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Replies to QueriesSelection Of Financial Consultant &Transaction Adviser ForElevated Rail Corridor, Mumbai(Oval Maidan-Virar Section Of Western Railway)RFP : MRVC/RFP/PLG/TA/2013/12

Replies To QueriesRFP : MRVC/RFP/PLG/TA/2013/1Name of the Project : Selection Of Financial Consultant &Transaction Adviser For Elevated Rail Corridor, Mumbai(Oval Maidan-Virar Section Of Western Railway).Sr. ClauseNo1 Clause No.: 1.2 –TORPageNoQuery Reply Remark/Addendum44 Clause 1.2 on page 44 on the RfP states that “Consultant shall be guided No Change.Nilin its assignment by in its assignment by the Model ConcessionAgreement for Urban Rail Transit System published by Planning Please referClause no.: 1.2-Commission, RITES feasibility Report and the Manual of SpecificationsSchedule-1 –and Standards for Elevated Rail Corridor through Public PrivateTerms ofPartnership to be published by the Railway Board and the relevant Reference.rules, regulations and provisions of law”We request MRVC to confirm that the Consultant will be guided by theModel Concession Agreement provided by the legal advisor andcomment on the same as per Clause 3.6 of Terms of Reference.2 Clause no.: 3.1.3 33 We request MRVC to kindly consider the following:MRVC would appreciate that the size and quality of the InfrastructureProjects is beyond the control of the Consultants. Further, sinceevaluation of quality of the Projects is highly subjective in nature, itmay be challenging to attribute a quantitative score to the same.However, we do appreciate that the Financial Consultant needs to haveexpertise of advising on large size transportation projects. Consideringthe same we request MRVC to modify the evaluation criteria as follows:Number of projects with cost of more than 200 crores and relevant inthe context of the proposed assignment; subject to a maximum of 30relevant projects.We request MRVC to kindly confirm that coverage of InfrastructureNo change.Please referClause no.: 3.1.3 –Criteria forEvaluation.Nil3

Sr. ClauseNo6 Clause 5.2 – Timeand paymentSchedulePageNoQuery Reply Remark/AddendumNo Change.We request MRVC to kindly consider a nominal payment towardssubmission of Inception report and revise the payment schedule asfollows:KeyDate NoDescription ofDeliverablesWeekNoPaymentKD1 Inception Report 2 10%Please refer ClauseNo. : 5.2 – Time andpaymentScheduleKD2 Revenue Model 6 15%KD3 Draft Appraisal Report 8 10%KD4 Appraisal Report 9 15%KD5 Assistance in the RFQ12 5%document and conducting theRFQ processKD6 Assistance in finalizing the 18 10%RFP and ConcessionAgreementKD7 Assistance in conducting the 24 15%Bid ProcessKD8 Completion of services 52 20%including assistance duringbid processTotal 100%7 Clause 3.3 46 We request MRVC to kindly clarify the rationale for this requirement inthe context of the proposed project.8 Clause 7.1-Real EstateExpert53 In line with Financial Expert and Associate Consultant, we presume thatan “equivalent qualification” shall also be considered for Real EstateExpert. Please confirm.Refer Addendum/Corrigendum no.1Refer Addendum/Corrigendum no.1Please refer Sr. no.5 of Addendum/Corrigendum no. 1Please refer Sr. no.1 of Addendum/Corrigendum no. 19 Point B (I) 121 We request MRVC to confirm that the Sector Expert herein means “Real Refer Addendum/ Please refer Sr. no.5

Sr.NoClause(Form 2 –FinancialProposal)10 Note 1 ofAppendix II(Form 2 –FinancialProposal)11 Note 2 & 4 ofAppendix II(Form 2 –FinancialProposal)PageNoQuery Reply Remark/AddendumCorrigendum no. 6 of Addendum/1Corrigendum no. 1Estate Expert” The man days specified herein is in variance to theminimum deployment specified as per Clause 7.1 (Page 53/54) of theRfP. We request MRVC to kindly confirm the rationale for the same.122 As per the Form 2 (Financial Proposal), the cost of Financial Expert is tobe provided for 400 hours. As the proportionate reduction to 350 hoursmay not change the ranking of bidders, we request MRVC to clarify therationale for considering only 350 hours for evaluation.122-123We request MRVC to kindly confirm the following:The percentage of payment for costs relating to the sector expert(assuming that it pertains to “Real Estate Expert”) shall be determinedbased on the fee quoted for Financial Expert and Sector Expert as perForm – 2 (Financial Proposal) on Page 121 of the RfPThe substitution of a man hour of the Financial Expert by 3 (three) manhours of an Associate Consultant shall not be considered towardsfulfilling the following requirement:“Financial Expert shall itself expend on this Consultancy no less than onehalf of the man hours specified for each Deliverable”Refer Addendum/Corrigendum no.1No Change.Please refer Note2 & 4 of AppendixII (Form 2 –FinancialProposal)Please refer Sr. no.3 of Addendum/Corrigendum no. 1Nil12 Note 4 ofAppendix II(Form 2 –FinancialProposal)123 Kindly clarify the reference to “Associate Expert” as it is not a namedposition as per the RfP. Further, eligibility of business class as per thisclause is in variance to the eligibility mentioned in Clause G(I) of Form– 2 (Financial Proposal) on page 121 of the RfP13 Clause no. 3.1.4 35 “Provided that all Eligible Assignments relating to projects based on thesame Model Concession Agreement and awarded by the same publicentity shall be counted as one Eligible Assignments .”As the PPP in general and in infrastructure/railways is still in evolvingstage, we kindly request you to relax this provisionRefer Addendum/Corrigendum no.1No Change.Please referClause no.: 3.1.3 &3.1.4 of Criteriafor Evaluation.Please refer Sr. no.7 of Addendum/Corrigendum no. 1Nil6

Sr. ClauseNo14 Clause no. 2.2.2(B) - FinancialCapacityPageNoQuery Reply Remark/Addendum13 We kindly request you to change the criteria for financial capacity to Rs. Refer Addendum/ Please refer Sr. no.5 crore (from Rs. 10 crore)/.Corrigendum no. 4 of Addendum/1Corrigendum no. 1Further, we request you to make it Average Annual Receipts for lastthree years instead of for each of the three years.15 Clause 7-Real EstateExpert53 Clarification regarding Educational Qualification of Real Estate Expert.An MBA with relevant work experience should also be considered forthe position of “Real Estate Expert”Refer Addendum/Corrigendum no.1Please refer Sr. no.1 of Addendum/Corrigendum no. 1Please consider16 Clause no. 2.2.2(B)13 Whether the Financial Capacity is 10 crore or 5 crore? Refer Addendum/Corrigendum no.1No Change.17 Clause no. 3.4.4 75 The liability of consultant currently has been specified as being equal tothree times the agreement value. We suggest that this be changed toone time of the agreement value18 Form-5 ofAppendix-I :FinancialCapacity of theApplicant108 This is to certify that ………………………….. (name of the Applicant) hasreceived the payments shown above against the respective years onaccount of professional fees.Being a company, accounts are maintained on accrual basis. Hence,auditors’ will not have basis to provide certification of annual receipts(as said data will not be available) / will not provide certificate forreceipt of payments of professional fees.The Auditor should be allowed to certify turnover based on auditedaccounts and records maintained by the Company.Please referClause no.: 3.4.4of Liability of theConsultant –Schedule-2No Change.Please referForm-5 ofAppendix-I :Financial Capacityof the ApplicantPlease refer Sr. no.4 of Addendum/Corrigendum no. 1Nil7

Sr.NoClause PageNoQuery Reply Remark/Addendum19 Clause no. 3.1.4 35 1. Threshold for the international projects should have equivalence toestimated cost being specified for Indian projects and not be inNo Change. Nilmultiples of the same. Accordingly, threshold for international projects Please refershould be USD 40 million.Clause no.: 3.1.4of Criteria forevaluation.20 Clause no.: 3.4 –Review of costs –Schedule-121 Clause no. – 3.15– Tax andinsurancerelatedmatters –Schedule-12. Assignments where payments have yet not been made but will begiven as per the Letter of Award for the required quantum from theclient should also be included as part of sub-clause.46 The Consultant shall review and comment on the cost estimatescontained in the Feasibility ReportThe review of reports prepared by Technical Consultants with specifiedexpertise cannot be made part of the Financial Consultant’s role toexpect for integrating such inputs for the purpose of preparing aRevenue Model for the project.48 Tax and insurance-related MattersDuring the course of the Consultancy, the Consultant may be calledupon to advise on tax and / or insurance related issues affecting theProjectThe objective of the proposed assignment is to assist the authority, intransaction related advice, developing a revenue model, undertakingfinancial appraisal, and assisting in the bidding process.The advice on Insurance Related Issues in terms of the nature andextent of insurance required etc. is best provided by the TechnicalConsultants based on practices being followed for similar projects. Thefinancial consultants can incorporate the insurance related expenses,based on assessment done by Technical Consultants, in the financialmodel.In view of the above, the authority is requested to clarify the nature ofadvice required under this clause.No Change.Please referClause no.: 3.4 –Review of costs –Schedule-1No Change.Please referClause no. – 3.15 –Taxandinsurance-relatedmatters –Schedule-1NilNil8

Sr. ClauseNo22 Clause no. – 3.17– Scope notexhaustive –Schedule-123 Clause no.: 4 (A.)– Schedule-124 Clause no.: 5.2 –Schedule-1PageNoQuery Reply Remark/Addendum49 Scope not exhaustiveNo Change.NilThe Scope of Services specified in this Clause 3 are not exhaustive andthe Consultant shall undertake such other tasks as may be necessary to Please referappraise the project financially, prepare the Revenue Model and Clause no. – 3.17 –successfully complete the bid process for the Project.Scope notexhaustive –The authority is requested to please specify the tasks and required Schedule-1outputs from the Consultants so that the incidental activities may beconsidered and appropriate proposals prepared and submitted.49 The consultant is required to submit an Inception report within 2 No Change.Nilweeks of commencement of the consultancy. It would be difficult toascertain VGF assuming IRR of 12% in the absence of revenue model Please referwhich is due in 6 weeks.Clause no.: 4 (A.)It is submitted to the authority that any assessment of viability gapfunding within a period of 2 weeks will be on a very broad level andmay not reflect the potential of the project as assessed subsequently byvarious Bidders.50 Delivery ScheduleDeliverables from KD5 to KD8 will be linked to technical reports fromTechnical Consultants as well as the necessary approvals from variousGovernment Authorities. The consultant should not be held liable fordelay in these deliverables on account of delays in technical reports orgetting approvals from Government.– InceptionReport underSchedule-1No Change.Please referClause no.: 5.2 –Schedule-1.Nil25 Clause no.: 5.7 –Schedule-151-52Also the time to be taken by the Department for giving comments oneach of the key deliverable may be specified.20% (twenty per cent) of the Agreement Value has been earmarked asFinal Payment to be made to the Consultant upon achieving financialclose for the project. In the event that the Consultancy is terminated bythe Authority prior to its completion, the Consultant shall be entitled to(a) full payment for the Deliverables completed by it; and (b)reasonable payment as decided by the Authority for work done by theconsultant for uncompleted Deliverables.No Change on thequery.Further referAddendum/Corrigendum no.1Please refer Sr. no.8 of Addendum/Corrigendum no. 19

Sr.NoClausePageNoQuery Reply Remark/Addendum26 Clause no.: 9 –Schedule-127 Clause no.: 3.4 –Liability of theconsultant -Schedule-2The amount of 20% earmarked as Final payment is high as theconsultant would have spent substantial efforts till then. It is requestedthat the Final payment amount be reduced to 10% instead. Thepayment percentage to previous components could be accordinglyincreased.55 Documents to be made available by the authority.Authority may please clarify when the document will be madeavailable.74 3.4 Liability of the Consultant3.4.2 The Consultant shall, subject to the limitation specified in Clause3.4.3, be liable to the authority for any direct loss or damage accrued orlikely to accrue due to deficiency in Services rendered by it.3.4.3 The Parties hereto agree that in case of negligence or wilfulmisconduct on the part of the Consultant or on the part of any personor firm acting on behalf of the Consultant in carrying out the Services,the Consultant, with respect to damage caused to the Authority ’sproperty, shall not be liable to the Authority :(i) for any indirect or consequential loss or damage; and(ii) for any direct loss or damage that exceeds (a) the Agreement Valueset forth in Clause 6.1.2 of this Agreement, or (b) the proceeds theConsultant may be entitled to receive from any insurance maintainedby the Consultant to cover such a liability, whichever of (a) or (b) ishigher.No Change.Please referClause no.: 9 –Schedule-1No Change.Please referClause no.: 3.4 –Liability of theconsultant -Schedule-NilNilAs per this clause, the Consultant is liable to the Authority for any directloss or damage accrued or likely to accrue due to deficiency in Servicesrendered by it.The Consultant should be liable only if the Authority suffers a loss andnot if the loss is likely to happen. Therefore, the clause may be modifiedas below:3.4.2 The Consultant shall, subject to the limitation specified in Clause10

Sr.NoClause28 Clause no.: 3.8 –Schedule 2PageNo76-77Query Reply Remark/Addendum3.4.3, be liable to the Authority for any direct loss or damage suffered dueto deficiency in Services rendered by it.Clause 3.4.3 limits the liability of the consultant only for loss anddamage to the Authority’s property. Request for following changes inthis clause3.4.3 The Parties hereto agree that in case of negligence or willfulmisconduct on the part of the Consultant or on the part of any personor firm acting on behalf of the Consultant in carrying out the Services,the Consultant, with respect to any loss, liabilities, damages, cost andexpenses caused to the Authority in connection with the Agreement orthe Services shall not be liable to the Authority :(i) for any indirect or consequential loss or damage; and(ii) for any direct loss or damage that exceeds (a) the Agreement Valueset forth in Clause 6.1.2 of this Agreement, or (b) the proceeds theConsultant may be entitled to receive from any insurance maintainedby the Consultant to cover such a liability, whichever of (a) or (b) ishigher.3.8 Documents prepared by the Consultant to be property of theAuthority3.8.1 All reports and other documents (collectively referred to as“Consultancy Documents”) prepared by the Consultant (or by the Sub-Consultants or any Third Party) in performing the Services shallbecome and remain the property of the Authority , and all intellectualproperty rights in such Consultancy Documents shall vest with theAuthority. Any Consultancy Document, of which the ownership or theintellectual property rights do not vest with the Authority under law,shall automatically stand assigned to the Authority as and when suchConsultancy Document is created and the Consultant agrees to executeall papers and to perform such other acts as the Authority may deemnecessary to secure its rights herein assigned by the Consultant.3.8.2 The Consultant shall, not later than termination or expiration ofthis Agreement, deliver all Consultancy Documents to the Authority,together with a detailed inventory thereof. The Consultant may retain acopy of such Consultancy Documents. The Consultant, its Sub-No Change.Please referClause no.: 3.8 –Schedule 2Nil11

Sr.NoClause29 Clause no.: 3.11– Schedule -2PageNoQuery Reply Remark/AddendumConsultants or a Third Party shall not use these ConsultancyDocuments for purposes unrelated to this Agreement without the priorwritten approval of the Authority.3.8.3 The Consultant shall hold the Authority harmless and indemnifiedfor any losses, claims, damages, expenses (including all legal expenses),awards, penalties or injuries (collectively referred to as “Claims”) whichmay arise from or due to any unauthorised use of such ConsultancyDocuments, or due to any breach or failure on part of the Consultant orits Sub-Consultants or a Third Party to perform any of its duties orobligations in relation to securing the aforementioned rights of theAuthority.It is requested that the reference of third party be removed from thisclause as the consultant cannot be held liable for any acts of a thirdparty.77 3.11 Accuracy of DocumentsThe Consultant shall be responsible for accuracy of the documentsdrafted and/ or vetted and data collected by it directly or procuredfrom other agencies/authorities, estimates and all other detailsprepared by it as part of these services. Subject to the provisions ofClause 3.4, it shall indemnify the Authority against any inaccuracy in itswork which might surface during implementation of the Project, if suchinaccuracy is the result of any negligence or inadequate due diligenceon part of the Consultant or arises out of its failure to conform to goodindustry practice. The Consultant shall also be responsible for promptlycorrecting, at its own cost and risk, the documents including any resurvey/ investigations.The Consultant will perform services in good faith and in accordancewith the relevant the professional standards.The Consultant will assume that the data provided by the Client or theTechnical consultants of the Client or others is correct and will notindependently verify the data thus provided. In view of the same,request you to make changes in this clause as belowThe Consultant shall be responsible for the documents drafted / preparedby it as part of these services. Subject to the provisions of Clause 3.4, itNo Change.Please referClause no.: 3.11 –Accuracy ofDocuments –Schedule -2Nil12

Sr.NoClause30 Clause no.: 4.2.3– Schedule-231 Clause no.: 5.3 –Schedule-2PageNoQuery Reply Remark/Addendumshall indemnify the Authority against any deficiency in its work thatresults from any gross negligence or willful misconduct on part of theConsultant. The Consultant shall also be responsible for promptlycorrecting, at its own cost any the documents78 If additional work is required beyond the scope of the Servicesspecified in the Terms of Reference, the estimated periods ofengagement of Personnel, set forth in the Annexes of the Agreementmay be increased by agreement in writing between the Authority andthe Consultant, provided that any such increase shall not, except asotherwise agreed, cause payments under this Agreement to exceed theAgreement Value set forth in Clause 6.1.2.The changes in the scope of services which leads to increase in the timeand effort of personnel will lead to an increase in the fee of theconsultant. The clause may accordingly be modified as follows:4.2.2 If additional work is required beyond the scope of the Servicesspecified in the Terms of Reference, the estimated periods of engagementof Personnel and the Agreement Value, set forth in the Annexes of theAgreement may be increased by agreement in writing between theAuthority and the Consultant.80 5.3 Change in Applicable LawIf, after the date of this Agreement, there is any change in theApplicable Laws with respect to taxes and duties which increases ordecreases the cost or reimbursable expenses incurred by theConsultant in performing the Services, by an amount exceeding 2%(two per cent) of the Agreement Value specified in Clause 6.1.2, thenthe remuneration and reimbursable expenses otherwise payable to theConsultant under this Agreement shall be increased or decreasedaccordingly by agreement between the Parties hereto, andcorresponding adjustments shall be made to the aforesaid AgreementValue.All service tax and other taxes other than income tax, as may beapplicable from time to time, on the payment of the professional fees tothe Consultant, shall be borne by the Authority.The provision should also be applicable for any increase or decrease inNo Change.Please referClause no.: 4.2.3 –Schedule-2Refer Addendum/Corrigendum no.1NilPlease refer Sr. no.9 of Addendum/Corrigendum no. 113

Sr.NoClausePageNoQuery Reply Remark/Addendumtaxes and duties irrespective of the % of change.32 Clause no.: 7.2.2– Schedule-283 7.2.2 Liquidated Damages for delayIn case of delay in completion of Services, liquidated damages notexceeding an amount equal to 0.2% (zero point two per cent) of theAgreement Value per day, subject to a maximum of 10% (ten per cent)of the Agreement Value shall be imposed and shall be recovered byappropriation from the Performance Security or otherwise. However,in case of delay due to reasons beyond the control of the Consultant,suitable extension of time shall be granted.No Change.Please referClause no.: 7.2.2 –LiquidatedDamages fordelay – Schedule-2NilLiquidated Damage to be made applicable for reasons solelyattributable to the Consultant.33 General Queries Please clarify if authority will assist the consultant for historical Refer Addendum/ Please refer Sr. no.statistics related to passenger traffic and source of revenue andCorrigendum no. 10 of Addendum/expenses1Corrigendum no. 134 General Queries Please clarify if necessary approvals have been obtained from Ministry Not yetNilof Railway, Ministry of Environment and Forests, State Governmentagencies and any other relevant authorities.35 General Queries Please confirm on the status of land acquisition for the project. Not yet. Nil36 General Queries Please clarify if digital signatures on CVs will be allowed Please refer note4 of Form-11 ofAppendix 137 General Queries Please clarify if ongoing assignments are eligible to be submitted as Please referEligible Assignments / Relevant Assignments?Clause no. 3.1.4 &3.1.5 – Criteria forevaluation. (Pg.38 General Queries Format for MOU for consortium / Letter of Association is not providedin the RFP. Does it need to be submitted as a part of the proposal ifapplicable? Please clarify if there is a specified format? Are theConsultants free to follow their own format?34-35)Refer Addendum/Corrigendum no.1NilNilPlease refer Sr. no.11 of Addendum/Corrigendum no. 114

Sr. ClauseNo39 Clause no.: 2.26– Instructions toApplicants40 Clause no.: 3.4.3– Schedule-2PageNo31-3275Query Reply Remark/AddendumIt is requested that the clause amended to:No Change.NilThe consultant shall subject to the provisions of the Agreement,indemnify the Authority, for an amount not exceeding 1 (one) times the Please refervalue of the Agreement, for any direct loss or damage that is caused due Clause no.: 2.26 –to any deficiency in services.Indemnity –Instruction toApplicantsNo Change.Nil3.4.3 The Parties hereto agree that in case of negligence or willfulmisconduct on the part of the Consultant or on the part of any person Please referor firm acting on behalf of the Consultant in carrying out the Services, Clause no.: 3.4.3 –the Consultant, with respect to any loss, liabilities, damages, cost and Liability of theexpenses caused to the Authority in connection with the Agreement or Consultant –the Services shall not be liable to the Authority :Schedule-2(i) for any indirect or consequential loss or damage; and(ii) for any direct loss or damage that exceeds (a) the Agreement Valueset forth in Clause 6.1.2 of this Agreement, or (b) the proceeds theConsultant may be entitled to receive from any insurance maintainedby the Consultant to cover such a liability, whichever of (a) or (b) ishigher.3.4.4 The limitation of liability specified in Clause 3.4.3 shall not affectthe Legal Adviser’s liability, if any, for damage to Third Parties causedby the Legal Adviser or any person or firm acting on behalf of the LegalAdviser in carrying out the Services subject, however, to a limit equal to3 (three) times the Agreement Value.It is requested that the clause be amended toClause no. 3.4.3 The Parties hereto agree that except in case of fraudor willful misconduct on the part of the Consultant or on the part of anyperson or firm acting on behalf of the Consultant in carrying out theServices, the Consultant, with respect to any loss, liabilities, damages,cost and expenses caused to the Authority in connection with theAgreement or the Services shall not be liable to the Authority :(i) for any indirect or consequential loss or damage; and15

Sr.NoClausePageNoQuery Reply Remark/Addendum(ii) for any direct loss or damage that exceeds the Agreement Value setforth in Clause 6.1.2 of this Agreement41 Clause no.: 7.1 –Schedule-23.4.4 The limitation of liability specified in Clause 3.4.3 shall not affectthe Legal Adviser’s liability, if any, for damage to Third Parties causedby the Legal Adviser or any person or firm acting on behalf of the LegalAdviser in carrying out the Services subject, however, to a limit equal to1 (one) times the Agreement Value.82-83 7.1.1 For the purposes of this Agreement, performance security shallbe deemed to be an amount equal to 10% (ten per cent) of theAgreement Value (the “Performance Security”); provided thatthe Legal Adviser shall not be required to provide PerformanceSecurity in the form of a bank guarantee or cash deposit.7.1.2 Notwithstanding anything to the contrary contained in Clause7.1.1, as and when payments become due to the Legal Adviserfor its Services, the Authority shall retain by way of PerformanceSecurity, 10% (ten per cent) of all the amounts due and payableto the Legal Adviser, to be appropriated against breach of thisAgreement or for recovery of liquidated damages as specified inClause 7.2. The balance remaining out of the PerformanceSecurity shall be returned to the Legal Adviser at the end ofthree months after the expiry of this Agreement pursuant toClause 2.4 hereof. For the avoidance of doubt, the parties heretoexpressly agree that in addition to appropriation of the amountswithheld hereunder, in the event of any default requiring theappropriation of further amounts comprising the PerformanceSecurity, the Authority may make deductions from anysubsequent payments due and payable to the Legal Adviserhereunder, as if it is appropriating the Performance Security inaccordance with the provisions of this Agreement.No Change.Please referClause no.: 7.1 –PerformanceSecurity -Schedule-2Nil7.1.3 The Legal Adviser may, in lieu of retention of the amounts as16

Sr.NoClausePageNoQuery Reply Remark/Addendumreferred to in Clause 7.1.2 above, furnish a Bank Guaranteesubstantially in the form specified at Annex-5 of this Agreement.Clarification required whether performance security to be submitted inform of bank guarantee needs to be submitted along with bid proposalor after award of project. In case the same needs to be submitted at thetime of bidding. Kindly specify the amount.42 Clause no.: 5.2 –Schedule-150KeyDescription of Week PaymentDate No.DeliverablesNo.KD1 Inception Report 2 —KD 2 Revenue Model 6 15%KD3 Draft Appraisal Report 8 10%KD4 Appraisal Report 9 $ 15%KD5KD6Assistance in the RFQ documentand conducting the RFQ processAssistance in finalising the RFPand Concession Agreement12 5%0.1 10%No Change.Please referClause no.: 5.2 –Schedule-1.NilKD7Assistance in conducting the BidProcess24 25%KD8Completion of Services includingassistance during Bid Process52 20%Total 100$ Excludes time taken by the MoR in providing comments on DraftReports. The Consultant shall get one week for submission of theAppraisal Report after comments of the MoR are provided.Modified Clause:17

Sr.NoClausePageNoQuery Reply Remark/AddendumKeyDescription ofWeek PaymentDate No.DeliverablesNo.KD1 Inception Report 2 5%KD 2 Revenue Model 6 15%KD3 Draft Appraisal Report 8 20%KD4 Appraisal Report 9 $ 10%KD5Assistance in the RFQ documentand conducting the RFQ process 12 15%KD6KD7Assistance in finalising the RFPand Concession AgreementAssistance in conducting the BidProcess0.1 15%24 10%43 Clause no. 2.2.2(B)KD8Completion of Services includingassistance during Bid Process52 10%Total 100$ Excludes time taken by the MoR in providing comments on DraftReports. The Consultant shall get one week for submission of theAppraisal Report after comments of the MoR are provided.13 The applicant shall have received a minimum of Rs. 10 Crore (Rs. FiveCrore). Kindly clarify.44 Clause no. 3.2 35 Of the applicants ranked as aforesaid, not more than 7 (seven) shall bepre-qualified and short-listed.The number of Applicants should not be freezed at this stage. It shouldbe done after receiving applications.45 Clause no.: 5.2 –Schedule-150 KD3: Draft Appraisal Report: 2 Weeks2 weeks time is insufficient to prepare draft appraisal report for suchan important and detailed assignment. It should be atleast 4 weeks.Refer Addendum/Corrigendum no.1No Change.Please referclause no.: 3.2No Change.PleasereferPlease refer Sr. no.4 of Addendum/Corrigendum no. 1NilNil18

Sr.NoClause46 Clause no.: 5.4 –Schedule-1PageNo51 C: Revenue Model:75 man hoursQuery Reply Remark/AddendumClause no.: 5.2 –Schedule-1No Change.Nil75 man hours is insufficient for the revenue model for assignment ofthis kind. Request you to increase it appropriately.Please referClause no.: 5.4 –Schedule-119

Addendum/Corrigendum No 1 dated 22.02.2013Name of the Project : Selection Of Financial Consultant &Transaction Adviser For Elevated Rail Corridor,Mumbai (Oval Maidan-Virar Section Of Western Railway)Description of procurement package: Consultancy ServicesRFP : MRVC/RFP/PLG/TA/2013/1Note : The following addendum/Corrigendum forms an integral part of the RFP document.Sr Clause No.No1 Clause 7.1 - RealEstate Expert2 Clause no. 2.2.2(B)3 Note 1 ofAppendix II(Form 2 –FinancialProposal)4 Clause no. 2.2.2 (B)-Financial Capacity5 Clause no.: 3.3 ofTerms ofReference –Schedule-16 Form -2 –FinancialProposal-Appendix-II7 Note 4 of Form -2– FinancialProposal-Appendix-IIPage Addendum/CorrigendumNo53 Replace Educational Qualifications details of Real Estate Expert byfollowing:“Degree in Civil Engineering or Post Graduation in TransportEconomics/Finance or Equivalent Qualification.”13 Replace Educational Qualifications details of Real Estate Expert byfollowing:“Degree in Civil Engineering or Post Graduation in TransportEconomics/Finance or Equivalent Qualification.”122 Replace “350 manhours” by “400 manhours” in Note 1 of Form-2(Financial Proposal) of Appendix II.13 Replace “(Rs. five crore)” by “(Rs. Ten crore)” in clause no. 2.2.2 (B) ofConditions of Eligibility of Applicants.46 Delete all contents of Clause no.: 3.3 of Terms of Reference – Schedule-1121 Add the following line after the table of Form-2:* Sector Expert shall be Real Estate Expert wherever referred.123 Replace Note 4 by following:4. “The aforesaid fees payable to the Legal Adviser shall cover the costs oflocal telephone/fax, reasonable amount of in-house photocopying andstationery and costs of support staff. No additional charges in respectthereof shall be due or payable. The professional fees, however, will notinclude counsel fee, outstation travel, long distance telephone calls andfaxes, couriers and postage, collections and deliveries, subscriptions tospecial services and specifically required stationery and bulk photocopying20

SrNoClause No.PageNoAddendum/Corrigendum(the “Disbursements”). The Disbursements will be paid at actuals and willbe indicated separately in the invoices of the Legal Adviser together withappropriate supporting documents. Outstation travel shall be undertakenas per request of the Authority. The Legal Expert and Associate Lawyer(s)shall be entitled to economy class air travel, and board and lodging in afour-star hotel. Bills for reimbursement hereunder may be submitted on amonthly basis alongwith a Statement of Expenses, duly certified by theAuthorised Representative.”8 Clause no. 6.3(a)(i) – Paymentto the Consultant– Schedule-29 Clause no.: 5.3 –Obligations of theAuthority -Schedule-210 Clause no.: 3.9 –Schedule-211 Clause no.: 2.13.3– Instructions toApplicants12 Sr. No. 4 of Clauseno. 1.8 –Invitation forApplicants81 Replace Clause no. 6.3 (a)(i) – Payment to the Consultant – Schedule-2 byfollowing:“No payment shall be due for the next stage till the Consultant completes tothe satisfaction of the Authority the work pertaining to the preceding stage.Provided, however, that for the Deliverables specified at KD5 to KD7 inClause 5.2 of the TOR, payment shall be due and payable by the MRVC forthe man hours spent during each calendar month. The final lump-sumpayment shall be made against the deliverables specified in KD8;”80 Delete following paragraph of Clause no.: 5.3 – Obligations of theAuthority - Schedule-2:“All service tax and other taxes other than income tax, as may beapplicable from time to time, on the payment of the professional fees tothe Consultant, shall be borne by the Authority.”77 Add the following para before the existing para:“The authority shall render possible assistance to the consultant inproviding the materials such as data documents, etc. required for theconsultancy.”23 Add the following point (e) after the existing point (d):(e) the consultant shall use their own format for MOU for consortium /Joint Venture.10 Proposal Due Date or PDD to be replaced by “15.03.2013”21