in the bidding process;
(d) “Undesirable practice” means (i) establishing contact with any

person connected with or employed or engaged by the Bank with the
objective of canvassing, lobbying or in any manner influencing or
attempting to influence the bidding process; or (ii) having a Conflict of
Interest; and
(e) “Restrictive practice” means forming a cartel or arriving at any

understanding or arrangement among Bidders with the objective of

restricting or manipulating a full and fair competition in the Bidding

Process.
49. Termination for Default:
i. The Bank, without prejudice to any other remedy for breach of Contract, by
a written notice of not less than 30 (thirty) days sent to the Vendor, may
terminate the Contract in whole or in part:
a. If the Vendor fails to deliver any or all of the Products and Services
within the period(s) specified in the Contract, or within any extension
thereof granted by the Bank; or
b. If the vendor fails to perform any other obligation(s) under the contract;
or
c. Laxity in adherence to standards laid down by the Bank; or
d. Discrepancies/deviations in the agreed processes and/or products; or
e. Violations of terms and conditions stipulated in this RFP.
ii. In the event the Bank terminates the Contract in whole or in part for the
breaches attributable to the Vendor, the Bank may procure, upon such
terms and in such manner as it deems appropriate, Products and Services
similar to those undelivered, and the Vendor shall be liable to the Bank for
any increase in cost for such similar Products and/or Services. However,
the Vendor shall continue performance of the Contract to the extent not
terminated.
iii. If the contract is terminated under any termination clause, the vendor shall
handover all documents/ executable/ Bank‟s data or any other relevant
information to the Bank in timely manner and in proper format as per scope
of this RFP and shall also support the orderly transition to another vendor or
to the Bank.
iv. During the transition, the vendor shall also support the Bank on technical
queries/support on process implementation or in case of software provision
for future upgrades.
v. The Bank‟s right to terminate the Contract will be in addition to the penalties
/liquidated damages and other actions as deemed fit.
50. Force Majeure:

i. Notwithstanding the provisions of terms and conditions contained in this

RFP, the Vendor shall not be liable for forfeiture of its performance security,
liquidated damages, or termination for default, if any,and to the extent that
the delay in performance or other failure to perform its obligations under the
Contract is the result of an event of Force Majeure.
ii. .For the purposes of this clause, 'Force Majeure' means and includes wars,
insurrections, revolution, civil disturbance, riots, terrorist acts, public strikes,
hartal, bundh, fires, floods, epidemic, quarantine restrictions, freight
embargoes, declared general strikes in relevant industries, Vis Major Act of
Government, impeding reasonable performance of the Vendor and / or
Sub-Contractor but does not include any foreseeable events, commercial
considerations or those involving fault or negligence on the part of the party
claiming Force Majeure.
iii. If a Force Majeure situation arises, the Vendor shall promptly notify the
Bank in writing of such condition and the cause thereof. Unless otherwise
directed by the Bank in writing, the Vendor shall continue to perform its
obligations under the Contract as far as is reasonably practical, and shall
seek all reasonable alternative means for performance not prevented by
the Force Majeure event.
51. Termination for Insolvency:
The Bank may, at any time, terminate the Contract by giving written notice
to the Vendor, if the Vendor becomes Bankrupt or insolvent or any
application for bankruptcy, insolvency or winding up has been filed against
it by any person. In this event, termination will be without compensation to
the Vendor, provided that such termination will not prejudice or affect any
right of action or remedy, which has accrued or will accrue thereafter to the
Bank.
52. Termination for Convenience:
The Bank, by written notice of not less than 90 (ninety) days sent to the
Vendor, may terminate the Contract, in whole or in part, at any time for its
convenience. The notice of termination shall specify that termination is for
the Bank‟s convenience, the extent to which performance of the Vendor
under the Contract is terminated, and the date upon which such
termination becomes effective.
53. Disputes/Arbitration[applicable in case of successful Bidder only]:

All disputes or differences whatsoever arising between the parties out of or

in connection with this contract or in discharge of any obligation arising out
of the Contract (whether during the progress of work or after completion of
such work and whether before or after the termination of this contract,
abandonment or breach of this contract), shall be settled amicably. If
however, the parties are not able to solve them amicably, either party (SBI
or Vendor), give written notice to other party clearly setting out there in
specific dispute(s) and/or difference(s) and shall be referred to a sole
arbitrator mutually agreed upon, and the award made in pursuance thereof
shall be binding on the parties. In the absence of consensus about the
single arbitrator, the dispute may be referred to joint arbitrator; one to be
nominated by each party and the said arbitrators shall nominate a
presiding arbitrator, before commencing the arbitration proceedings. The
arbitration shall be settled in accordance with the applicable Indian Laws.
Any appeal will be subject to the exclusive jurisdiction of courts at Mumbai.
The Vendor shall continue work under the Contract during the arbitration
proceedings unless otherwise directed by the Bank or unless the matter is
such that the work cannot possibly be continued until the decision of the
arbitrator is obtained.
Arbitration proceeding shall be held at Mumbai, India, and the language of
the arbitration proceedings and that of all documents and communications
between the parties shall be in English.
54. Governing Language:
The governing language shall be English.
55. Applicable Law:
The Contract shall be interpreted in accordance with the laws of the Union
of India and shall be subjected to the exclusive jurisdiction of courts at
Mumbai.
56. Taxes and Duties:
a. The Vendor shall be liable to pay all corporate taxes and income tax that
shall be levied according to the laws and regulations applicable from time
to time in India and the price Bid by the Vendor shall include all such taxes
in the contract price.

b. Prices quoted should be exclusive of all Central / State Government

taxes/duties and levies but inclusive of Custom duty as also cost of
incidental services such as transportation, road permits, insurance etc.
The quoted prices and taxes/duties and statutory levies such as Service
tax, VAT/ Sales tax, Excise duty, Custom duty, Octroi, etc. should be
specified in the separate sheet (Annexure-F).
c. Custom duty as also cost of incidental services such as transportation,

road permits, insurance etc. in connection with delivery of products at site
including any incidental services and commissioning, if any, which may be
levied, shall be borne by the Vendor and the Bank shall not be liable for
the same. Only specified taxes/ levies and duties in the Annexure-F will
be payable by the Bank on actuals upon production of original receipt
wherever required. If any specified taxes/ levies and duties in Annexure-F
are replaced by the new legislation of Government, same shall be borne
by the Bank. The Bank shall not be liable for payment of those Central /
State Government taxes, levies, duties or any tax/ duties imposed by local
bodies/ authorities, which are not specified by the Bidder in Annexure-F
d. Prices payable to the Vendor as stated in the Contract shall be firm and
not subject to adjustment during performance of the Contract, irrespective
of reasons whatsoever, including exchange rate fluctuations, any upward
revision in Custom duty. The Bidder will pass on to the Bank, all fiscal
benefits arising out of reductions, if any, in Government levies viz. custom
duty or the benefit of discounts if any announced in respect of the cost of
the items for which orders have been placed during that period.
e. Income / Corporate Taxes in India: The Bidder shall be liable to pay all
corporate taxes and income tax that shall be levied according to the laws
and regulations applicable from time to time in India and the price Bid by
the Bidder shall include all such taxes in the contract price.
f. All expenses, stamp duty and other charges/ expenses in connection with
the execution of the Agreement as a result of this RFP process shall be
borne by the Vendor.
57. Tax deduction at Source:
i. Wherever the laws and regulations require deduction of such taxes at the
source of payment, the Bank shall effect such deductions from the
payment due to the Vendor. The remittance of amounts so deducted and
issuance of certificate for such deductions shall be made by the Bank as
per the laws and regulations for the time being in force. Nothing in the
Contract shall relieve the Vendor from his responsibility to pay any tax that
may be levied in India on income and profits made by the Vendor in
respect of this contract.

ii. The Vendor‟s staff, personnel and labour will be liable to pay personal
income taxes in India in respect of such of their salaries and wages as are
chargeable under the laws and regulations for the time being in force, and
the Vendor shall perform such duties in regard to such deductions thereof
as may be imposed on him by such laws and regulations.
58. Right to use defective product:
If after delivery, acceptance and installation and within thewarranty

period, the operation or use of the product is found to be unsatisfactory,
the Bank shall have the right to continue to operate or use such product
until rectification of defects, errors or omissions by partial or complete
replacement is made without interfering with the Bank‟s operation.
59. Tender Fee:
The same should be furnished by the Bidders in the form of Demand

Draft/ Bankers‟ Cheque as mentioned in part II. It should be enclosed
with Technical Bid. The Bids without tender fee will not be considered
valid.
60. Notices:
Any notice given by one party to the other pursuant to this contract shall
be sent to other party in writing or by Fax and confirmed in writing to
other Party‟s address. The notice shall be effective when delivered or on
the notice‟s effective date whichever is later.
*******

Part-II
SCHEDULE OF EVENTS
Sl Particulars Remarks
No
1 Contact details of issuing DGM (Tech Operations)
department
(Name, Designation, Mobile No., Email : dgm2.core
Email address for sending any kind
of correspondence regarding this
RFP)
2 Bid Document Availability including - RFP may be downloaded from
changes/amendments, if any to be Bank‟s website
issued https://www.sbi.co.in procurement
news from 02.08.2017 to
16.08.2017
3 Last date for requesting Upto 4 PM on 07.08.2017 (date)

clarification All communications regarding
points / queries requiring
clarifications shall be given in
writing or by e-mail to the following
dgm2.core@sbi.co.in and CC to
sucharita.mallik@sbi.co.in
rathin.sengupta@sbi.co.in
arghya.chakraborty@sbi.co.in
4 Pre - Bid Meeting at (venue) From 3PM to 4 PM on 08.08.2017
at GITC, Belapur Tentatively
5 Clarifications to queries raised at
pre-Bid meeting will be provided by By 10.08.2017
the Bank.
6 Last date and time for Bid 4 PM on 16.08.2017
submission
7 Address for submission of Bids Tech Operations Department
SBI, Global IT Centre
2nd floor ,Navi Mumbai.
8 Date and Time of opening of
Technical Bids 4:30 PM on 16.08.2017
Authorized representatives of
vendors may be present during
opening of the Technical Bids.
However, Technical Bids would be
opened even in the absence of any
or all of the vendor representatives.
9 Opening of Commercial Bids On a subsequent date which will be

communicated to such Bidders who

qualify in the Technical Bid.
10 Reverse Auction On a subsequent date which will be
communicated to such Bidders who
qualify in the Technical Bid.
11 Tender Fee -NA
12 Earnest Money Deposit Rs. 10,00,000/- Validity period
(Rupees Ten from the date of
Lacs) Bid opening –
180 days
13 Performance Bank Guarantee 15% of the Validity period
Total cost of from the date of
contract for the purchase order till
entire period of end of contract
contract plus
claim period of
3 months.
14 Price validity from the date of price 180 days
discovery
15 Contact details of agency appointed E-Procurement Technologies
for conducting Reverse Auction Limited
16 Delivery schedule 4 weeks from the Date of
issue of PO
17 Terms of payment i) 90% on delivery and successful
installation, commissioning, testing
etc
ii) the remaining 10% on furnishing
the PBG for 15% of the Bid value.
Note : No BG for 10% retention
money. Rest all the terms would
remain unchanged.
18 Delivery locations a)Rabale Data Centre
b)Hyderabad Data Centre
19 Liquidated damages A sum equivalent to 0.5 or 1 % per
week or part thereof of Contract
Price subject to maximum
deduction of 10 % of the Contract
Price for delay of each week or part
thereof.
20 Transition Penalty 15% of the total contract value
21 Terms of payment Payment for comprehensive AMC,
shall be paid quarterly in arrears.
22 Details of hardware items offered NA
for buy back and its location (where
applicable)

ANNEXURES
Annexure Index
A Bid form
B Bidder‟s Eligibility criteria
B1 Technical & functional specifications
C Bill of Material and compliances
D Bidder details
E Scope of work
F Indicative Commercial Bid
G Undertaking of authenticity
H Manufacturer‟s authorization form.
I Format for Bank Guarantee as Earnest Money Deposit
J Format for submission of Performance Bank Guarantee
K Format of certificate to be issued by the Bank after successful
commissioning and acceptance of the hardware, software and its
associated services.
L Penalties and SLA terms
M Service Level Agreement
N Non-disclosure Agreement
O Pre-Bid Query Format

ANNEXURE–A
BID FORM (TECHNICAL BID)
[On Company‟s letter head]
(to be included in Technical Bid Envelope)
Date:_______________
To:
< address of tendering office >
Dear Sir,
Ref:SBI/GITC/TECHOPS/2017-18/410 dated 02/08/2017
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~
We have examined the above RFP, the receipt of which is hereby duly
acknowledged and subsequent pre-Bid clarifications/ modifications / revisions, if
any, furnished by the Bank and we offer to supply, Install, test, commission and
support the desired equipments detailed in this RFP. We shall abide by the terms
and conditions spelt out in the RFP. We shall participate and submit the
commercial Bid through online auction to be conducted by the Bank‟s authorized
service provider, on the date advised to us.
2. While submitting this Bid, we certify that:
 The undersigned is authorized to sign on behalf of the VENDOR and the

necessary support document delegating this authority is enclosed to this
letter.
 We declare that we are not in contravention of conflict of interest obligation
mentioned in this RFP.
 Indicative prices submitted by us have been arrived at without agreement
with any other Bidder of this RFP for the purpose of restricting competition.
 The indicative prices submitted by us have not been disclosed and will not
be disclosed to any other Bidder responding to this RFP.
 We have not induced or attempted to induce any other Bidder to submit or
not to submit a Bid for restricting competition.
 The rate quoted in the indicative price Bids are as per the RFP and
subsequent pre-Bid clarifications/ modifications/ revisions furnished by the
Bank, without any exception.
3. If our offer is accepted, we undertake to complete the formalities for supply,

installation, testing and commissioning of the equipment within the period
specified in this document.
4. We agree to abide by all the Bid terms and conditions, contents of Service
Level Agreement as per sample available at Annexure-M of this document

and the rates quoted therein for the orders awarded by the Bank up to the
period prescribed in the Bid, which shall remain binding upon us.
5. Until a formal contract is prepared and executed, this Bid, together with your
written acceptance thereof and your notification of award, shall constitute a
binding Contract between us.
6. We undertake that in competing for (and, if the award is made to us, in

executing) the above contract, we will strictly observe the laws against fraud
and corruption in force in India namely “Prevention of Corruption Act 1988”.
7. We undertake that we will not offer, directly or through intermediaries, any

bribe, gift, consideration, reward, favour, any material or immaterial benefit or
other advantage, commission, fees, brokerage or inducement to any official
of the Bank, connected directly or indirectly with the bidding process, or to
any person, organisation or third party related to the contract in exchange
for any advantage in the bidding, evaluation, contracting and
implementation of the contract.
8. We undertake that we will not resort to canvassing with any official of

the Bank, connected directly or indirectly with the bidding process to derive
any undue advantage. We also understand that any violation in this
regard, will result in disqualification of bidder from further bidding
process.
9. We certify that we have not made any changes in the contents of the RFP
document read with its amendments/clarifications provided by the Bank
submitted by us in our Bid document.
10. It is further certified that the contents of our Bid are factually correct. We also
accept that in the event of any information / data / particulars proving to be
incorrect, the Bank will have the right to disqualify us from the Bid.
11. We understand that you are not bound to accept the lowest or any Bid you
may receive and you may reject all or any Bid without assigning any reason
or giving any explanation whatsoever.
12. We hereby undertake that our name does not appear in any “Caution” list of
RBI / IBA or any other regulatory body for outsourcing activity.
13. If our Bid is accepted, we undertake to enter into and execute at our cost,
when called upon by the Bank to do so, a contract in the prescribed form and
we shall be jointly and severally responsible for the due performance of the
contract.

14. The name(s) of successful Bidder to whom the contract is finally awarded
after the completion of bidding process shall be displayed on the website of
the Bank and/or communicated to the successful Bidder(s).
15. The commercial bidding process will be through the reverse auction process
to be conducted by the Bank or a company authorized by the Bank. We
understand that our authorized representative who would participate in the
reverse auction process would be possessing a valid digital certificate for the
purpose.
16. We hereby undertake and agree to abide by all the terms and conditions
stipulated by the bank in the RFP document.
Dated this ....... day of ............................ 201
______________________________________________________________
(Signature) (Name)
(In the capacity of)
Duly authorised to sign Bid for and on behalf of
______________________________________
Seal of the company.

Annexure-B
Bidder‟s Eligibility Criteria
Bidders meeting the following criteria are eligible to submit their Bids along with
supporting documents. If the Bid is not accompanied by all the required
documents supporting eligibility criteria, the same would be rejected:
i. Commercial:
S. Eligibility Criteria Complian Documents to be submitted
No. ce
(Yes/No)
1. The Bidder must be an Indian Copy of the Partnership
firm / company/ organization deed/Bye Law/ Certificate of
registered under applicable Act Incorporation issued by
in India. Registrar of Companies along
with Memorandum & Articles
of Association and full
address of the registered
office.
2. Average annual sales turnover Copy of the audited Balance
of at least Rs. 50 Crore, for last Sheet and / or Certificate of
three out of 4 financials years. the Chartered Accountant for
Should have made profit during preceding three years.
the last three out of 4 financial
years.
3.- The applicant should be an Suitable Document from the
authorized reseller/ system OEM to be provided.
integrator of the OEM who is
listed in the Leaders‟ quadrant
in the Gartner Report for
Modular Servers for supply of
computer hardware / software /
peripherals.
4. Bidder should have experience Copy of the order and / or
of minimum 5 years in providing Certificate of completion of
the product/services. the work. The Bidder should
also furnish user acceptance
report.
5 Client references and contact 1.
details (email/ landline/ mobile) 2.
of customers for whom the 3.
Bidder has executed similar
projects.
(Start and End Date of the
Project to be mentioned) in the
past (At least 3 client

references are required)
6. Deployment Methodologies Documents on deployment

framework, tools, templates &
utilities to be provided.
7. Past/present litigations, Brief details of litigations,
disputes, if any (Adverse disputes, if any are to be
litigations could result in given on Company‟s letter
disqualification, at the sole head.
discretion of the Bank)
8. Bidders should not have been Bidder should specifically
blacklisted for deficiency in confirm on their letter head in
service by any Public Sector this regard.
Bank during the last 5 years.
9. Bidder should have been in Length of existence of Bidder
operation for minimum 5 years should be mentioned.
10. The Bidder/ OEM should have Bidder should specifically
support setup with 4 hours of confirm on their letter head in
response time in Rabale (PR)/ this regard.
and Hyderabad (DR) locations.
11. The OEM should be a company Bidder should specifically
and have a local presence of confirm on their letter head in
support center and level 3 this regard.
(highest escalation) locally in
India.
12. 3 reference of the Bidder should specifically
implementation in India should mention this on their letter
be provided for a similar head.
deployment.
13 The Bidder should agree to the Bidder should specifically
terms and conditions of Service confirm on their letter head in
Level Agreement (format placed this regard.
at Annexure-M), should they
become L1/TC1 in the reverse
auction to execute a contract
with the Bank.
14 The Bidder should not have any Bidder should specifically
Service Level Agreement confirm on their letter head in
pending to be signed with the this regard.
Bank for more than 6 months
from the date of issue of
purchase order issued by any of
the Department at SBI GITC as
on the date of Bid submission.

Documentary evidence must be furnished against each of the above criteria

along with an index. All documents must be signed by the authorized signatory of
the Bidder. Relevant portions, in the documents submitted in pursuance of
eligibility criteria, should be highlighted.
Signature
Seal of Company

Annexure-B1
Technical & Functional Specifications
To qualify in the Technical Evaluation, a Bidder must comply with all the
requirements as listed in the table below. Bidder(s) must submit their response in
yes or no only, any compliance with qualified statement shall be treated as non-
compliance.
Server Hardware Specifications

Sr.No. Component Specifications Compliance
(Y / N)
1 No of SERVERS 30 nos for locations Rabale
and Hyderabad
2 PROCESSOR FAMILY Intel Xeon E5-v4 latest or
better with 2.1 Ghz or higher
clock speed
3 CPU 2 Intel Processors, each with
16 cores
4 CHIPSET Server Class Motherboard
and Chipset
5 RAM 256 GB ECC DDR 4
(scalable to 512 GB or
higher)
6 HDD 4 * 12 TB ( SATA/SAS) in
JBOD
2 OS disks (SSD) with 480

GB or more in RAID 1
7 Controller RAID 0, RAID1, RAID (1+0),
RAID5, RAID6
2GB battery backed write

cache
Separate array controller

should be provisioned for OS
disks.
8 NETWORKING Each node should be

proposed with 4x 10GbE
connectivity for TOR
connectivity.

Additional 2 PCI 3.0 slots

should be available for future
addition of DAS for
enhancement in capacity if
required in future.
9 POWER SUPPLY 80 + (+2) efficiency Server
grade and dual redundant
power supply
10 FANS Hot-plug system fans
11 INDUSTRY STANDARD ACPI 5.0 Compliant

COMPLIANCE PCIe 3.0 Compliant
WOL Support
Microsoft® Logo
certifications
PXE Support
USB 1.1 and 2.0 Compliant
SMBIOS 3.0.0
10 SERVER Certified For Microsoft
CERTIFICATION Windows, Linux 7.3 and
above
11 OS COMPATIBILITY Microsoft Windows 2008 /

2012 Data Centre edition (64
bit), All major distributions of
Linux, RHEL 7.3 or later etc.
12 RACK 4 nos of 42U Universal racks
for Rabale(PR)
1200mm*600mm
13 CLUSTER Cluster Management
MANAGEMENT software should be provided
with necessary licenses to
efficiently manage and
configure the entire Hadoop
cluster.
Switch Specifications
Sr.No. Component Specifications Compliance
(Y / N)
1 SWITCHES 4 Nos of 32 port Network
switch
2DC and 2DR

2 ARCHITECTURE The switch should have at

least 32 nos. of
100/1000/10000 Mbps Base
T ports, minimum 8 1/10G
SFP+ ports and at least 2
nos. of 40Gbps QSFP+ slots
providing line rate
connectivity
3 HIGH AVAILABILITY 1. Shall support IEEE
802.3ad Link Aggregation
Control Protocol (LACP) with
up to 4 links (ports) per trunk
2. Shall support IEEE 802.1s
Multiple Spanning Tree
Protocol
3. In case of failure of one
switch, the traffic should
failover to other switch in
less than 50ms so as to
avoid application downtime.
4 SWITCHING AND Switch should support dual
ROUTING IP stack i.e, IPV4 and IPV6
with required routing
protocols.
5 SECURITY 1. Shall support
protected ports to isolate
specified ports from all other
ports on the switch
2. Shall support Port
security allowing access only
to specified MAC addresses
3. Shall support
management access (CLI,
Web, MIB) securely
encrypted through SSHv2,
SSL, and SNMPv3

Annexure-C
Bill of Material and Compliances
Server Hardware Sepcifications

Part Component Specifications Compliance
Code (Y / N)
We confirm that we comply with all the specifications mentioned above & the
terms & conditions mentioned in the RFP Document are acceptable to us.
Dated this ....... day of ............................ 201
______________________________________________________________
(Signature) (Name) (In the capacity of)

Annexure-D
Bidder Details
Details of the Bidder

S. No. Particulars Details
1. Name
2. Date of Incorporation and / or
commencement of business
3. Certificate of incorporation
4. Brief description of the Bidder including

details of its main line of business
5. Company website URL
6. Particulars of the Authorized Signatory of

the Bidder
a. Name
b. Designation
c. Address
d. Phone Number (Landline)
e. Mobile Number
f. Fax Number
g. Email Address
Signature and Seal of Company

Annexure-E
Scope of Work
1. Supply, installation, testing, commissioning, configuration and maintenance

(including patch and firmware upgrades) of computer hardware, software and other
essential licenses for data replication across storages as mentioned in Technical
Specifications for 5 years. It is the OEM/bidder‟s responsibility to install, commission
and test the entire solution as per the requirement of the Bank.
2. To provide all necessary hardware and its peripherals required to make the
solution work strictly as per technical specifications. The specifications given are
minimum. Bidders can quote equivalent or higher technical specifications to meet the
Bank‟s requirements. However no weightage would be given for higher
configurations.

Annexure-F
Indicative Commercial Bid
The indicative commercial Bid needs to contain the information listed hereunder
in a sealed envelope bearing the identification – “Indicative Commercial Bid for
SUPPLY, INSTALLATION, COMMISSIONING AND MAINTENANCE OF
SERVER AND STORAGE FOR HADOOP FRAMEWORK”.
Name of the Bidder:
Location (A) Rabale
Sr. Item Quantity Rate Amount Proportion

No. per in Rs. to Total
item Cost of A
(in %age)
#
a
b
1 Sub-Total
2. Installation/ Commissioning
3. Comprehensive warranty for
software and hardware mentioned
in items above for 3 years from the
go live date, including annual
renewal cost, if any
4. Comprehensive annual
maintenance for software and
hardware mentioned above for 2
years, including annual renewal
cost, if any, after the end of
comprehensive warranty.*
(This cost should be in the range of

8% to 12 % p.a. of the product cost
for hardware and 15% to 25% p.a.
of license cost of software).
Sub-Total „A‟

Location (B) HYDERABAD
Sr. Item Quantity Rate Total Proportion

No. per Quote to Total
item (INR) Cost of B
(in %age)
#
a
b
1 Sub-Total
3. Comprehensive warranty for software
and hardware mentioned in items
above for 3 years from the go live
date, including annual renewal cost, if
any
4. Comprehensive annual maintenance
for software and hardware mentioned
above for 2 years, including annual
renewal cost, if any, after the end of
comprehensive warranty.*
(This cost should be in the range of

8% to 12%p.a.of the product cost for
hardware and 15% to 25%p.a.of
license cost of software).
Sub-Total „B‟
Summary of Indicative Quote: (PR set up and DR setup)

Particulars Quote Proportion to Total
(INR) Cost of E (in
%age) #
(a) Location A-- (Sub-Total „A‟ above)
(b) Location B-- (Sub-Total „B‟ above)
(c) Grand Total (A + B)**
# The „Proportion to Total Cost‟ percentage mentioned here will have to be

maintained in the final price quote also by the L1 Bidder. The percentage should
be mentioned in two decimal places. Variation in the final price should not exceed
+/- 5%. See illustration at the end.
.

Important: The price breakup of all the hardware/software components must be

provided (even if the price is zero). The Bid may be rejected if the price breakup
is not provided.
* The amount quoted here should be for 5 years.

** This will be the Total Cost of Ownership (TCO) and should be quoted in the
reverse auction.
Breakup of Taxes and Duties

Sr. Item Tax 1 Tax 2 Tax 3
No.
Mention Name of Tax

1. Software
2. Hardware
4. Training
5. Support
6. Comprehensive warranty for software and
hardware for 3 years from the go live date
7. Comprehensive annual maintenance for
software and hardware for 2 years after the
end of comprehensivewarranty.
Grand Total
Signature
Seal of Company
Illustration
Particulars Indicative Proportion L1 Minimum Maximum

Price Bid to Total Price final final
Quote (INR) Cost (in (INR) price price
%age) should should
not be not
below exceed
(INR)* (INR)**
A B C D E F
(a) Item A 25 13.16 9.38 10.36
(b) Item B 50 26.32 18.75 20.72
(c) Item C 75 39.47 28.13 31.09
(d) Item D 40 21.05 15.00 16.58
(e) Grand Total 190 100 75
(a + b + c + d)

*Computed as „C‟ percentage of „D‟ less 5%.

**Computed as „C‟ percentage of „D‟ plus 5%.

Annexure-G
Undertaking of Authenticity
To:
(Name and address of Procuring Office)
Sub: Undertaking of Authenticity for Hardware & Software Supplies

Ref: SBI/GITC/TECHOPS/2017-18/410 dated 02/08/2017
With reference to the equipment being quoted to you vide our Quotation
No:___________ dated ___________, we hereby confirm that all the
components /parts /assembly / software etc. used in the equipment to be
supplied shall be original new components / parts / assembly / software only,
from respective OEMs of the products and that no refurbished / duplicate /
second hand components /parts/ assembly / software shall be supplied or shall
be used. We also undertake to produce certificate from the Original Equipment
Manufacturers (if required by you) in support of the above statement at the time
of delivery / installation
2. We also confirm that in respect of licensed operating systems and other
softwareutilities to be supplied, the same will be procured from authorized
sources andsupplied with Authorized License Certificate (i.e. Product keys on
Certification of Authenticity in case of Microsoft Windows Operating System)
3. In case of default and the Bank finds that the above conditions are not
complied with, we agree to take back the equipment supplied and return the
money paid by you, in full within seven days of intimation of the same by the
Bank, without demur or any reference to a third party and without prejudice to any
remedies the Bank may deem fit.
4. In case of default and we are unable to comply with above at the time of
delivery or during installation, for the IT Hardware / Software already billed, we
agree to take back the equipments without demur, if already supplied and return
the money if any paid to us by you in this regard.
5. We also take full responsibility of both parts & Service SLA as per the content
even if there is any defect by our authorized Service Centre / Reseller / SI etc.
Dated this ....... day of ............................ 201
______________________________________________________________
(Signature) (Name) (In the capacity of)

_____________________________________

ANNEXURE- H
MANUFACTURERS' AUTHORIZATION FORM
No. Date:
To:
Dear Sir:
Ref: SBI/GITC/TECHOPS/2017-18/410 dated 02/08/2017
We, who are established and reputable manufacturers / producers of

________________________having factories / development facilities at
(address of factory / facility) do hereby authorise M/s
___________________(Name and address of Agent) to submit a Bid, and sign
the contract with you against the above Bid Invitation.
2. We hereby extend our full warranty for the Solution, Products and services
offered by the above firm against this Bid Invitation.
3. We also undertake to provide any or all of the following materials, notifications,
and information pertaining to the Products manufactured or distributed by the
Vendor:
(a) Such Products as the Bank may opt to purchase from the Vendor,
provided, that this option shall not relieve the Vendor of any warranty
obligations under the Contract; and
(b) in the event of termination of production of such Products:
(i) advance notification to the Bank of the pending termination, in
sufficient time to permit the Bank to procure needed requirements;
and
(ii) following such termination, furnishing at no cost to the Bank,
operations manuals, standards, and specifications of the Products,
if requested.
4. We duly authorise the said firm to act on our behalf in fulfilling all installations,
Technical support and maintenance obligations required by the contract.
Yours faithfully,
(Name of Manufacturer / Producer)

Note: This letter of authority should be on the letterhead of the manufacturer and
should be signed by a person competent and having the power of attorney
to bind the manufacturer. The Bidder in its Bid should include it.
ANNEXURE-I
FORMAT FOR EMD BANK GUARANTEE
To:
-------------------
-------------------
Dear Sir,
EMD BANK GUARANTEE FOR

SUPPLY, INSTALLATION, COMMISSIONING AND MAINTENANCE OF
SERVER AND STORAGE FOR HADOOP FRAMEWORK AS ARE SET OUT IN
THE RFP:SBI/GITC/TECHOPS/2017-18/410 DATED 02/08/2017
WHEREAS State Bank of India (SBI), having its Corporate Office at Nariman
Point, Mumbai, and Regional offices at other State capital cities in India has
invited Request for Proposal for supply, installation, testing and commissioning of
……………………………….to State Bank of India and such services as are set
out in the State Bank of India, Request for Proposal SBI/GITC/TECHOPS/2017-
18/410 dated 02/08/2017.
2. It is one of the terms of said Request for Proposal that the Bidder shall furnish
a Bank Guarantee for a sum of Rs.__________/-(Rupees
___________________Only)as Earnest Money Deposit.
3. M/s. ________________________, (hereinafter called as Bidder, who are our

constituents intends to submit their Bid for the said work and have requested us
to furnish guarantee in respect of the said sum of Rs.__________/-(Rupees
_____________________ Only)
4. NOW THIS GUARANTEE WITNESSETH THAT

We _____________________________ (Bank) do hereby agree with and
undertake to the State Bank of India, their Successors, assigns that in the event
of the SBI coming to the conclusion that the Bidder has not performed their
obligations under the said conditions of the RFP or have committed a breach
thereof, which conclusion shall be binding on us as well as the said Bidder, we
shall on demand by the SBI, pay without demur to the SBI, a sum of
Rs.__________/- (Rupees _____________________ Only) that may be
demanded by SBI. Our guarantee shall be treated as equivalent to the Earnest
Money Deposit for the due performance of the obligations of the Bidder under the

said conditions, provided, however, that our liability against such sum shall not
exceed the sum of Rs.__________/- (Rupees _____________________ Only).
5. We also agree to undertake to and confirm that the sum not exceeding
Rs.__________/- (Rupees _____________________ Only) as aforesaid shall
be paid by us without any demur or protest, merely on demand from the SBI on
receipt of a notice in writing stating the amount is due to them and we shall not
ask for any further proof or evidence and the notice from the SBI shall be
conclusive and binding on us and shall not be questioned by us in any respect or
manner whatsoever. We undertake to pay the amount claimed by the SBI within
24 hours from the date of receipt of the notice as aforesaid. We confirm that our
obligation to the SBI under this guarantee shall be independent of the agreement
or agreements or other understandings between the SBI and the Bidder. This
guarantee shall not be revoked by us without prior consent in writing of the SBI.
6. We hereby further agree that –
a) Any forbearance or commission on the part of the SBI in enforcing the

conditions of the said agreement or in compliance with any of the terms
and conditions stipulated in the said Bidand/or hereunder or granting of
any time or showing of any indulgence by the SBI to the Bidder or any
other matter in connection therewith shall not discharge us in any way
our obligation under this guarantee. This guarantee shall be discharged
only by the performance of the Bidder of their obligations and in the
event of their failure to do so, by payment to us of the sum not exceeding
Rs.__________/- (Rupees _____________________ Only)
b) Our liability under these presents shall not exceed the sum of
Rs.__________/- (Rupees _____________________ Only)
c) Our liability under this agreement shall not be affected by any infirmity or
irregularity on the part of our said constituents in tendering for the said
work or their obligations there under or by dissolution or change in the
constitution of our said constituents.
d) This guarantee shall remain in force upto 180 days provided that if so
desired by the SBI, this guarantee shall be renewed for a further period
as may be indicated by them on the same terms and conditions as
contained herein.
e) Our liability under this presents will terminate unless these presents are
renewed as provided herein upto 180 days or on the day when our said
constituents comply with their obligations, as to which a certificate in
writing by the SBI alone is the conclusive proof, whichever date is later.
f) Unless a claim or suit or action is filed against us within six months from
that date or any extended period, all the rights of the SBI against us

under this guarantee shall be forfeited and we shall be released and

discharged from all our obligations and liabilities hereunder.
Notwithstanding anything contained hereinabove:

(a) Our liability under this Bank Guarantee shall not exceed Rs……….………/-
(Rupees …………………….only)
(b) This Bank Guarantee shall be valid upto ……………………….
(c) We are liable to pay the guaranteed amount or any part thereof under this
Bank Guarantee only and only if you serve upon us a written claim or demand
on or before ……………………
Yours faithfully,
For and on behalf of
___________________________
Authorized official.
(Note: This guarantee will require stamp duty as applicable in the State where it
is executed and shall be signed by the official(s) whose signature and authority
shall be verified)

ANNEXURE–J
PERFORMANCE BANK GUARANTEE FORMAT

(TO BE STAMPED AS AN AGREEMENT)
THIS PERFORMANCE BANK GUARANTEE AGREEMENT executed at

……..this…….day of ……….. 201 by ……………. (Name of the Bank)………..
having its Registered Office at …………….and its Branch at
…………………………………………….(hereinafter referred to as "the Guarantor",
which expression shall, unless it be repugnant to the subject, meaning or context
thereof, be deemed to mean and include its successors and permitted assigns)
IN FAVOUR OF State Bank of India, a Statutory Corporation constituted under
the State Bank of India Act, 1955 having its Corporate Centre at State Bank
Bhavan, Nariman Point, Mumbai and one of its offices at------------------(procuring
office address),hereinafter referred to as "SBI" which expression shall, unless
repugnant to the subject, context or meaning thereof, be deemed to mean and
include its successors and assigns).
WHEREAS M/s__________________________________________,
incorporated under __________________________________ Act having its
registered office at __________________________________ and principal place
of business at __________________________________ (hereinafter referred to
as “Service Provider/ Vendor” which expression shall unless repugnant to the
context or meaning thereof shall include its successor, executor & assigns) has
agreed tosupply of hardware/software and/ or services(hereinafter referred to as
“Services”) to SBI in accordance with the Request for Proposal (RFP) No.
SBI:xx:xx dated dd/mm/yyyy.
WHEREAS, SBI has agreed to avail the Services from the Service Provider for a
period of ______ year(s).
WHEREAS, in accordance with terms and conditions of the RFP/Purchase

order/Agreement dated……………, Service Provider is required to furnish a Bank
Guarantee for a sum of Rs.__________/- (Rupees _________ only) for due
performance of the obligations of the Service Provider in providing the Services,
in accordance with the RFP/Purchase order/Agreement guaranteeing payment of
the said amount of Rs.__________/- (Rupees __________ only) to SBI, if
Service Provider fails to fulfill its obligations as agreed in RFP/Agreement.

WHEREAS, the Bank Guarantee is required to be valid for a total period of _____
months and in the event of failure, on the part of Service Provider, to fulfill any of
its commitments / obligations under the RFP/Agreement, SBI shall be entitled to
invoke the Guarantee.
AND WHEREAS, the Guarantor, at the request of Service Provider, agreed to

issue, on behalf of Service Provider, Guarantee as above, for an amount of
Rs.___________/- (Rupees ___________ only).
NOW THIS GUARANTEE WITNESSETH THAT

1. In consideration of SBI having agreed to entrust the Service Provider for
rendering Services as mentioned in the RFP, we, the Guarantors,hereby
unconditionally and irrevocably guarantee that Service Provider shall fulfill
its commitments and obligations in respect of providing the Services as
mentioned in the RFP/Agreement and in the event of Service Provider
failing to perform / fulfill its commitments / obligations in respect of
providing Services as mentioned in the RFP/Agreement, we (the
Guarantor) shall on demand(s), from time to time from SBI, without protest
or demur or without reference to Service Provider and not withstanding
any contestation or existence of any dispute whatsoever between Service
Provider and SBI, pay SBI forthwith the sums so demanded by SBI in each
of the demands, subject to a cumulative maximum amount of
Rs.__________/- (Rupees ____________only).
2. Any notice / communication / demand from SBI to the effect that Service
Provider has failed to fulfill its commitments / obligations in respect of
rendering the Services as mentioned in the Agreement, shall be
conclusive, final & binding on the Guarantor and shall not be questioned
by the Guarantor in or outside the court, tribunal, authority or arbitration as
the case may be and all such demands shall be honoured by the
Guarantor without any delay.
3. We (the Guarantor) confirm that our obligation to the SBI, under this
guarantee shall be independent of the agreement or other understandings,
whatsoever, between the SBI and the Service Provider. 4. This guarantee
shall not be revoked by us (the Guarantor) without prior consent in writing
of the SBI.
WE (THE GUARANTOR) HEREBY FURTHER AGREE & DECLARE THAT-
(i) Any neglect or forbearance on the part of SBI to Service Provider or any
indulgence of any kind shown by SBI to Service Provider or any change in
the terms and conditions of the Agreement or the Services shall not, in any
way, release or discharge the Bank from its liabilities under this Guarantee.

(ii) This Guarantee herein contained shall be distinct and independent and
shall be enforceable against the Guarantor, notwithstanding any
Guarantee or Security now or hereinafter held by SBI at its discretion.
(iii) This Guarantee shall not be affected by any infirmity or absence or
irregularity in the execution of this Guarantee by and / or on behalf of the
Guarantor or by merger or amalgamation or any change in the Constitution
or name of the Guarantor.
(iv) The guarantee shall not be affected by any change in the constitution of
SBI or Service Provider or winding up / liquidation of Service Provider,
whether voluntary or otherwise
(v) This guarantee shall be a continuing guarantee during its validity period
and the SBI can make its claim in one or more events within the total
liability of the Guarantor mentioned herein.
(vi) This Guarantee shall remain in full force and effect for a period of __ years
from the date of the issuance i.e. up to _________ Unless a claim under
this Guarantee is made against us within three (3) months from that date
i.e. on or before _____ , all your rights under this Guarantee shall be
forfeited and we shall be relieved and discharged from all liabilities there
under.
(vii) This guarantee shall be governed by Indian Laws and the Courts
inMumbai, India alone shall have the jurisdiction to try & entertain any
dispute arising out of this guarantee.
Notwithstanding anything contained herein above:

(a) Our liability under this Bank Guarantee shall not exceed Rs……….………/-
(Rupees …………………….only)
(b)This Bank Guarantee shall be valid upto……………………….
c) We are liable to pay the guaranteed amount or any part thereof under this
Bank Guarantee only and only if SBI serve upon us a written claim or
demand on or before …………………… (date which is 3 months after date
mentioned at (b) above.
Yours faithfully,
For and on behalf of Bank.

__________________________
Authorised official

ANNEXURE-K
PROFORMA OF CERTIFICATE TO BE ISSUED BY THE BANK

AFTER SUCCESSFUL COMMISSIONING AND ACCEPTANCE
OF THE HARDWARE / SOFTWARE / SERVICES
Date:
M/s.---------------
-------------------------
Sub: Certificate of commissioning of Solution
1. This is to certify that the products / equipment as detailed below has/have

been received in good condition along with all the standard and special
accessories (subject to remarks in Para No. 2) in accordance with the
Contract/Specifications. The same has been installed and commissioned.
a) Bid No. ._________________ dated _______________________ ___
b) Description of the Solution ________________________________
c) Quantity ____________________________________________ ____
d) Date of commissioning _____________________________________
e) Date of acceptance test _____________________________________
2. Details of products not yet supplied and recoveries to be made on that

account:
S.No. Description Amount to be recovered
3. The acceptance test has been done to our entire satisfaction and Staff have
been trained to operate the Product.
4. The Vendor has fulfilled his contractual obligations satisfactorily*

or
The Vendor has failed to fulfill his contractual obligations with regard to the
following:

(a)
(b)
(c)
5. The amount of recovery on account of non-supply of Products is given under

Para No. 2.
6. The amount of recovery on account of failure of the Vendor to meet his

contractual obligations is as indicated in endorsement of the letter.
Signature _______________________
Name _______________________
Designation with stamp __________________
______________________________________
* Explanatory notes for filling up the certificates:
(a) The Vendor has adhered to the time schedule specified in the contract in
dispatching the Products / Manuals pursuant to Technical Specifications.
(b) The Vendor has supervised the commissioning of the solution in time i.e.,
within the period specified in the contract from the date of intimation by the
Purchaser in respect of the installation of the Product.
(c) Training of personnel has been done by the Vendor as specified in the
contract.
(d) In the event of Manuals having not been supplied or installation and
commissioning of the Solution having been delayed on account of the
Vendor, the extent of delay should always be mentioned.

ANNEXURE-L
Penalties & SLA terms
1. Delivery of all equipment should be within 4 weeks from date of placing of

order. In the event of the any or all equipment(s) not being delivered,
installed, tested and commissioned within a period of 6 weeks from date
of Purchase Order, a penalty of one (1) percent of the total cost of
equipments for each week or part thereof the delay, subject to maximum
amount of ten (10) percent of the total cost of equipments will be charged
to vendor. This amount of penalty so calculated shall be deducted at the
time of making final payment after successful installation and
commissioning of hardware.
2. The Vendor warrants that the products supplied under the Contract are
new, unused, of the most recent or current model and they incorporate all
recent improvements in design and / or features. The Vendor further
warrants that all the Products supplied under this Contract shall have no
defect, arising from design or from any act of omission of the Vendorthat
may develop under normal use of the supplied products in the conditions
prevailing in India.
3. Warranty for Hardware Components: Onsite comprehensive warranty for
all the hardware components including free replacement of spares, parts,
kits as and when necessarywill be 36 months from date of installation or
39 months from date of delivery, whichever is earlier.
4. Warranty for the System Software/off-the-shelf Software will be provided
to the Bank as per the general conditions of sale of such software.
5. The Vendor shall in addition comply with the performance guarantees
specified under the Contract. If, for reasons attributable to the Vendor,
these guarantees are not attained in whole or in part the Vendor shall
make such changes, modifications and / or additions to the Products or
any part thereof as may be necessary in order to attain the contractual
guarantees specified in the Contract at its own cost and expense and to
carry out further performance tests.
6. On-site comprehensive warranty: The warranty would be on-site and
comprehensive in nature and back to back support from the OEM. The
vendor will warrant all the hardware and software against defects arising
out of faulty design, materials and media workmanship etc. for a period of
three years from the date of acceptance of the hardware and software.
The vendor will provide support for Operating Systems and other
preinstalled software components during the warranty period of the
hardware on which these software & operating system will be installed.
The Vendor shall repair or replace worn out or defective parts including all
plastic parts of the equipment at his own cost including the cost of
transport.

7. During the term of the contract, the VENDOR will maintain the equipment
in perfect working order and condition and for this purpose will provide the
following repairs and maintenance services:
a) Free maintenance services during the period of warranty.
Professionally qualified personnel who have expertise in the
hardware and system software supplied by the vendor will provide
these services.
b) The Bidder shall rectify any defects, faults and failures in the
equipment and shall repair/replace worn out or defective parts of
the equipment during working hours i.e. from 8.00 A.M. to 8.00 P.M.
on all working days (viz. Monday to Saturday). In case any
defects, faults and failures in the equipment could not be repaired
or rectified during the said period, the engineers of the VENDOR
are required to accomplish their duties beyond the said schedules
in case of any situation if it warrants. In cases where unserviceable
parts of the equipment need replacement, the VENDOR shall
replace such parts, at no extra cost to the BANK, with brand new
parts or those equivalent to new parts in performance. For this
purpose the VENDOR shall keep sufficient stock of spares at
Bank‟s premises and at the premises of The VENDOR.
c) The maximum response time for a maintenance complaint from the
site of installation (i.e. time required for Vendor‟s maintenance
engineers to report to the installations after a request call / fax /e-
mail is made or letter is written) shall not exceed 2 hours.
d) The VENDOR shall ensure that faults and failures intimated by
Bank as above are set right within 4 hours of being informed of the
same. In any case the equipment should be made workable and
available not later than the Next Business Day.
e) The VENDOR shall ensure that the full configuration of the
equipment is available to the BANK in proper working condition viz.
uptime of 99.99% of the time on a 24 x7 x365 basis.
f) For purpose of calculating penalty, uptime is calculated as under :

Uptime(%)= Sum of total hours during month - Sum of downtime hours during month X 100
Sum of total hours during the month
Total hours during the month = No. of working days x ___ hours
g) Penalties for SLA uptime shall be as under;

S. No. Uptime Range Penalty
1. 99.98% to 99.99 10%
2. 99.00% to 99.98% 15%
3. <99% 20%

h) The VENDOR shall ensure that the meantime between failures

(including any malfunctioning, breakdown or fault) in the equipment
or any part thereof, as calculated during any and every quarter
(period of three consecutive months) is not less than 90 days.
i) Preventive maintenance: the VENDOR shall conduct Preventive
Maintenance (including but not limited to inspection, testing,
satisfactory execution of all diagnostics, cleaning and removal of
dust and dirt from the interior and exterior of the equipment, and
necessary repair of the equipment) once within first 15 days of the
installation once within the first 15 days of every alternate month
during the currency of this agreement on a day and time to be
mutually agreed upon. Notwithstanding the foregoing the VENDOR
recognizes Bank‟s operational needs and agrees that Bank shall
have the right to require the VENDOR to adjourn preventive
maintenance from any scheduled time to a date and time not later
than 15 working days thereafter.
j) All engineering changes generally adopted hereafter by the
VENDOR for equipment similar to that covered by this
AGREEMENT, shall be made to the equipment at no cost to the
Bank.
k) Qualified maintenance engineers totally familiar with the equipment
shall perform all repairs and maintenance service described herein.
l) The Bank shall maintain a register at its site in which, the Bank‟s
operator / supervisor shall record each event of failure and / of
malfunction of the equipment. The VENDOR‟s engineer shall enter
the details of the action taken in such register. Additionally every
time a preventive or corrective maintenance is carried out, the
VENDOR‟S engineer shall make, effect in duplicate, a field call
report which shall be signed by him and thereafter countersigned by
the Bank‟s official. The original of the field call report shall be
handed over to the Bank‟s official.
m) The VENDOR shall provide replacement equipment if any
equipment is out of the premises for repairs.
7. Any worn or defective parts withdrawn from the equipment and replaced
by the VENDOR shall become the property of the VENDOR and the parts
replacing the withdrawn parts shall become the property of Bank.
8. The VENDOR‟s maintenance personnel shall, be given access to the

equipment when necessary, for purpose of performing the repair and
maintenance services indicated in this agreement.
9. However if Bank desires to shift the equipment to a new site and installit
thereof urgently,the VENDOR shall be informed of the same immediately.
THE Bank shall bear the charges for such shifting and the VENDOR shall

provide necessary arrangement to Bank in doing so. The terms of this

agreement, after such shifting to the alternate site and reinstallation
thereof would continue to apply andbinding on the VENDOR.
10. Bank shall arrange to maintain appropriate environmental conditions, such

as those relating to space, temperature, power supply, dust within the
acceptable limits required for equipment similar to that covered by this
Agreement.
11. NO term or provision hereof shall be deemed waived and no breach

excused, unless such waiver or consent shall be in writing and signed by
the party claimed to have waived or consented. Any consent by any party
to or waiver of a breach by other, whether express or implied, shall not
constitute a consent to or waiver of or excuse for another different or
subsequent breach.
12. If, in any month, the VENDOR does not fulfill the provisions of clauses (b),
(c), (d), (e) and (h) only the proportionate maintenance charges for that
period during the month will be considered payable by Bank without
prejudice to the right of the Bank to terminate the contract. In such event
the VENDOR was credited without deducting the proportionate
maintenance charges for that month, the Bank can deduct the same from
future payments payable or the VENDOR shall refund the amount
forthwith to Bank on demand by Bank.
13. On account of any negligence, commission or omission by the engineers

of the VENDOR and if any loss or damage caused to the Equipment, the
VENDOR shall indemnify/pay/reimburse the loss suffered by the BANK.
14. Future additions of Hardware / Software:
14.1 The Bank would have the right to:
a) Shift supplied systems to an alternative site of its choice.
b) Disconnect / connect / substitute peripherals such as printers, etc. or

devices or any equipment / software acquired from another vendor.
c) Expand the capacity / enhance the features / upgrade the hardware /

software supplied, either from the vendor, or another vendor, or
developed in-house.
provided such changes or attachments do not prevent proper

maintenance, from being performed or unreasonably increase the
VENDOR cost of performing repair and maintenance service.
14.2 The warranty terms would not be considered as violated if any of (a), (b) or
(c) above takes place. Should there be a fault in the operations of the

system, the vendor, would not unreasonably assume that the causes lie
with those components / software not acquired from them.
15. In the event of failure of the Service Provider to render the Services or in
the event of termination of agreement or expiry of term or otherwise,
without prejudice to any other right, the Bank at its sole discretion may
make alternate arrangement for getting the Services contracted with
another vendor. In such case, the Bank shall give prior notice to the
existing Service Provider. The existing Service Provider shall continue to
provide services as per the terms of contract until a „New Service Provider‟
completely takes over the work. During the transition phase, the existing
Service Provider shall render all reasonable assistance to the new Service
Provider within such period prescribed by the Bank, at no extra cost to the
Bank, for ensuring smooth switch over and continuity of services. If
existing vendor is breach of this obligation, they shall be liable for paying a
penalty of as provided in Part-II, (Schedule of Events, Sl No 20)on
demand to the Bank, which may be settled from the payment of invoices or
Performance Bank Guarantee for the contracted period.

ANNEXURE-M
Service Level Agreement
1
AGREEMENT FOR _____________________________
BETWEEN
2
State Bank of India, _______________________
AND
3
____________________________________________
Date of Commencement : __________________4
Date of Expiry :___________________
TABLE OF CONTENTS
AGREEMENT ...........................................................................................................................................80
RECITALS .............................................................................................................................................81
1
Type/nature/name of Agreement.
2
Office/ Department/ Branch which is executing the Agreement or the
nodal department in the matter.
3
The other Party (Contractor/ Service Provider) to the Agreement
4
Effective Date from which the Agreement will be operative.

1. DEFINITIONS & INTERPRETATIONS ........................................................................................4

2. COMMENCEMENT & TERM .......................................................................................................84
3. SCOPE OF SERVICES: ..................................................................................................................84
4. REPRESENTATIONS AND WARRANTIES .................................................................................8
5. RESPONSIBILITIES OF THE BANK...........................................................................................87
6. RESPONSIBILITIES OF THE SERVICE PROVIDER ..............................................................87
7. CONFIDENTIALITY ......................................................................................................................11
8. RELATIONSHIP BETWEEN THE PARTIES. ............................................................................92
9. SUB-CONTRACTING .....................................................................................................................92
10. PERFORMANCE GUARANTEE & PENALTY ........................................................................93
11. FORCE MAJEURE ........................................................................................................................18
12. COMPLIANCE WITH LAWS. .....................................................................................................19
13. RIGHT TO AUDIT ........................................................................................................................20
14. FEES, TAXES DUTIES & PAYMENTS ......................................................................................98
15. GENERAL INDEMNITY ..............................................................................................................22
16. TERMINATION ...........................................................................................................................100
17. LIMITATION OF LIABILITY .....................................................................................................26
18. CONTINGENCY PLANS & CONTINUITY ARRANGEMENTS ........................................1047
19. ARBITRATION ..........................................................................................................................1058
20. GOVERNING LAW & JURISDICTION .................................................................................1069
21. ENTIRE AGREEMENT ................................................................................................................30
22. SEVERABILITY ............................................................................................................................31
23. NOTICES ........................................................................................................................................31
24. MISCELLANEOUS .......................................................................................................................32
ANNEXURE, SCHEDULE, ETC.,.................................................................................................1125

AGREEMENT5
This agreement for _____________________ (hereinafter „the

Agreement‟) made on ____________________ day of ______.
Between
State Bank of India, constituted under the State Bank of

India Act, 1955 having its Corporate Centre and Central
Office at State Bank Bhavan, Madame Cama Road, Nariman
Point, Mumbai-21 and having one of its Local Head Offices at
____________ and a Branch Office at ____________ / through
its ______ Office/ Department at __________ hereinafter
referred to as “the Bank” which expression shall unless
repugnant to the context or meaning thereof shall include
its successors & assigns of the First Part
And
__________________________________________, incorporated
under __________________________________ Act having its
registered office at __________________________________ and
principal place of business at
__________________________________ hereinafter referred to
as “Service Provider” which expression shall unless
repugnant to the context or meaning thereof shall include
its successor, executor & permitted assigns of the Second
Part.
5
This document is in the nature of a general template, which needs customisation and updating
depending upon individual contract/service. Further, the document needs modification/ completion on
many aspects such as nature and scope of services, roles and responsibilities of the Parties, etc. All these
clauses are to be added to the document based on the facts and circumstances of each case. Also, certain
particulars such as place of arbitration, jurisdiction, details of the parties, etc., are to be completed while
finalisation of the Contract.

The Bank and the Service Provider are sometimes individually

referred to as a “Party” and collectively as “Parties”
throughout this Agreement, and the words Party and Parties
shall be construed accordingly.
RECITALS
WHEREAS
(i) The Bank is desirous of availing services for
____________ ;6
(ii) ______________;
(iii) _______________; and
(iv) The Service Provider is in the business of
providing _____________ and has agreed to provide
the services as may be required by the Bank
mentioned in the Request of Proposal (RFP) No.
_____________ dated _____________ issued by the
Bank, referred hereinafter as a “RFP” and same
shall be part of this Agreement.
NOW THEREFORE, in consideration of the mutual covenants,

undertakings and conditions set forth below, and for other
valid consideration the acceptability and sufficiency of
which are hereby acknowledged, the Parties hereby agree as
follows:
1 DEFINITIONS & INTERPRETATIONS

1.1 Capitalised Terms : The following capitalized terms,
unless the context otherwise requires, shall have the
meaning set forth below for all purposes of this
Agreement7:
6
Please provide the brief introduction, facts and circumstances which
lead to the present agreement (preamble of the agreement).
7
Please define the necessary terms, properly.

1.1.1 “Agreement” means this agreement including all its

Annexure, Schedules, Appendix and all amendments
therein agreed by the Parties in writing.
1.1.2 “The Bank” shall mean the State Bank of India
(including domestic branches and foreign offices), its
Associate Banks and subsidiaries. < Strike of whichever
is inapplicable.>
1.1.3 “Intellectual Property Rights” shall mean, on a
worldwide basis, any and all: (a) rights associated
with works of authorship, including copyrights &moral
rights; (b) Trade Marks; (c) trade secret rights; (d)
patents, designs, algorithms and other industrial
property rights; (e) other intellectual and industrial
property rights of every kind and nature, however
designated, whether arising by operation of law,
contract, license or otherwise; and (f) registrations,
initial applications, renewals, extensions,
continuations, divisions or reissues thereof now or
hereafter in force (including any rights in any of the
foregoing).
1.1.4 “Project Cost” means the price payable to the
Service Provider under the Agreement for the full and
proper performance of its contractual obligations.
1.1.5 “Request for Proposal (RFP)” shall mean RFP NO.
_____________ dated _____________ along with its
clarifications/ corrigenda issued by the Bank time to
time.
1.1.6 “Service” means services to be provided as per the
requirements specified in the Agreement and any other
incidental services and other obligations of the
Service Provider covered under the Agreement.
1.1.7 _______

1.2 Interpretations:
1.2.1 Reference to a person includes any individual,
firm, body corporate, association (whether incorporated
or not) and authority or agency (whether government,
semi government or local).
1.2.2 The singular includes the plural and vice verse.
1.2.3 Reference to any gender includes each other
gender.
1.2.4 The provisions of the contents table, headings,
clause numbers, italics, bold print and underlining is
for ease of reference only and shall not affect the
interpretation of this Agreement.
1.2.5 The Schedules, Annexures and Appendices to this
Agreement shall form part of this Agreement.
1.2.6 A reference to any documents or agreements (and,
where applicable, any of their respective provisions)
means those documents or agreements as amended,
supplemented or replaced from time to time provided
they are amended, supplemented or replaced in the
manner envisaged in the relevant documents or
agreements.
1.2.7 The terms not defined in this Agreement shall be
given the same meaning as given to them in the RFP. If
no such meaning is given technical words shall be
understood in technical sense in accordance with the
industry practices.
1.2.8 A reference to any statute, regulation, rule or
other legislative provision includes any amendment to
the statutory modification or re-enactment or,
legislative provisions substituted for, and any
statutory instrument issued under that statute,
regulation, rule or other legislative provision.

1.2.9 Any agreement, notice, consent, approval,

disclosure or communication under or pursuant to this
Agreement is to be in writing.
2 COMMENCEMENT & TERM

2.1 This Agreement shall commence from its date of execution
mentioned above/ deemed to have commenced from _______
(Effective Date).
2.2 This Agreement shall be in force for a period of ______
year(s), unless terminated by the Bank by notice in
writing in accordance with the termination clauses of
this Agreement.
2.3 The Bank shall have the right at its discretion to renew
this Agreement in writing, for a further term of _____
years on the same terms and conditions.
2.4 Unless terminated earlier in accordance with this
Agreement, the Agreement shall come to an end on
completion of the term specified in the Agreement or on
expiration of the renewed term.
3 SCOPE OF SERVICES:
3.1 The scope and nature of the work which the Service
Provider has to provide to the Bank (Services) is as
follows:8
3.1.1 _________________
3.1.2 _________________
3.1.3 _________________
8
The Agreement should clearly define what services are to be
availed/ activities are to be outsourced including appropriate
service and performance standards. Please use separate Annexure/
Schedule, if required for specifying the detailed work flow and
details of Services/ tasks to be undertaken by the Service Provider.
In respect of any technical services, please also add suitable
additional clauses regarding technical specifications, acceptance
testing, maintenance, warranty, etc.

4 REPRESENTATIONS AND WARRANTIES

4.1 Each of the Parties represents and warrants in relation
to itself to the other that:
4.1.1 It has all requisite corporate power and authority
to execute, deliver and perform its obligations under
this Agreement and has been fully authorized through
applicable corporate process to do so.
4.1.2 The person(s) signing this agreement on behalf of
the Parties have the necessary authority and approval
for execution of this document and to bind his/their
respective organization for due performance as set out
in this Agreement. It has all necessary statutory and
regulatory permissions, approvals and permits for the
running and operation of its business.
4.1.3 It has full right, title and interest in and to
all software, copyrights, trade names, trademarks,
service marks, logos symbols and other proprietary
marks (collectively „IPR‟) (including appropriate
limited right of use of those owned by any of its
vendors, affiliates or subcontractors) which it
provides to the other Party, for use related to the
services to be provided under this Agreement, and that
any IPR provided by a Party does not infringe the IPR
status of any third party.
4.1.4 It will provide such cooperation as the other
Party reasonably requests in order to give full effect
to the provisions of this Agreement.
4.1.5 The execution and performance of this Agreement by
either of the Parties does not and shall not violate
any provision of any of the existing Agreement with any
of the party and any other third party.

4.2 Additional Representation and Warranties by the Bank.

4.2.1 ____________9
4.2.2 ____________
4.2.3 ____________
4.3 Additional Representation and Warranties by Service

Provider.
4.3.1 The Service Provider shall perform the Services

and carry out its obligations under the Agreement with
due diligence, efficiency and economy, in accordance
with generally accepted techniques and practices used
in the industry and with professional standards
recognized by international professional bodies and
shall observe sound management practices. It shall
employ appropriate advanced technology and safe and
effective equipment, machinery, material and methods.
4.3.2 The Service Provider has the requisite technical
and other competence, sufficient, suitable, qualified
and experienced manpower/personnel and expertise in
providing the Services to the Bank.
4.3.3 The Service Provider shall duly intimate to the
Bank immediately, the changes, if any in the
constitution of the Service Provider.
4.3.4 The services and products provided by the Service
Provider to the Bank do not violate or infringe any
patent, copyright, trademarks, trade secrets or other
intellectual property rights of any third party.
9
Please provide the details, if any in respect of the additional
representation and warranties by the Bank required taking into account
of the Services.
.

4.3.5 The Service provider shall ensure that all

persons, employees, workers and other individuals
engaged by or sub-contracted by the Service Provider in
rendering the Services under this Agreement have
undergone proper background check, police verification
and other necessary due diligence checks to examine
their antecedence and ensure their suitability for such
engagement. No person shall be engaged by the Service
provider unless such person is found to be suitable in
such verification and the Service Provider shall retain
the records of such verification and shall produce the
same to the Bank as when requested.
4.3.6 _____________10
4.3.7 _____________
5 RESPONSIBILITIES OF THE BANK

5.1 _________11
5.2 __________
5.3 ___________
6 RESPONSIBILITIES OF THE SERVICE PROVIDER

6.1 _________12
6.2 __________
6.3 ___________
7 CONFIDENTIALITY
7.1 For the purpose of this Agreement, Confidential
Information shall mean (i) information of all kinds,
10
Please provide the details, if any in respect of the additional
representation and warranties by Service Provider.
11
Please provide the responsibilities / duties of the Bank which are
not covered elsewhere, depending upon the nature of Services.
12
Please provide the responsibilities /duties of the Service Provider
which are not covered elsewhere, depending upon the nature of Services.

whether oral, written or otherwise recorded including,

without limitation, any analyses, compilations,
forecasts, data, studies or other documents, regarding
the past, current or future affairs, business, plans or
operations of a Party to which the other Party will have
access, (ii) the existence of the contemplated terms and
the fact that discussions or negotiations are taking
place or have taken place between the Parties concerning
the contemplated terms, (iii) any and all information
regarding the contemplated terms and any agreements that
may be entered into in relation thereto and (iv) any
customer details or other data received by a Party from
the other Party or its customer(s) or otherwise shared
between the Parties in connection with the Service.
7.2 In consideration of each Party providing the other Party
or its‟ representatives with the Confidential
Information, the Parties agree as follows:
7.2.1 Each Party shall keep confidential and shall not,
directly or indirectly, disclose, except as provided in
sub-clauses below, in any manner whatsoever, in whole
or in part, the Confidential Information without the
other Party‟s prior written consent.
7.2.2 Each Party shall hold the Confidential
Information in confidence and shall exercise all
reasonable diligence in ensuring that the Confidential
Information is not disclosed to third parties and will
refrain from using the Confidential Information for any
purpose whatsoever other than for the purposes of this
Agreement or for the purpose for which such information
is supplied.
7.2.3 Notwithstanding the above, each Party may reveal
the Confidential Information to those of its

representatives, those of its‟ holding company and

those of its subsidiaries who are involved in the
negotiation or evaluation of the Project, and shall
procure and ensure that each of them complies with the
obligation to keep the Confidential Information secret,
private and confidential and strictly observes the
terms of this Agreement.
7.2.4 The confidentiality obligation shall not apply to
such portions of the Confidential Information (other
than the Customer details/ data of the Bank) which one
of the Parties can demonstrate (i) are or become
generally available to the public other than as a
result of any breach of this Agreement, (ii) were in
its possession on a non confidential basis prior to the
date hereof or (iii) have been rightfully received from
a third party after the date hereof without restriction
on disclosure and without breach of this Agreement,
said third party being under no obligation of
confidentiality to the other Party with respect to such
Confidential Information.
7.2.5 In the event that a Party becomes legally
compelled pursuant to any statutory or regulatory
provision, court or arbitral decision, governmental
order, or stock exchange requirements to disclose any
of the Confidential Information, the compelled Party,
as far as possible will provide the other Party with
prompt written notice. In any case, the compelled Party
will furnish only that portion of the Confidential
Information which is legally required and will exercise
all reasonable efforts to obtain reliable assurance
that confidential treatment will be accorded to the
Confidential Information.

7.2.6 In the event of termination or expiry of this

Agreement, each Party shall either (i) promptly destroy
all copies of the written (including information in
electronic form) Confidential Information in its
possession or that of its representatives; or (ii)
promptly deliver to the other Party at its own expense
all copies of the written Confidential Information in
its possession or that of its representatives,
provided, however, that (i) no notes, memoranda,
analyses, studies or other documents prepared by it or
its advisers in connection with the Services shall be
returned or destroyed, but they shall be disposed in
accordance with any specific directions in this
Agreement or held and kept confidential, and that (ii)
each Party shall be permitted to retain one copy of the
Confidential Information for the purposes of dispute
resolution, compliance with regulatory agency or
authority and internal compliance procedures, provided
such copies being held and kept confidential.
7.2.7 By furnishing the Confidential Information, no
Party makes an express or implied representation or
warranty as to the accuracy or completeness of the
Confidential Information that it has disclosed and each
Party expressly disclaims any liability that may be
based on the Confidential Information, errors therein
or omissions there from, save in the case of fraud or
willful default.
7.3 The Service Provider shall not, without the Bank‟s

prior written consent, disclose the Agreement, or any
provision thereof, or any specification, plan, drawing,
pattern, sample or information furnished by or on behalf

of the Bank in connection therewith, to any person other

than a person employed by the Service Provider in the
Performance of the Contract. Disclosure to any such
employed person shall be made in confidence and shall
extend only so far, as may be necessary to purposes of
such performance.
7.4 The Service Provider shall not, without the Bank‟s
prior written consent, make use of any document or
information received from the Bank except for purposes
of performing the services and obligations under this
Agreement.
7.5 Any document received from the Bank shall remain the
property of the Bank and shall be returned (in all
copies) to the Bank on completion of the Service
Provider‟s performance under the Agreement.
7.6 The obligations set out in this Article shall continue
even after the termination/ expiry of this Agreement.
Confidentiality obligations of the Service Provider in
respect of any customer data/ details of the Bank shall
be absolute, unconditional and without any time limit,
irrespective of the expiry/ termination of the
Agreement.
7.7 Service Provider agrees to indemnify and hereby keeps
the Bank indemnified against all actions, claims, loss,
damages, Costs, Charges, expenses (including Attorney /
Advocate fees and legal expenses) which the Bank may
suffer or incur on account of breach of confidentiality
obligations as per this Agreement by Service Provider or
its employees, agents, representatives, Sub-Contactors.
Service Provider further agrees to make good the loss
suffered by the Bank upon first demand by the Bank which

shall be final, conclusive and binding on Service

Provider.
8 RELATIONSHIP BETWEEN THE PARTIES.

8.1 It is specifically agreed that the Service Provider
shall act as independent service provider and shall not
be deemed to be the Agent of the Bank except in respect
of the transactions/services which give rise to
Principal-Agent relationship by express agreement
between the Parties.
8.2 Neither the Service Provider nor its employees, agents,
representatives, Sub-Contractors shall hold out or
represent as agents of the Bank.
8.3 None of the employees, representatives or agents of
Service Provider shall be entitled to claim permanent
absorption or any other claim or benefit against the
Bank.
8.4 This Agreement shall not be construed as joint venture.
Each Party shall be responsible for all its obligations
towards its respective employees. No employee of any of
the two Parties shall claim to be employee of other
Party.
8.5 All the obligations towards the employees of a Party
including that on account of personal accidents occurred
while working in the premises of the other Party shall
be with the respective employer and not on the Party in
whose premises the accident occurred.
9 SUB-CONTRACTING
9.1 No sub-contracting of any part of the Services by the
Service Provider shall be allowed other than those

specifically mentioned in this Agreement or agreed by

the Bank in writing.
9.2 The Service Provider agrees to obtain prior
approval/consent of the Bank of the use of
subcontractors by the Service Provider for any part of
the Services.
9.3 Before engaging Sub-Contractor, the Service Provider
shall carry out due diligence process on sub-
contracting/ sub-contractor to the satisfaction of the
Bank and Bank should have access to such records.
9.4 In the event of sub-contracting the Service Provider
shall ensure that suitable documents including
confidentiality agreement are obtained from the sub-
contractor and the Service Provider shall ensure that
the secrecy and faith of Bank‟s data / processes is
maintained.
9.5 Notwithstanding approval of the Bank for sub
contracting, the Service Provider shall remain liable to
the Bank for all acts/omissions of sub-contractors.
9.6 In respect of that part of the services where chain
outsourcing and sub-contractors are permitted by the
Bank, the sub-contractor should have same level of
obligations as that of the Service Provider and the
Service Provider agrees to obtain suitable documents in
this regard from the sub-contractor.
10 PERFORMANCE GUARANTEE & PENALTY
10.1 The Service Provider has to furnish a performance

guarantee for an amount of Rs. ________13 for a period
of _______ from a Scheduled Commercial Bank other than
13
Please provide the amount of performance guarantee, if any.

State Bank of India or its Associate Banks in a format

provided/ approved by the Bank.
10.2 The performance guarantee is required to protect the
interest of the Bank against delay in
supply/installation and or the risk of unsuccessful
implementation of the project, or performance of the
material or services sold, which may warrant invoking of
performance guarantee. In case any act of the Service
Provider results in imposition of liquidated damages
then also the Bank reserves the right to invoke the
performance guarantee.
10.3 Performance of the obligations under the Agreement
shall be made by the Service Provider in accordance with
the time schedule14 specified in this Agreement.
10.4 Any unexcused delay by the Service Provider in the
performance of its Contract obligations shall render the
Service Provider liable to Termination of the Contract
for default.
10.5 If at any time during performance of the Contract, the
Service Provider should encounter unexpected conditions
impeding timely completion of the Services under the
Agreement and performance of the services, the Service
Provider shall promptly notify the Bank in writing of
the fact of the delay, its likely duration and its
cause(s). As soon as practicable, after receipt of the
Service Provider‟s notice, the Bank shall evaluate the
situation and may at its discretion extend the Service
Provider‟s time for performance, in which case the
extension shall be ratified by the Parties by amendment
of the Agreement.
14
Please ensure that the time scheduled is suitably incorporated in the
Agreement.

10.6 The Service Provider shall be liable to pay penalty at

the rate mentioned below in respect of any delay beyond
the permitted period in providing the Services.
10.6.1 The rate of penalty is _________15.
10.6.2 ______________________
11 FORCE MAJEURE
11.1 Notwithstanding anything else contained in the
Agreement, neither Party shall be liable for any delay
in performing its obligations herein if and to the
extent that such delay is the result of an event of
Force Majeure.
11.2 For the purposes of this clause, 'Force Majeure' means
and includes wars, insurrections, revolution, civil
disturbance, riots, terrorist acts, public strikes,
hartal, bundh, fires, floods, epidemic, quarantine
restrictions, freight embargoes, declared general
strikes in relevant industries, Vis Major Act of
Government, impeding reasonable performance of the
Contractor and / or Sub-Contractor but does not include
any foreseeable events, commercial considerations or
those involving fault or negligence on the part of the
party claiming Force Majeure.
11.3 If a Force Majeure situation arises, the Service
Provider shall promptly notify the Bank in writing of
such conditions, the cause thereof and the likely
duration of the delay. Unless otherwise directed by the
Bank in writing, the Service Provider shall continue to
perform its obligations under the Agreement as far as
reasonably practical, and shall seek all reasonable
15
Please provide the rate and other details of penalty, if any.

alternative means for performance not prevented by the

Force Majeure event.
11.4 If the event of Force Majeure continues for a period
more than 30 days, the Bank shall be entitled to
terminate this Agreement at any time thereafter.
Neither party shall have any penal liability to the
other in respect of the termination of this Contract as
a result of an Event of Force Majeure. However Service
Provider shall be entitled to receive payments for all
services actually rendered up to the date of the
termination of this Agreement.
12 COMPLIANCE WITH LAWS.

12.1 Service Provider hereby agrees and declares that it
shall be the sole responsibility of Service Provider to
comply with the provisions of all the applicable laws,
concerning or in relation to rendering of Services by
Service Provider as envisaged under this agreement.
12.2 Service Provider shall procure and maintain all
necessary licenses permissions, approvals from the
relevant authorities under the applicable laws
throughout the currency of this Agreement.
12.3 Service Provider shall be solely liable & responsible
for compliance of applicable Labour Laws in respect of
its employees, agents, representatives and sub-
Contractors and in particular Laws relating to terminal
benefits such as Pension, Gratuity, Provident Fund,
Bonus or other benefits to which they may be entitled
and the Laws relating to Contract Labour, Minimum Wages,
etc., and the Bank shall have no liability in these
regards. Further, the Service Provider would
indemnify/make good for the losses to the Bank for non-

compliance or any claims against the Bank arising out of

any non-compliance as above.
12.4 Service Provider confirms that it has full authority to
enter into this Agreement and render the Services as
envisaged under this Agreement and all Corporate or
other necessary approvals have been obtained for
entering into this Agreement with the Bank. Further, the
persons executing this Agreement on behalf of the
Service Provider have full authority and power to
execute this Agreement and bind Service Provider.
13 RIGHT TO AUDIT
13.1 It is agreed by and between the parties that the
Service Provider shall get itself annually audited by
external empanelled Auditors appointed by the Bank/
inspecting official from the Reserve Bank of India or
any regulatory authority, covering the risk parameters
finalized by the Bank/ such auditors in the areas of
products (IT hardware/ software) and services etc.
provided to the Bank and the Service Provider shall
submit such certification by such Auditors to the Bank.
The Service Provider and or his / their outsourced
agents / sub – contractors (if allowed by the Bank)
shall facilitate the same. The Bank can make its expert
assessment on the efficiency and effectiveness of the
security, control, risk management, governance system
and process created by the Service Provider. The Service
Provider shall, whenever required by such Auditors,
furnish all relevant information, records/data to them.
All costs for such audit shall be borne by the Bank.
13.2 Where any deficiency has been observed during audit of
the Service Provider on the risk parameters finalized by

the Bank or in the certification submitted by the

Auditors, it is agreed upon by the Service Provider that
it shall correct/ resolve the same at the earliest and
shall provide all necessary documents related to
resolution thereof and the auditor shall further certify
in respect of resolution of the deficiencies. It is also
agreed that the Service Provider shall provide
certification of the auditor to the Bank regarding
compliance of the observations made by the auditors
covering the respective risk parameters against which
such deficiencies observed.
13.3 Service Provider further agrees that whenever required
by the Bank, it will furnish all relevant information,
records/data to such auditors and/or inspecting
officials of the Bank/ Reserve Bank of India and or any
regulatory authority required for conducting the audit.
The Bank reserves the right to call and/or retain for
any relevant material information / reports including
audit or review reports undertaken by the Service
Provider (e.g., financial, internal control and security
reviews) and findings made on the Service Provider in
conjunction with the services provided to the Bank.
14 FEES, TAXES DUTIES & PAYMENTS

14.1 Service Provider shall be paid fees and charges in the
manner detailed in hereunder written subject to
deduction of income tax thereon wherever required under
the provisions of the Income Tax Act by the Bank.
14.1.1 _________________16
14.1.2 ________________
16
Please provide the payment details and taxes payable by the Bank, if
any.

14.2 All other taxes including service tax, duties and other
charges which may levied shall be borne by the Service
Provider and the Bank shall not be liable for the same.
14.3 All expenses, stamp duty and other charges/ expenses
in connection with execution of this Agreement shall be
borne by Service Provider
15 GENERAL INDEMNITY
15.1 Service Provider agrees and hereby keeps the Bank
indemnified against all claims, actions, loss, damages,
reputation loss, costs, expenses, charges, including
legal expenses (Attorney, Advocates fees included) which
the Bank may suffer or incur on account of any
deficiency in Services rendered by Service Provider or
any acts of Commission / omission on the part of
employees, agents, representatives or Sub-Contractors of
Service Provider. Service Provider agrees to make good
the loss suffered by the Bank on first demand made by
the Bank in this regard which shall be final conclusive
and binding on Service Provider.
15.2 Service Provider further undertakes to promptly notify
the bank in writing any breach of obligation of the
Agreement by its employees or representatives including
confidentiality obligation and in such an event, the
Bank will in addition to and without prejudice to any
other available remedies be entitled to immediate
equitable relief in a Court of competent jurisdiction to
protect its interest including injunctive relief.
15.3 The Service Provider shall be directly and vicariously
liable to indemnify the Bank in case of any misuse of
data/information of the Bank by the Service Provider,
deliberate or otherwise.

15.4 Service provider shall indemnify and keep fully and

effectively indemnified the Bank against any fine or
penalty levied on the Bank for improper payment of tax
for the reasons attributable to the Service provider.
15.5 The Service Provider shall indemnify and keep fully and
effectively indemnified the Bank against all costs,
claims, damages, demands, expenses and liabilities of
whatsoever nature arising out of or in connection with
all claims of infringement of trade mark, patent,
copyright, industrial design or any other Intellectual
Property Rights of any third party arising from the
Services or use of software or any other product under
this Agreement, subject to the following condition(s):
15.5.1 The Bank shall promptly notify the Service
Provider in writing of any allegations of infringement
of which it has notice;
15.5.2 The Bank shall not make any admission of claims
causing prejudice to the defense of the Service
Provider against such claims without the Service
Provider‟s prior written consent;
16 TERMINATION
16.1 The Bank may, without prejudice to any other remedy for
breach of Agreement, written notice of not less than 30
(thirty) days sent to the Service Provider, terminate
the Agreement in whole or in part:
(a) if the Service Provider fails to deliver any or all
the obligations within the time period specified in
the Agreement, or any extension thereof granted by
the Bank;
(b) if the Service Provider fails to perform any other
obligation(s) under the Agreement;

(c) Violations of any terms and conditions stipulated

in the RFP;
(d) on the happening of any termination event mentioned
herein above in this Agreement;
16.2 The Bank, by written notice of not less than 90
(ninety) days sent to the Service Provider, may
terminate the Agreement, in whole or in part, at any
time for its convenience. The notice of termination
shall specify that termination is for the Bank‟s
convenience, the extent to which performance of the
Service Provider under the Agreement is terminated, and
the date upon which such termination becomes effective.
16.3 The Bank shall have a right to terminate the Agreement
immediately by giving a notice in writing to Service
Provider in the following eventualities :
16.3.1 If any Receiver/Liquidator is appointed in
connection with the business of the Service Provider or
Service Provider transfers substantial assets in favour
of its creditors or any orders / directions are issued
by any Authority / Regulator which has the effect of
suspension of the business of Service Provider.
16.3.2 If Service Provider applies to the Court or passes
a resolution for voluntary winding up of Service
Provider or any other creditor / person files a
petition for winding up or dissolution of Service
Provider.
16.3.3 If Service Provider, in reasonable opinion of the
Bank is unable to pay its debts or discharge its
liabilities in normal course of business.
16.3.4 If Service Provider is unable to render the
services up to the mark as envisaged under this
agreement upon a reasonable assessment of the

circumstances by the Bank which affect rendering of the

services by Service Provider as envisaged under this
agreement.
16.3.5 If any acts of commission or omission on the part
of Service Provider or its agents, employees, sub-
contractors or representatives, in the reasonable
opinion of the Bank tantamount to fraud or prejudicial
to the interest of the Bank or its customers.
16.3.6 If Service Provider is owned/ controlled wholly/
partly by any other bank operating in India
16.3.7 If any officer/ employee/ director of Service
Provider or their relatives as defined in section 2(77)
of the Companies Act, 2013 becomes a director of the
Bank.
16.4 In the event the Bank terminates the Agreement in
whole or in part for the breaches attributable to
Service Provider, it may procure, upon such terms and in
such manner as it deems appropriate, products and
services similar to those undelivered, and the Service
Provider shall be liable to the Bank for any increase in
cost for such similar products and/or services. However,
Service Provider shall continue performance of the
Agreement to the extent not terminated.
16.5 In the event of the termination of the Agreement,
Service Provider shall be liable and responsible to
return to the Bank all records, documents, data and
information including Confidential Information pertains
to or relating to the Bank in its possession.
16.6 In the event of termination of the Agreement for
material breach by Service Provider, Bank shall have the
right to give suitable publicity to the same including
advising the Indian Bank‟s Association.

16.7 In the event of termination of the Agreement or on the

expiry of the term/ renewed term of this Agreement, the
Service Provider shall render all reasonable assistance
and help to the Bank and any new contractor engaged by
the Bank for the smooth switch over and continuity of
the Services or if so required by the Bank take all
necessary steps to bring the Services to a close in a
prompt and orderly manner.
16.8 Upon termination or expiration of this Agreement, all
rights and obligations of the Parties hereunder shall
cease, except:
(a) such rights and obligations as may have accrued on
the date of termination or expiration;
(b) the obligation of confidentiality and indemnity;
and
(c) any right which a Party may have under the
Application Law.
17 LIMITATION OF LIABILITY
17.1 For breach of any obligation mentioned in this
Agreement, subject to obligations mentioned in clause
17.3, in no event Service Provider shall be liable for
damages to the Bank arising under or in connection with
this Agreement for an amount exceeding the total Cost of
the Project.
17.2 Service provider will ensure Bank‟s data
confidentiality and shall be responsible for liability
arising in case of breach of any kind of security and/or
leakage of confidential customer/Bank‟s related
information to the extent of loss so caused.
17.3 The limitations set forth herein shall not apply with
respect to:

f) claims that are the subject of

indemnification pursuant to IPR infringement,
g) damage(s) occasioned by the gross negligence,
fraud or wilful misconduct of Service
Provider,
h) damage(s) occasioned by Service Provider for
breach of Confidentiality Obligations,
i) When a dispute is settled by the Court of Law
in India.
j) Loss occasioned by Non-compliance of
Statutory or Regulatory Guidelines.
18 CONTINGENCY PLANS & CONTINUITY ARRANGEMENTS.

18.1 The Service Provider shall arrange and ensure proper
contingency plans to meet any unexpected obstruction to
the Service Provider or any employees or sub-contractors
of the Service Provider in rendering the Services or any
part of the same under this Agreement to the Bank.
18.2 The Service Provider agrees for the following
continuity arrangements to ensure the business
continuity of the Bank.
18.2.1 In the event of this Agreement comes to end on
account of termination or by the expiry of the term/
renewed term of the Agreement or otherwise, the Service
Provider shall render all reasonable assistance and
help to the Bank and to any new contractor engaged by
the Bank, for the smooth switch over and continuity of
the Services.
18.2.2 In the event of failure of the Service Provider to
render the Services or in the event of termination of
agreement or expiry of term or otherwise, without

prejudice to any other right, the Bank at its sole

discretion may make alternate arrangement for getting
the Services contracted with another vendor. In such
case, the Bank shall give prior notice to the existing
Service Provider. The existing Service Provider shall
continue to provide services as per the terms of
contract until a „New Service Provider‟ completely
takes over the work. During the transition phase, the
existing Service Provider shall render all reasonable
assistance to the new Service Provider within such
period prescribed by the Bank, at no extra cost to the
Bank, for ensuring smooth switch over and continuity of
services. If existing vendor is breach of this
obligation, they shall be liable for paying a penalty
of Rs.___________on demand to the Bank, which may be
settled from the payment of invoices or performance
guarantee for the contracted period.
19 ARBITRATION
19.1 Any and all disputes, controversies and conflicts
("Disputes") arising out of this Agreement or in
connection with this Agreement or the performance or
non-performance of the rights and obligations set forth
herein, or the breach, termination, invalidity or
interpretation thereof shall be referred for arbitration
in terms of the Arbitration and Conciliation Act, 1996
(Arbitration Act) or any amendments thereof. Prior to
submitting the Disputes to arbitration the parties shall
make all endeavors to settle the dispute/s through
mutual negotiation and discussions. In the event that
the said dispute/s are not settled within 30 days of the
arising thereof as evidenced through the first written

communication from any party notifying the other

regarding the disputes, the same shall finally be
settled and determined by arbitration as above.
19.2 The place of arbitration shall be at ___________ and
the language used in the arbitral proceedings shall be
English. Arbitration shall be conducted by a mutually
appointed sole arbitrator. If the Parties are unable to
agree upon a sole Arbitrator, each Party shall appoint
one arbitrator and the two arbitrators so appointed by
the Parties shall appoint the third arbitrator, who
shall be the Chairman of the Arbitral Tribunal.
19.3 The arbitral award shall be in writing and subject to
the provisions of the Arbitration and Conciliation Act,
1996 Act shall be enforceable in any court of competent
jurisdiction.
19.4 Pending the submission to arbitration and thereafter,
till the Arbitrator or the Arbitral Tribunal renders the
award or decision, the Parties shall, except in the
event of termination of this Agreement or in the event
of any interim order/award is granted under the afore
stated Act, continue to perform their obligations under
this Agreement.
20 GOVERNING LAW & JURISDICTION

20.1 The Agreement shall be governed and construed in
accordance with the Laws of Republic of India.
20.2 The Parties agree to submit to the exclusive
jurisdiction of the appropriate court in __________ in
connection with any dispute between the Parties under
the Agreement.
21 ENTIRE AGREEMENT

21.1 This Agreement constitutes the entire agreement

between the Parties with respect to the subject matter
hereof and supersedes all prior written agreements,
undertakings, understandings and negotiations, both
written and oral, between the Parties with respect to
the subject matter of the Agreement, except which are
expressly annexed or attached to this Agreement and
saved by this Agreement. No representation, inducement,
promise, understanding, condition or warranty not set
forth herein has been made or relied upon by any Party
hereto.
21.2 This Agreement comprises this Agreement and the
following Appendices/Addendums/Annexure/Schedules17
which shall be integral part of this Agreement, and the
Parties shall be bound by the terms and conditions
contained therein:
21.2.1 _________________
21.2.2 ________________
21.2.3 ________________
21.3 If there is any ambiguity between any clause in this
Agreement and any clause in any of the
Appendices/Annexure, etc., or any ambiguity among the
Appendices, Annexure, etc., the order of priority of
documents in resolving such ambiguity shall be as
follows:
21.3.1 __________
21.3.2 _________
21.3.3 __________
22 SEVERABILITY
17
Please also incorporate the Tender/ RFP/ RFP- modifications documents
also as part of the Agreement, if the same are relevant.

22.1 If any part or any provision of this Agreement is or

becomes illegal, invalid or unenforceable, that part or
provision shall be ineffective to the extent of such
invalidity or unenforceability only, without in any way
affecting the validity or enforceability of the
remaining parts of said provision or the remaining
provisions of this Agreement. The Parties hereby agree
to attempt to substitute any invalid or unenforceable
provision with a valid or enforceable provision, which
achieves to the greatest extent possible the economic,
legal and commercial objectives of the invalid or
unenforceable provision.
23 NOTICES
23.1 Any notice, invoice, approval, advice, report or any
other communication required to be given under this
Agreement shall be in writing and may be given by
delivering the same by hand or sending the same by
prepaid registered mail, telegram or facsimile to the
relevant address set forth below or such other address
as each Party may notify in writing to the other Party
from time to time. Any such notice given as aforesaid
shall be deemed to be served or received at the time
upon delivery (if delivered by hand) or upon actual
receipt (if given by telegram or facsimile) or seven (7)
clear days after posting (if sent by post).
23.2 A notice shall be effective when it is delivered or on
the effective date of the notice, whichever is later.
23.3 Address for communication to the Parties are as under:
23.3.1 To the Bank
_____________
______________

__________________
___________________
23.3.2 To Service Provider

______________
_______________
__________________
______________________
24 MISCELLANEOUS
24.1 Any provision of this Agreement may be amended or
waived, if, and only if such amendment or waiver is in
writing and signed, in the case of an amendment by each
party, or in this case of a waiver, by the Party against
whom the waiver is to be effective.
24.2 No failure or delay by any Party in exercising any
right, power or privilege hereunder shall operate as a
waiver thereof nor shall any single or partial exercise
of any other right, power of privilege. The rights and
remedies herein provided shall be cumulative and not
exclusive of any rights or remedies provided by law.
24.3 Neither this Agreement nor any provision hereof is
intended to confer upon any person/s other than the
Parties to this Agreement any rights or remedies
hereunder.
24.4 The Service Provider shall execute and deliver such
additional documents and perform such additional
actions, as may be necessary, appropriate or reasonably
requested to carry out or evidence the transactions
contemplated hereby.

24.5 In case of any change in applicable laws that has an

effect on the terms of this Agreement, the Parties agree
that the Agreement may be reviewed, and if deemed
necessary by the Parties, make necessary amendments to
the Agreement by mutual agreement in good faith.
24.6 If this Agreement is signed in counterparts, each
counterpart shall be deemed to be an original.
24.7 The Service Provider shall not assign or transfer all
or any of its rights, benefits or obligations under this
Agreement without the approval of the Bank. The Bank
may, at any time, assign or transfer all or any of its
rights, benefits and obligations under this Agreement.
24.8 All plans, drawings, specifications, designs, reports
and other documents prepared by the Service Provider in
the execution of the Agreement shall become and remain
the property of the Bank, and before termination or
expiration of this Agreement the Service Provider shall
deliver all such documents, prepared under this
Agreement along with a detailed inventory thereof, to
the Bank.
24.9 The Service Provider agrees that they shall not use
the logo, trademark, copy rights or other proprietary
rights of the Bank in any advertisement or publicity
materials or any other written communication with any
other party, without the prior written consent of the
Bank.
24.10 The Service Provider agrees to preserve the
documents and data in respect of the Services for such
period in accordance with the legal/regulatory
obligation of the Bank in this regard.
24.11 The Parties agree that the Bank shall have the
right, but without any obligation to monitor and assess

the Services to enable the Bank to take necessary

corrective measures, provided any such monitoring shall
not amount to supervision of any of the jobs of the
Service Provider or the employees of the Service
Provider.
24.12 The Bank should have right to conduct surprise
check of the Service Provider‟s activities in respect of
the Services.
24.13 The Service Provider agrees that the
Complaints/feedback, if any received from the customers
of the Bank in respect of the Services by Service
Providers shall be recorded and Bank/Reserve Bank of
India shall have access to such records and redressal of
customer complaints by the Service Provider.
24.14 The Service Provider agrees that the Bank shall
have the right to disclose the details of this Agreement
and the details of Services covered herein to the
Reserve Bank of India and Indian Banks Association.
IN WITNESS WHEREOF, the parties hereto have caused this

Agreement to be executed by their duly authorized
representatives as of the date and day first mentioned
above.
State Bank of India Service Provider
By: By:
Name: Name:
Designation: Designation:
Date: Date:

WITNESS:
1. 1.
2. 2.
ANNEXURE, SCHEDULE, ETC.
(Please provide the Annexure, Schedules, etc.,)

ANNEXURE-N
NON-DISCLOSURE AGREEMENT
THIS RECIPROCAL NON-DISCLOSURE AGREEMENT (the “Agreement”) is

made at Mumbai between:
__________________________________ constituted under the _________ Act,
______ having its Corporate Centre at ___________________________
__________________________________ (hereinafter referred to as “Bank”
which expression includes its successors and assigns) of the ONE PART;
And
____________________________________ (hereinafter referred to as
“_________” which expression shall unless repugnant to the subject or context
thereof, shall mean and include its successors and permitted assigns) of the
OTHER PART;
And Whereas
1. _________________________________________ is carrying on business of
providing _________________________________, has agreed to
__________________________ for the Bank and other related tasks.
2. For purposes of advancing their business relationship, the parties would need
to disclose certain valuable confidential information to each other. Therefore, in
consideration of covenants and agreements contained herein for the mutual
disclosure of confidential information to each other, and intending to be legally
bound, the parties agree to terms and conditions as set out hereunder.
NOW IT IS HEREBY AGREED BY AND BETWEEN THE PARTIES AS UNDER
1. Confidential Information and Confidential Materials:
(a) “Confidential Information” means non-public information that Disclosing Party

designates as being confidential or which, under the circumstances
surrounding disclosure ought to be treated as confidential. “Confidential

Information” includes, without limitation, information relating to installed or

purchased Disclosing Party software or hardware products, the information
relating to general architecture of Disclosing Party‟s network, information
relating to nature and content of data stored within network or in any other
storage media, Disclosing Party‟s business policies, practices, methodology,
policy design delivery, and information received from others that Disclosing
Party is obligated to treat as confidential. Confidential Information disclosed to
Receiving Party by any Disclosing Party Subsidiary and/ or agents is covered
by this agreement
(b) Confidential Information shall not include any information that: (i) is or
subsequently becomes publicly available without Receiving Party‟s breach of
any obligation owed to Disclosing party; (ii) becomes known to Receiving Party
prior to Disclosing Party‟s disclosure of such information to Receiving Party;
(iii) became known to Receiving Party from a source other than Disclosing
Party other than by the breach of an obligation of confidentiality owed to
Disclosing Party; or (iv) is independently developed by Receiving Party.
(c) “Confidential Materials” shall mean all tangible materials containing Confidential
Information, including without limitation written or printed documents and
computer disks or tapes, whether machine or user readable.
2. Restrictions
(a) Each party shall treat as confidential the Contract and any and all information
(“confidential information”) obtained from the other pursuant to the Contract
and shall not divulge such information to any person (except to such party‟s
own employees and other persons and then only to those employees and
persons who need to know the same) without the other party‟s written consent
provided that this clause shall not extend to information which was rightfully in
the possession of such party prior to the commencement of the negotiations
leading to the Contract, which is already public knowledge or becomes so at a
future date (otherwise than as a result of a breach of this clause). Receiving
Party will have executed or shall execute appropriate written agreements with
its employees and consultants specifically assigned and/or otherwise,
sufficient to enable it to comply with all the provisions of this Agreement. If the
Service Provider shall appoint any Sub-Contractor then the Service Provider
may disclose confidential information to such Sub-Contractor subject to such
Sub Contractor giving the Bank an undertaking in similar terms to the
provisions of this clause.
(b) Receiving Party may disclose Confidential Information in accordance with
judicial or other governmental order to the intended recipients (as detailed in
this clause), provided Receiving Party shall give Disclosing Party reasonable

notice prior to such disclosure and shall comply with any applicable protective
order or equivalent. The intended recipients for this purpose are:
(1) the statutory auditors of the Bank and
(2) regulatory authorities regulating the affairs of the Bank and inspectors and
supervisory bodies thereof
(c) The foregoing obligations as to confidentiality shall survive any termination of
this Agreement
(d) Confidential Information and Confidential Material may be disclosed,
reproduced, summarized or distributed only in pursuance of Receiving Party‟s
business relationship with Disclosing Party, and only as otherwise provided
hereunder. Receiving Party agrees to segregate all such Confidential Material
from the confidential material of others in order to prevent mixing.
(e) Receiving Party may not reverse engineer, decompile or disassemble any
software disclosed to Receiving Party.
3. Rights and Remedies
(a) Receiving Party shall notify Disclosing Party immediately upon discovery of
any unauthorized used or disclosure of Confidential Information and/ or
Confidential Materials, or any other breach of this Agreement by Receiving
Party, and will cooperate with Disclosing Party in every reasonable way to help
Disclosing Party regain possession of the Confidential Information and/ or
Confidential Materials and prevent its further unauthorized use.
(b) Receiving Party shall return all originals, copies, reproductions and summaries
of Confidential Information or Confidential Materials at Disclosing Party‟s
request, or at Disclosing Party‟s option, certify destruction of the same.
(c) Receiving Party acknowledges that monetary damages may not be the only
and / or a sufficient remedy for unauthorized disclosure of Confidential
Information and that disclosing party shall be entitled, without waiving any
other rights or remedies (as listed below), to injunctive or equitable relief as
may be deemed proper by a Court of competent jurisdiction.
a. Suspension of access privileges
b. Change of personnel assigned to the job
c. Financial liability for actual, consequential or incidental damages
d. Termination of contract
(d) Disclosing Party may visit Receiving Party‟s premises, with reasonable prior
notice and during normal business hours, to review Receiving Party‟s
compliance with the term of this Agreement.

4. Miscellaneous
(a) All Confidential Information and Confidential Materials are and shall remain
the property of Disclosing Party. By disclosing information to Receiving Party,
Disclosing Party does not grant any expressed or implied right to Receiving
Party to disclose information under the Disclosing Party patents, copyrights,
trademarks, or trade secret information.
(b) Any document provided under this Agreement is provided with RESTRICTED
RIGHTS.
(c) Neither party grants to the other party any license, by implication or otherwise,
to use the Confidential Information, other than for the limited purpose of
evaluating or advancing a business relationship between the parties, or any
license rights whatsoever in any patent, copyright or other intellectual property
rights pertaining to the Confidential Information.
(d) The terms of Confidentiality under this Agreement shall not be construed to
limit either party‟s right to independently develop or acquire product without
use of the other party‟s Confidential Information. Further, either party shall be
free to use for any purpose the residuals resulting from access to or work with
such Confidential Information, provided that such party shall maintain the
confidentiality of the Confidential Information as provided herein. The term
“residuals” means information in non-tangible form, which may be retained by
person who has had access to the Confidential Information, including ideas,
concepts, know-how or techniques contained therein. Neither party shall have
any obligation to limit or restrict the assignment of such persons or to pay
royalties for any work resulting from the use of residuals. However, the
foregoing shall not be deemed to grant to either party a license under the
other party‟s copyrights or patents.
(e) This Agreement constitutes the entire agreement between the parties with
respect to the subject matter hereof. It shall not be modified except by a
written agreement dated subsequently to the date of this Agreement and
signed by both parties. None of the provisions of this Agreement shall be
deemed to have been waived by any act or acquiescence on the part of
Disclosing Party, its agents, or employees, except by an instrument in writing
signed by an authorized officer of Disclosing Party. No waiver of any provision
of this Agreement shall constitute a waiver of any other provision(s) or of the
same provision on another occasion.
(f) In case of any dispute, both the parties agree for neutral third party arbitration.
Such arbitrator will be jointly selected by the two parties and he/she may be
an auditor, lawyer, consultant or any other person of trust. The said

proceedings shall be conducted in English language at Mumbai and in

accordance with the provisions of Indian Arbitration and Conciliation Act 1996
or any Amendments or Re-enactments thereto.
(g) Subject to the limitations set forth in this Agreement, this Agreement will inure
to the benefit of and be binding upon the parties, their successors and
assigns.
(h) If any provision of this Agreement shall be held by a court of competent
jurisdiction to be illegal, invalid or unenforceable, the remaining provisions
shall remain in full force and effect.
(i) All obligations created by this Agreement shall survive change or termination
of the parties‟ business relationship.
5. Suggestions and Feedback
(a) Either party from time to time may provide suggestions, comments or other
feedback to the other party with respect to Confidential Information provided
originally by the other party (hereinafter “feedback”). Both party agree that all
Feedback is and shall be entirely voluntary and shall not in absence of
separate agreement, create any confidentially obligation for the receiving party.
However, the Receiving Party shall not disclose the source of any feedback
without the providing party‟s consent. Feedback shall be clearly designated as
such and, except as otherwise provided herein, each party shall be free to
disclose and use such Feedback as it sees fit, entirely without obligation of any
kind to other party. The foregoing shall not, however, affect either party‟s
obligations hereunder with respect to Confidential Information of other party.
Dated this __________ day of _________ 2017 at __________
(month) (place)
For and on behalf of ___________________________
Name
Designation
Place
Signature
For and on behalf of ___________________________

Name

Designation
Place
Signature
ANNEXURE-O
Pre-Bid Query Format

(To be provided strictly in Excel format)
Vendor Sl. RFP RFP Existing Query/Suggestions

Name No Page No Clause Clause
No.

Request For Proposal

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REQUEST FOR PROPOSAL

Deputy General Manager (Tech Ops),

Page 2 of 118 Confidential & Proprietary

Page 3 of 118 Confidential & Proprietary

i. State Bank of India (herein after referred to as „SBI/the Bank‟ is having

Page 4 of 118 Confidential & Proprietary

successful Bidder will be entirely at Bank‟s discretion. This RFP seeks

Page 5 of 118 Confidential & Proprietary

In this connection, the following terms shall be interpreted as indicated

i. “The Bank” „means the State Bank of India (including domestic

ii. “Bidder/Service Provider/System Integrator” means an eligible

v. “Vendor/Service Provider” is the successful Bidder found eligible as

vii. “The Equipment/Product” means all the hardware, it‟s all

Page 6 of 118 Confidential & Proprietary

ix. “The Project” means supply, installation, testing and commissioning,

x. “The Project Site” means locations where supply and services as

As given in Annexure-E of this document.

5. Eligibility Criteria, Technical& Functional Specifications, BOM &

6. Cost of Bid document:

Page 7 of 118 Confidential & Proprietary

v. No request for change in commercial/legal terms and conditions, other

Page 8 of 118 Confidential & Proprietary

8.Contents of bidding document:

i. The Bidder must thoroughly study/analyze and properly understand the

ii. Failure to furnish all information required in the bidding document or

iii. Nothing in this RFP or any addenda/corrigenda or clarifications issued in

9. Earnest Money Deposit (EMD):

Page 9 of 118 Confidential & Proprietary

v. The EMD of the unsuccessful Bidders shall be returned within 2 weeks

vii. No interest is payable on EMD.

viii. The EMD may be forfeited:-

c) if the successful Bidder fails to sign the contract or furnish

10. Bid Preparation and submission:

i. The Bid is to be submitted in two separate envelopes. One of the

(a) Bid covering letter/Bid form on the lines of Annexure-A on Bidder‟s

Page 10 of 118 Confidential & Proprietary

(v) Specific response with supporting documents in respect of

(d) Bidder‟s details as per Annexure-D on Bidder‟s letter head.

(j) A copy of board resolution or power of attorney showing that the

ii. A second sealed envelope prominently marked as Indicative Price

iii. Bidders may please note:

b. A soft copy (Word format) on a CD should also be kept in a separate

e. The Bid document shall be complete in accordance with various clauses of

Page 11 of 118 Confidential & Proprietary

m.Any inter-lineation, erasures or overwriting shall be valid only if these are

n. The Bid document shall be spirally bound.

p. The two NON-WINDOW envelopes shall be put together and sealed in an

Page 12 of 118 Confidential & Proprietary

11. Deadline for Submission of Bids:

b. In the event of the specified date for submission of Bids being

c. In case the Bank extends the scheduled date of submission of Bid

12. Modification and Withdrawal of Bids:

b. A withdrawal notice may also be sent by Fax, but followed by a signed

c. No modification in the Bidshall be allowed, after the deadline for

d. No Bidshall be withdrawn in the interval between the deadline for

13. Period of Validity of Bids:

Page 13 of 118 Confidential & Proprietary

b. In exceptional circumstances, the Bank may solicit the Bidders‟ consent

14. Bid integrity: