(FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)

NAGPUR SEONI EXPRESS WAY PVT LTD

HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

FIDIC based Order

Agreement Reference : 4400000090 Agreement Reference Date : 03-03-2024
\23-10-2024
Employer: Contractor:
M/S Nagpur Seoni Express Way Pvt Ltd M/S TBR Infra Private Limited

Jyarat Naka,House No. 15C,Ishwar Nagar,Akbar Ward,Seoni,Madhya TBR Bhavan, NH-216, Alampuram,Alampuram,Andhra Pradesh,534146
Pradesh,480661
8297733666

GSTIN : 23AACCN4552H1ZO GSTIN : 37AAFCT6445E3Z6

Employer Work Location Contractor's Invoicing Address

M/S Nagpur Seoni Express Way Pvt Ltd TBR Infra Private Limited
Jyarat Naka,House No. 15C,Ishwar Nagar,Akbar Ward,Seoni,Madhya 1st floor, Quality car washing,centre,KGN colony,Bhagat Singh
Pradesh,480661 ward,Seoni,Madhya Pradesh,480661
GSTIN : 23AACCN4552H1ZO
GSTIN : 33ABMFS2967D2Z0
Major Maintenance overlay works between chainage from PO Currency: INR
Nature of Work:
CH596.75 to CH624.48 at Nagpur Seoni Expressway Ltd.

The Employer and the Contractor are hereinafter individually referred to as “Party” and collectively referred to as “Parties”.
The Employer and the Contractor agree as follows:

1.In this Agreement, words and expressions shall have the same meanings as are respectively assigned to them in the General Conditions of Contract
(Conditions of Contract for Contruction,1999 Ed-FIDIC Red Book)
and the Particular Conditions (Part 1 and Part 2 enclosed herewith) hereinafter referred to.
2. The following documents shall be deemed to form and be read and construed as part of this Agreement:

a.The Particular Conditions and its annexures (Enclosed)

b.The Bill of Quantities as per Table 1 (Enclosed)
c.The Conditions of Contract for Construction, 1999 Ed.-FIDIC Red Book (Referred)
d.Any other document submitted by the Contractor forming part of the Contract. (Enclosed)

3.In consideration of the payments to be made by the Employer to the Contractor as hereinafter mentioned, the Contractor hereby covenants with the Employer to
design, execute and complete the Works and remedy any defects therein in conformity with the provisions of this Agreement.

4.The Employer hereby covenants to pay the Contractor, in consideration of the design, execution and completion of the Works and remedying of defects therein,
the final Contract Price at the times and in the manner morefully mentioned in this Agreement

Sr. HSN/SAC GST Total Amount Qlty

Material No Material Description Material Long Text UOM Quantity Rate Base Amount
no Code % in RS req.
Milling Bitumen
Surface - 40 MM
Milling Bitumen ThickMilling of
10 2010001257 Surface - 40 MM Bituminous Concrete 995429 M2 137207.000 63.00 8,644,041 18 1,01,99,968.38 NO
Thick coarse up to 40mm
thickness by using
Milling Machine
P&L BC-Grd II
PMB40@5.4% lime
Excl PMB40BC:
Providing laying
Bituminous concrete
using
crushedaggregates
ofspecified grading
premixed with
bituminious binder by
weight of totalmix
of ,antistripping
agents and filler
including transporting
the hotmix to work
site , laying with a
P&L BC-Grd II sensor paver finisher
20 2010004174 PMB40@5.4% lime with sensorcontrol to 995429 M3 5488.290 4,171.64 2,28,95,170.09 18 2,70,16,300.7156 NO
Excl PMB40 the required grade

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

level and alignment.

i) Rolling/
Compactionas per
MORTH
Specification ii) For
Grading II (40 mm
thickness)withPMB
40 grade bitumen
with minimum binder
content @ 5.4% of
the totalweight of the
mix as per MORTH
specifications. filler
2% lime.PMB
40material will be
supplied by SPV.
P&L tack coat on
prep surf.Excl RS1
mtrlTack Coat:
Surface Cleaning
and applying hot
bituminous (Rapid
Setting1) tack coat
P&L tack coat on
over prepared
30 2010004175 prep surf.Excl RS1 995429 M2 137207.250 8.71 1,195,075 18 1,410,188.67 NO
surface all complete
mtrl
as per
Technicalspecificatio
ns as per IS 1887
Table 1 Clause 503.
EmultionRS1material
will be supplied by
SPV.
Milling Bitumen
Surface - 40 MM
Milling Bitumen ThickMilling of
40 2010001257 Surface - 40 MM Bituminous Concrete 995429 M2 387691.360 63.00 2,44,24,555.68 18 2,88,20,975.7 NO
Thick coarse up to 40mm
thickness by using
Milling Machine
P&L BC-Grd II
PMB40@5.4% lime
Excl PMB40BC:
Providing laying
Bituminous concrete
using
crushedaggregates
ofspecified grading
premixed with
bituminious binder by
weight of totalmix
of ,antistripping
agents and filler
including transporting
the hotmix to work
site , laying with a
P&L BC-Grd II sensor paver finisher
50 2010004174 PMB40@5.4% lime with sensorcontrol to 995429 M3 16479.460 4,171.64 6,87,46,374.51 18 8,11,20,721.9344 NO
Excl PMB40 the required grade
level and alignment.
i) Rolling/
Compactionas per
MORTH
Specification ii) For
Grading II (40 mm
thickness)withPMB
40 grade bitumen
with minimum binder
content @ 5.4% of
the totalweight of the
mix as per MORTH
specifications. filler
2% lime.PMB
40material will be
supplied by SPV.

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

P&L tack coat on

prep surf.Excl RS1
mtrlTack Coat:
Surface Cleaning
and applying hot
bituminous (Rapid
Setting1) tack coat
P&L tack coat on
over prepared
60 2010004175 prep surf.Excl RS1 995429 M2 423978.110 8.71 3,692,849 18 4,357,562.22 NO
surface all complete
mtrl
as per
Technicalspecificatio
ns as per IS 1887
Table 1 Clause 503.
EmultionRS1material
will be supplied by
SPV.

Taxes on the PO 2,33,27,651.84

Gross Price 12,95,98,065.78

Grand Total 15,29,25,717.62

In Words : RUPEES FIFTEEN CRORE TWENTY NINE LAKH TWENTY FIVE THOUSAND SEVEN HUNDRED EIGHTEEN RUPEES ONLY
Title Key Terms & Conditions
Annexure A - Format for Performance security
Annexure B - Advance payment BG format
Annexure C - EHS Policy
Annexure D - Force Majeure Condition
Annexure E - Technicals & list of machineries proposed by contractor
Annexure F - Test to perform on work completion
List of Annexures Annexure G - Chainage details
Annexure H - Traffic management plan
Annexure I - Standard Contractual provisions
Annexure J - TCOC
Appendix C - DD Questionnaire
Form N- Register of Employees Attendance, Wages etc.(Madhyapradesh)

Issued on behalf of NAGPUR SEONI EXPRESS WAY PVT LTD

Authorised Signatory

*This is system generator Purchase Order and it do not require manual signature and seal*

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

Particular Conditions of Contract-Part 1

1 General Provisions
1.1.2 Parties and Persons
1.1.2.2 “Employer” means:
Employer means:
Nagpur Seoni Expressway Ltd
5th Floor, SKCL Tech Square,
Lazer Skeet, Guindy, Chennai - 600 032
1.1.2.3 “Contractor” means:
Contractor Means:
M/s. TBR Infra Pvt.Ltd,
7-130/2, TBR Bhavan,NH-5,
Alampuram,West Godavari District,
AP -534146,
info@tbrinfra.com

Contractor's Representative:
Mr.Srinivas
Email: srinivas.bhimana@tbrinfra.com
Mobile: +91-9515608455

Contractor's Contact information for Escalation:

Mr.RaviKiran
Joint Managing Director
Email: ravi@tbrinfra.com>
Mobile: +91-8297733666
1.1.2.4 Add the following at the end of Sub-Clause 1.1.2.4:
The Engineer: Employer's Representative:
Employer's Representative
Mr.Bhaskar Ranganath Matsagar
Project Head
+91-7752053706
bhaskar.ranganath@indinfravit.com

Employers's contact information for Escalation (Level 1):

Mr. Deenadayalan
AGM- Maintenance
Mob No: 9940125066
E-mail: deenadayalan.m@indinfravit.com

Employers's contact information for Escalation (Level 2):

Mr. Navneet Goyal
Vice President Projects
Mob No: 9324537449
E-mail: navneet.goyal@indinfravit.com
1.1.2.12 Add the Sub-Clause 1.1.2.12
“Authority” means
"Authority" means National Highways Authority of lndia
1.1.3 Dates, Tests, Periods and Completion

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

1.1.3.1 Base Date:

Not applicable
1.1.3.2 Commencement Date:
21 Feb 2024
1.1.3.3. Add the following at the end of this Sub-Clause:
“Time for Completion”:
By EOT, extended from 06 Jun 2024 to 19 Nov 24
1.1.6 Other Definitions
1.1.6.2 “Country” means
"Country" means the Republic of India and "State" means the State of Madhyapradesh.
1.6 Contract Agreement
Add the following at end of Clause 1.6
Contract Agreement means, the contract agreement between "M/s Nagpur Seoni Expressway Ltd" and
"M/s TBR Infra Pvt.Ltd".
2 The Employer
4 The Contractor
4.2 Performance Security
The Performance Security shall be equal to 5% (five percent) of the Contract Price. 5% of the contract
price shall be submitted by the Contractor in the form of a Bank Guarantee from a nationalized /
scheduled bank as per the format prescribed in Annexure A within 30 days from the date of issue of
Agreement and in the currencies in which the Contract Price is payable, drawn from any scheduled bank.
The Performance Security shall be valid till Defect Notification Period including Extension of time, if any.
Subcontractors:
4.4
Add the following at end of Sub-clause 4.4
The Aggregate sum of all subcontract works (pertaining to such complete items of works as per the
Schedule) shall not exceed 50% of the contract price.
Safety Procedures
4.8
Add after the sub-paragraph (e), the following paragraph shall be added as below:
Replace sub-paragraph (a) with the following:

(a) comply with all applicable safety regulations and the Safety Requirements as per Specifications and as
per EHS policy of Employer in Annexure C, Standard Traffic Management plan as per Annexure H and as
instructed from time to time by the Independent Engineer, Employer and the Engineer.

Add at the end of sub-paragraph (e), ", and,"

Add after the sub-paragraph (e), the following paragraph shall be added as below:

For avoidance of doubt, the contractor shall intimate at least 48 hours in advance about the location of
diversions. Contractor shall provide continuous length diversion for seamless & continuous work
execution at multiple work locations during day & night and also on Sundays & holidays. The cost
incurred for median kerb cutting for setting up of diversion shall be reimbursed to the contractor at
actual in RA Bills. The cost of re-construction of kerb and rehabilitation of median shall be in scope of the
Employer. The Contractor shall provide safety and diversion up to the completion of DLP Period. No work
shall be taken up till these safety arrangements are made at site.

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

All required safety materials for diversion purpose are at contractor’s scope.
8 Commencement, Delays and Suspension
8.1 Commencement of Works
Delete the para 1 of this sub-clause
Add the following paragraphs at the end of this Sub-Clause 8.1

The date of commencement of contract is the LOI date i.e 21 Feb 2024.
Agreed Mobilization period as per LOI is 20 days from the commencement of contract, i.e (Mobilization
to complete by 12 Mar 24).

8.7 Delay Damages

The amount of the delay damages in case of failure to comply with the time for Completion as defined in
Sub-Clause 1.1.3.3 (Time for Completion], shall be equal to the amount at the rate of 1.0 % (One
percent) of the Contract Price per week delay, with a maximum amount equal to 5% (Five percent) of the
Contract Price.
This will continue till the actual Completion Date.
11 Defects Liability
11.1 Completion of Outstanding Work and Remedying Defects
Add the following paragraph in the beginning of this Sub-Clause 11.1:
The Defects Notification Period is reckoned from the date of issue of Taking Over Certificate for the
Works and shall be 24 months from the date of issuance of the said certificate.
The Contractor shall be responsible for rectification of all works if found defective during the aforesaid
period, including if the defect is on account of Bitumen/Emulsion supplied by the Employer, as the
Contractor is solely responsible to ensure only that right quality material is used for the works. The
Contractor shall have the right and responsibility to reject any load of Bitumen/Emulsion brought to the
HMP, if the material does not pass the required quality parameters.
13 Variations and Adjustments
13.8 Adjustments for Changes in Cost
NA
14 Contract Price and Payment
14.1 The Contract Price
The Contract Price

Replace para (a) with the following:

The Contract Price for the work is Rs.15,29,25,718,/-(Rupees Fifteen Crore Twenty-Nine Lakhs Twenty-Five
Thousand Seven Hundred and Eighteen ONLY) as per Bill of quantities. The Contract Price includes all
insurances, GST, taxes, duties, royalties, levies and imposts, including Labour Cess or any other taxes, by
central, provincial or Local Authorities, as applicable as on base date. The increase/decrease in the
Contract Price mentioned here is independent of the quantity variation and will not invite any change in
the rate as mentioned in this Contract. The final quantities shall be paid as per the agreed and signed off
levels between Employer and Contractor. The Contract Price shall be adjusted in accordance with the
specific provisions of this Contract.

Toll fee payable by the Contractor’s machinery /equipment (list to be declared upfront) shall be
reimbursed by the Concessionaire. The Contractor shall submit the toll expenses bills along with RA Bill,

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

and the same should be verified by the Concessionaire’s authorized representative on day-to-day basis.

The Contract Price may warrant modification if there is change in rate of following taxes and government
royalty on construction material during the course of this Contract, as applicable on Base date.

SGST:9%
IGST:9%
IT TDS:2%
LABOUR CESS:1%

Additional provision to clause 4.1 of Particular conditions of contract - part 2.

The payment for bitumen purchase from the refinery as per our long-term contract will be done as
follows:
A. Plan for every fortnight to be done by Contractor and Employer (Project, SBU teams)
B. Requirement for bitumen will be derived from same as per approved mix design.
C. The weekly requirement as mutually agreed upon in point A, will be sent to Employer(HQ- Commercial
dept) atleast 7 working days in advance of the week (sample format attached - to be discussed by
Employer's SBU team with Contractor and finalised)
D. Contractor shall ensure quality of material at HMP (Bitumen PMB 40 & Emulsion RS 1) and any material
which does not pass the required quality parameters shall be sent back to the agency (M/s Ooms
Polymers)
E. Contractor shall ensure that they have storage provision at HMP for atleast 5 days of material required
at all times, to ensure continuity of supply (say 150 MT)
F. There will be SPOC from both Contractor and Employer(Project,SBU Teams) wrt co-ordination for
bitumen purchase/ supply and same needs to be finalised as early as possible.
14.2 Advance Payment
Replace the 5th paragraph with following:
The Employer shall make payment up to 10% of the Contract Value against (Bank Guarantee as per the
format prescribed in Annexure-B)the following:
a) Submission of Advance Bank Guarantee from Nationalized/Scheduled banks.
b) Submission of Performance Bank Guarantee form as per Cl. 4.2 from Nationalized/Scheduled banks
The advance amount shall be deducted from interim Payment Certificate on a pro-rata basis.
14.3 Application for Interim Payment Certificates
Add the following at the end of 1st paragraph:

The contractor shall submit interim bills on fortnightly basis. The contractor shall enter the daily
measurements of work done (DPR) in the vendor portal of the Employer, i.e "https://
vendorconnect.indinfravit.com/". The invoice with all backup documents (technical/quality/statutory
compliances etc.) in soft form shall also be submitted in the said vendor portal only. The hard copy of the
invoices shall be submitted to the office of the Employer to the project accountant, Mr.Hareram
Yadav(Mob:7974309080; e-mail:hare.ramyadav@indinfravit.com), within (3) three working days of
uploading/submission of invoice in the vendor portal.

Replace Sub-para (c) of the 2nd paragraph with the following:

c) The percentage of deduction from Interim Bills against Retention Money shall be 5% (five percent).
The limit of Retention Money shall be 5% (five percent) of the Contract Price and the same shall be
released within 28 days after issue of defect notification completion certificate by the Employer.

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

Add at the end of the Sub-Clause 14.3 of GCC and replace clause 14.3 of Particular Conditions of
Contract-Part 2 with the following:

The Contractor shall submit the following documents along with each application for Interim Payment
(as per the illustration given below) along with submission of Invoice in vendor portal:

1. PF remittance challan & ECR (monthly)

2. ESI remittance challan & ECR (monthly)
3. WC/GPA/GMC/GTLI Premium Receipt (one time)
4. Wage register (monthly) - As per Form N (attached)
5. Muster Roll (daily and weekly hours of work) (monthly)
6. Monthly PT Remittance challan for first time vendors only (one time)
7. labour license
8. GST return/Challan (monthly)
9. Contractor's All Risk Insurance (one time)
10.Third Party Liability policy (one time)
11.Plant & Equipment insurance (one time)
12. BOCWRAC remittance challan (Amount will be deducted and paid by the Employer to the concerned
authority but responsibility for related compliances with the Contractor)

For avoidance of doubt, the Fortnightly bills shall be processed based on availability of above
compliance documents as detailed below.
Bill 1 – 1st Fortnight (compliances 3,7,9,10 & 11 to be submitted along with bill);
Bill 2 – 2nd Fortnight (Compliances 4 & 5 to be submitted along with bill for the period pertaining to bill
no. 1 & 2)
Bill 3 – 3rd Fortnight (Compliances 1,2,6(if applicable) & 8 to be submitted for the period from pertaining
to bill period 1 & 2)
Bill 4 & 5 / 6 & 7 etc. shall follow the requirements of submission of compliance documents as detailed in
Bill 2 & 3.
14.6 Issue of Interim Payment Certificate
Delete para 2 of this Sub-Clause.
Payment
14.7 The sub-paragraph (a) of sub-clause 14.7 be "Deleted"
The sub-paragraph (b) of sub-clause 14.7 be read as follows:
The sub-paragraph (a) of Sub-Clause 14.7 be "Deleted":

The sub-paragraph (b) of Sub-Clause 14.7 be read as follows:

"The Employer shall pay to the Contractor the amounts stated in each Interim Payment Certificate i.e for
works done on fortnightly basis (from 21st to 5th and from 6th to 20th of every month) as per Sub-Clause
14.6 [Issue of Interim Payment Certificates] and 100% of payment shall be released within 21 days after
receipt of the same with complete particulars through vendorconnect portal, followed by hard copy
within 03 (Three) working days to the Accounts Department(as mentioned in clause 14.3). The
Contractor shall submit the final bill after completion of Works as per the Work order and along with
prerequisites before issuance of Taking Over Certificate. The Contractor and Employer shall make joint
site visit (if applicable) and reconcile the work done quantities. If any deductions due to non-
performance/NPR/NCPNs/ penalties/ withheld amount shall be reconciled during the final bill
processing.

In sub-paragraph (c) of Sub-Clause 14.7 replace "56 days" with "30 days".

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

Payment of Retention Money

14.9
Delete para 4 of this sub-clause
Delete the paragraph 1, 2 of this Sub-Clause 14.9 & replace with the following:

The Retention Money shall be released within 28 days after issue of Defect Notification completion
certificate by the Employer on satisfactory fulfillment of the obligations of the Defect Notification Period
by the Contractor.

Delete para 4 of this Sub-Clause.

21 Special Terms And Conditions

Not applicable

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

Particular Conditions of Contract-Part 2

1 General Provisions
1.1 Definitions
Insert the following after the first sentence of the Sub-Clause 1.1:

The capitalized terms used herein which have not been defined here, shall have the meaning assigned thereto in
the Concession Agreement.
1.1.1 The Contract
1.1.1.3 Sub Clause 1.1.1.3 - “Deleted”
1.1.1.5 Sub-clause 1.1.1.5 is revised to read as follows:

“Specification” means the document entitled Specification and Standards at Schedule D of the Concession
Agreement, specifying the specifications and standards; and other Schedules of the Concession Agreement as
relevant to be complied with for the Works (Schedules E, J, L, and I).
1.1.1.6 Sub-clause 1.1.1.6 is revised to read as follows:

“Drawings” means the Good For Construction drawings of the Works, issued by the Employer to the Contractor,
in relation to the Works, and any additional and modified drawings issued by (or on behalf of) the Employer from
time to time in accordance with the Contract.
1.1.1.11 Add the Sub-Clause 1.1.1.11

“Concession Agreement” means the Agreement entered into between the Employer and Authority
1.1.2.8 Add at the end of Sub-Clause 1.1.2.8

For avoidance of doubt, subcontracting shall not include 1) provision of workmen/labour, 2) direct purchase of
materials and 3) transportation of materials.
1.1.2.13 Add the Sub-Clause 1.1.2.13

“Independent Engineer” means the consulting engineering firm appointed by Authority in accordance with the
Concession Agreement.
1.1.2.14 Add the Sub-Clause 1.1.2.14

“Affected Party” shall have the meaning set forth in Sub-Clause 19.1 [Definition of a Force Majeure]
1.1.2.15 Add the Sub-Clause 1.1.2.15

“Lenders” or “Senior Lenders” means the financial institutions, banks, multilateral lending agencies, trusts,
funds and agents or trustees of debenture holders, including their successors and assignees, who have agreed to
guarantee or provide finance to the Concessionaire under any of the Financing Documents for meeting all or any
part of the Total Project Cost and who hold pari passu charge on the assets, rights, title and interests of the
Employer.
1.1.3 Dates, Tests, Periods and Completion
1.1.3.10 Add the Sub-Clause 1.1.3.11

“Completion Date” means the date on which the Taking Over Certificate is issued to the Contractor.
1.1.3.11 Add the Sub-Clause 1.1.3.11

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

“Construction Period” means the period beginning from Commencement Date and ending on the Completion
Date.
1.1.3.12 Add the Sub-Clause 1.1.3.12
“Accounting year” means the financial year commencing from 1st April of any calendar year and ending on 31st
March of the next calendar year.
1.1.5 Works and Goods
1.1.5.6 At the end of the Sub-Clause 1.1.5.6, add the following:
The Works are to be considered as a whole. There are no parts or sections.
1.1.5.9 Add the Sub-Clause 1.1.5.9
“Project Highway” means the site comprising the existing road and all Project Assets, and its subsequent
development and augmentation in accordance with the Concession Agreement.
1.1.6 Other Definitions
1.1.6.1 Sub-clause 1.1.6.1 is revised to read as follows:
“Contractor's Documents” means the calculations, detailed construction schedule, detailed mobilization plan,
equipment deployment schedule, , construction methodology, quality assurance procedures, EHS plan and
procurement and construction time schedule and other documents of a technical nature (if any) supplied by the
Contractor post the date of signing of the Contract
1.1.6.4 Replace “Force Majeure” by “Force Majeure or Force Majeure Event”
1.1.6.5 Sub-clause 1.1.6.5 is revised to read as follows:
“Laws” or “Applicable Laws” means all laws; promulgated or brought in to force and effect by Government of
India and/or Government of State including regulations and rules made there under, and judgments, decrees,
injunctions, writs and orders of any court of record, as may be in force and effect during subsistence of this
Contract.
1.1.6.10 Add the Sub-Clause 1.1.6.10
“Permits” means all clearances, licenses, permits, authorizations, consents, no objection certificates and approvals
and exemptions required to be obtained or maintained under Applicable Laws in connection with the
procurement and construction of the Works.
1.1.6.11 Add the Sub-Clause 1.1.6.11
“Good Industry Practice” means the practices, methods, techniques, standards, skills, diligence, efficiency,
reliability and prudence which are generally and reasonably expected from a reasonably skilled and experienced
operator engaged in the same type of undertaking as envisaged under this Contract and which would be
expected to result in the performance of its obligations by the Contractor in accordance with this Contract,
Applicable Laws and Permits in reliable, safe, economical and efficient manner.
1.1.6.12 Add the Sub-Clause 1.1.6.12
“Scope of the Project” shall mean and include, during the construction period:
a) execution of the Works detailed in the Bill of Quantities as per the Drawings and in accordance with the
applicable specification and standards ( broadly indicated in Agreement Table-1) and
b) Performance and fulfillment of all other obligations of the Contractor in accordance with the provisions of
this Contract and matters incidental thereto or necessary for the performance of any or all of the
obligations of the Contractor under this Contract.
1. 3 Communications

The electronic transmission such as e-mails & letters delivered through emails, shall be considered as a valid of
communication and prints thereof shall be treated as original only. Provided the same are sent by the authorized
personal of both the parties, name of whom will be communicated within 07 (seven) days of this agreement.
Contractor's Communications to the Employer shall be sent to the address given by Employer.
1.4 Law and Language
The Contract shall be governed by the Laws of the Republic of India and to the extent applicable the Laws of the
State. Any legal dispute under the contract shall be to the jurisdiction of court of law at Chennai, India.
The Contract shall be in the English Language and all communication shall be in the same language

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

1.5 Priority of Documents

Sub-Clause 1.5 is revised to read as follows:
The documents forming the Contract are to be taken as mutually explanatory of one another. For the purposes of
interpretation,the priority of the documents shall be in accordance with the following sequence:

a) The Contract Agreement,

b) Particular Conditions of Contract, Part 1
c) Particular Conditions of Contract, Part 2
d) The General Conditions of Contract (GCC:Construction - FIDIC - Red Book - 1999 Ed)
e) Specification - MoRTH 5th Revision
f) Bill of Quantities - Table 1
g) The Schedules,
1.9 Delayed Drawings or Instructions
This Sub-Clause is deleted.
1.12 Confidential Details
Add the following para at the end of Sub-Clause 1.12

“The Parties shall treat the details of the Contract as private and confidential, except to the extent necessary to
carry out obligations under it or to comply with Applicable Laws. The Contractor shall not publish, permit to be
published, or disclose any particulars of the Works in any trade or technical paper or elsewhere without the prior
agreement of the Employer.”
This entire clause shall be applicable upto a period of 24 months from the date of completion of works/ defects
liability/warranty period, as applicable.

1.13 Compliance with Laws

Delete sub-paragraph (a) of Sub-Clause 1.13.

Replace the word “permits” from sub-paragraph (b) of Sub-clause 1.13 and replace with “Permits”.

Add at the end of Sub-clause 1.13, the following:

All the Permits, as per the statutory requirements and Good Industry Practice shall be obtained by the Contractor
within 15 days from the Commencement Date.
The Contractor undertakes to comply with all the applicable Laws/ Statutes/ Directives or Regulations relating
to Anti-Bribery Laws in India and shall promptly notify the Employer of any actual or suspected breach and
provide all required information in this regard. Upon the occurrence of an actual or suspected breach, the
Contractor shall promptly take all remedial actions as suggested by the Employer and in the event of any failure to
take such remedial measures by the Contractor this Contract shall be automatically terminated with immediate
effect without damages or other sanction

The Contractor shall comply with the “Standard Contractual Protections” enclosed at Annexure E and “Due
Diligence Questionnaire” enclosed at Annexure F and shall provide an annual certificate / report stating
compliance of this by it and its intermediaries engaged with regard to this Contract
2 The Employer
2.1 Right of Access to the Site
Delete para-1 and para-2 of Sub-Clause 2.1 and replace with the following:

The Employer shall hand over provide access to the Contractor for execution of Works on the Commencement
Date subject to submission of Performance Security by the Contractor.

However, if and to the extent that the Employer's failure was caused by any act or omission or error or delay by the
REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

acts attributable to the Contractor, including an act or omission or error in, or delay in the submission of, any of
the Contractor's Documents, the Contractor is solely responsible and shall not be entitled to any remedy.

For delays not attributable to the Employer or the Contractor, joint assessment and action plan shall be developed
in a manner the Scheduled Completion Date is not affected.

Add the following paragraphs at the end of the Sub-Clause 2.1:The Employer may grant to the Contractor, before the
Commencement Date, access to the Site for carrying out surveys and investigations that the Contractor may deem
necessary.
2.2 Permits, Licenses or Approvals
Sub-Clause 2.2 is revised to read as follows:

The Employer may (where it is in a position to do so) provide reasonable assistance to the Contractor at the
request of the Contractor in obtaining any Permits, licenses or approvals required by the Laws of the Country/
State which the Contractor is required to obtain under Sub-Clause 1.13 [Compliance with Laws].
2.4 Employer's Financial Arrangements
This Sub-Clause is deleted.
2.6 Steps in Rights of Authority and/or Lenders
Insert Sub-Clause 2.6 as below:
Notwithstanding anything to the contrary in this contract, the Parties hereto expressly agree and acknowledge
that Authority/Lenders, in its sole discretion shall have the right to step into this Contract in accordance with the
Concession Agreement/ Financing Agreement in substitution of the Employer, in the event of Termination or
Suspension as defined in the Concession Agreement / Financing Agreement.
3 Replacement of Engineer
This Clause is deleted.
4 The Contractor
4.1 Contractor's General Obligations
Insert the following paragraph after 3rd paragraph in Sub-Clause 4.1:
The Contractor shall make its own arrangements for quarrying of materials needed for the Works under and in
accordance with the Applicable Laws and Permits.
Add at the beginning of the second paragraph the following words:

“Within 15 days from the Commencement Date,”

The words “design (to the extent specified in the Contract)” in Para 1, Line 1 stands deleted.

The word “design” in Para 2, Line 3 stands deleted.

The word “design” in Para 3, Line 6 stands deleted.

Delete para-5 of the Sub-Clause 4.1.

Add the following paragraphs at the end of Sub-Clause 4.1:

Mobilization should be carried out as per Employer approved mobilization plan/ equipment deployment
schedule, in line with the Construction Schedule approved by the Engineer.

The Contractor shall be responsible for arranging and maintaining accommodation to the labour at Site and
transportation of all labour to and fro from the labour camp to Site, as per prevailing statutory requirements/
Good Industry Practice.
4.2 Performance Security
Replace “42 days” with “30 days” in para 4 (b) and (c).
REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

Replace “.” at the end of sub-paragraph (d) with “, and”.

Add after the sub-paragraph (d), the sub-paragraph (e) as below:
“(e) Any other event of default by the Contractor which results in direct / indirect losses (or) consequential / special
damages to the Employer.”
Delete Para 5 of this Sub-Clause.

4.4 Subcontractors
The Contractor shall not subcontract any part of the Works to any other agency without the prior written consent
of the Employer.

Add the following at the end of Sub-Clause 4.4

The Contractor remains responsible for all of its obligations under this Contract, including the Works, regardless of
whether a subcontract or supply agreement is made or whether the Contractor relies upon any Subcontractor to
any extent. The Contractor's use of Subcontractors for any part of the Works will in no way increase the
Contractor's rights or diminish the Contractor's liabilities to the Employer with respect to this Contract, and in all
events the Contractor's rights and liabilities hereunder with respect to the Employer will be as though the
Contractor had itself performed such Work. The Contractor will be liable for any delays caused by any
Subcontractor as if the Contractor caused such delays.
The Contractor must make all payments to all Subcontractors in accordance with the respective agreements
between the Contractor and its Subcontractors such that Subcontractors will not be in a position to enforce liens
and/or other rights against the Employer. The Contractor shall indemnify the Employer against any loss/damages/
claims/ disputes relating to its Subcontractors.
The Contractor agrees to submit to Employer for approval, details of all subcontractors proposed to be engaged
(other than manpower directly employed by the Contractor), other than those declared during RFQ stage/ tender
stage. In case any violation of this provision is found at any stage of execution of this PO, the Employer reserves it's
right to take suitable action, including but not limited to blacklisting, termination etc.
4.6 Co-operation
Delete para 2 of this Sub-Clause.
Add the following at the end of Sub-Clause 4.6:

The Engineer shall furnish to the Contractor, the schedules of the works to be carried out by other contractors
engaged directly by the Employer for the Contract to integrate and co-ordinate towards completion of the Works.

The Contractor shall as instructed by the Engineer, co-ordinate with the Employer and its Contractors for planning
and scheduling its material procurement, equipment deployment, progress of Works in order to complete the
Works as per the Sub-Clause 8.2 [Time for Completion].
4.7 Setting Out
Delete the para 2, 3 and 4 of the Sub-Clause 4.7.
4.8 Safety Procedures
Replace sub-paragraph (a) with the following:
(a) Comply with all applicable safety regulations and the Safety Requirements as per Specifications and as per
EHS policy of Employer in Annexure C and as instructed from time to time by the Independent Engineer,
Employer and Engineer.
Add at the end of sub-paragraph (e), “and,”
4.9 Quality Assurance
In Para 2, Line 2, the word, “design” stands deleted.
4.10 Site Data
In Para 1, Line 2, the word “prior to the Base Date”, shall be replaced with “in line with the base program”.
In Para 1, Line 5, the word “after the Base Date”, shall be replaced with “in line with the base program”.

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

4.11 Sufficiency of the Accepted Contract Amount

Add at the end of the Sub-Clause 4.11 the following sub-paragraphs :

a) The Contractor acknowledges that prior to the execution of this Contract, the Contractor has, after a
complete and careful examination, made an independent evaluation of the Scope of the Project,
Specification, Schedules, Site, existing structures, local conditions, physical qualities of ground, subsoil
and geology, and all information provided by the
Employer or obtained, procured or gathered otherwise, and has determined to its satisfaction the
accuracy of otherwise
thereof and the nature and extent of difficulties, risks and hazards as are likely to arise or may be faced by
it in the course
of performance of its obligations hereunder. The Employer makes no representation whatsoever, express,
implicit or otherwise, regarding the accuracy, adequacy, correctness, reliability and/or completeness of
any assessment, assumptions, statement or information provided by it and the Contractor confirms that it
shall have no claim whatsoever against the Employer in this regard.

b) The Contractor acknowledges and hereby accepts the risk of inadequacy, mistake or error in or relating to
any of the matters set forth in (a) above and hereby acknowledges and agrees that the Employer shall not
be liable for the same in any manner whatsoever to the Contractor or any person claiming through or
under any of them.

c) The Parties agree that any mistake or error in or relating to any of the matters set forth in (a) above shall
not vitiate this Contract, or render it voidable.

d) In the event that either Party becomes aware of any mistake or error relating to any of the matters set
forth in (a) above, that Party shall immediately notify the other Party, specifying the mistake or
the error; provided however, that a failure on part of the Employer to give any notice pursuant
to this shall not prejudice the disclaimer of the Employer contained in (a) of this Sub-Clause
and shall not in any manner shift to the Employer any risks assumed by the Contractor pursuant to
this contract.
4.12 Unforeseeable Difficulties

Replace the Sub-Clause 4.12 [Unforeseeable Physical Conditions] with this Sub-Clause.

Except as otherwise stated in the Contract:

a) the Contractor shall be deemed to have obtained all necessary information as to risks, contingencies and
other circumstances which may influence or affect the Works;
b) by signing the Contract, the Contractor accepts total responsibility for having foreseen all difficulties and
costs of successfully completing the Works; and
c) The Contract Price shall not be adjusted to take account of any unforeseen difficulties or costs.
4.14 Avoidance of Interference

Add at the end of the Sub-Clause 4.14 the following :

The right of access granted by this Contract to the Contractor shall always be subject to existing rights of way and
the Contractor shall perform its obligations in a manner that, (2) Two lanes of the Project Highway open to traffic
at all times during the Construction Period. The Contractor shall inform the Employer about the requirement of
temporary diversions at-least 02 (Two) days in advance. The Contractor shall provide the traffic diversion as
required by the Employer for the execution of the work, in line with the approved schedule for construction.

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

4.18 Protection of the Environment

Add the following to the end of the Sub-Clause:

The Contractor shall develop an Environmental Management Plan with the following objectives:

• The Works shall endeavor to cause minimum impact of the environment;

• The Contractor shall, in all operations, economize on natural resources and energy;
• The Works shall be carried out considering the importance of human health and safety;
• All legal requirements and regulations related to the environment shall be complied with,
• The Contractor shall train, inform and stimulate its staff towards involvement, participation and
responsibility in environmental matters;
• The Contractor shall make sure that high environmental standards are implemented by subcontractors,
business partners and suppliers.
• The measures for the protection of the environment will be part of the Project Quality Management Plan.
4.19 Electricity, Water and Gas
Sub-Clause 4.19 is revised to read as follows:

The Contractor shall be solely responsible for the provision of all electricity, water, gas and any other utilities and/
or services required for the performance of the Works according to the Contract.
4.20 Employer's Equipment and Free-Issue Material
Delete para 3 and 4 of this Sub-Clause.
4.21 Progress Reports
Replace sub-para (a) , with the following:
(a) charts and detailed description of progress, including Contractor's documents, procurement, manufacture,
delivery to Site, construction, erection and testing
Replace the sub-paragraph (c) with the following:
(c ) - Deleted -
Delete the word “and” from the end of sub-paragraph (g).

Replace “.” at the end of sub-paragraph (h) with “; and”.

Add after the sub-paragraph (h), the sub-paragraph (i) as below:

i) ”such other relevant information as may be required by the Employer, Authority and/or the Independent
Engineer”.

Add at the end of Sub-Clause 4.21 the following:

The Contractor shall submit to the Employer progress reports on a daily/weekly/monthly basis in the format as
specified by the Employer.
4.23 Contractor's Operations on Site
Add the following paragraphs before the last paragraph of Sub-Clause 4.23:

The Contractor shall remove promptly from the Project Highway ( on all stretches after the same are handed over
by the Employer for construction activities till the entire scope of works in the said stretches is completed to the
satisfaction of the Employer) all surplus construction machinery and materials, waste materials (including
hazardous materials and waste water), rubbish and other debris (including, without limitation, accident debris)
and keep the Project Highway in a clean, tidy and orderly condition, and in conformity with the Applicable Laws,
Permits and Good Industry Practice. For avoidance of doubt, it is agreed that, the debris and material excavated
shall be carried to and deposited at the location instructed by the Engineer at the Contractor's own cost.

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

The Contractor shall not undertake or permit any form of commercial advertising, display or hoarding at any place
on the Site.

Add at the end of the first sentence of para-3 the following words:
“at its own cost, within 7 (seven) days.”
4.24 Fossils

This Sub-Clause is deleted.

5 Nominated Subcontractors

This Clause is deleted.

6 Staff and Labour
6.4 Labour Laws
Add the following at the end of Sub-Clause 6.4:

The Contractor shall at all time during the subsistence of this Contract comply with all existing acts, rules,
regulations and bye laws including any statutory amendments and reenactment of the State and / or Central
government and other local authorities including but not limited to the following, to the extent applicable to this
Contract; The Contractor hereby agrees, accepts and admits that the contractor shall be subjected to compliance
of applicable labour law compliances for all workers engaged by him irrespective of whether any non-compliances
have been notified by the Employer to the Contractor. The Employer shall not be put at risk of non-compliance
due to any act of the Contractor. The Contractor declares that the Contractor is compliant and shall continue to
comply with all of his obligations under any relevant Employment Legislations in respect of any of Contract
Employee engagement and performing the assigned services including obtaining all necessary licences and
paying all wages, taxes (including GST), contributions, subscriptions, premiums and fees in respect of its
employment of Contractor Employees including without limitations as stipulated elsewhere in this Work Order.

a) Air (Prevention & Control of Pollution Act), and Air (Prevention & Control of Pollution Rules),
b) Bonded Labour system (Abolition) Act,
c) Building and Other Construction Workers (Regulation of Employment and Conditions of Service) Act,
d) Building and Other Construction Workers' Welfare Cess Act,
e) Contract Labour (Regulation and Abolition) Act,
f) Employees Provident Fund and Miscellaneous Provisions Act,
g) Employees' State Insurance Act,
h) Employer's Liability Act,
i) Environment (Protection) Act, 1986 and Environmental Protection Rules, 1986.
j) Equal Remuneration Act,
k) Factories Act,
l) Industrial Employment (Standing Orders) Act,
m) Labour Laws (Exemption from Furnishing Returns and Maintaining Registers by Certain Establishments) Act,
n) Child Labour (Prohibition and Regulation) Act,
o) The Industrial Disputes Act,
p) The Minimum Wages Act,
q) The Payment of Bonus Act,
r) The Payment of Wages Act,
s) The Trade Unions Act,
t) Unorganised Workers' Social Security Act,
u) Water (Prevention & Control of Pollution) Act, and Water (Prevention & Control of Pollution) Rules,
v) Workmen's Compensation Act,
w) Apprentices Act,
x) Any other Act or enactment relating thereto and rules framed there under from time to time
REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

The Contractor shall be obligated to submit the proof of compliance to the enactments stated above and the
requisite documentary evidence shall be provided to the Employer on its request. No extra payment will be made
by the Employer for the purpose of Contractor's compliance to such laws.
The Contractor declares and re-affirms that the labourers engaged by him for the Works which was entrusted to
him by this Work Order shall be employees of him. The Company has no privity of Contract with the contract
labourers deployed by the Contractor and the Employer will have no liability whatsoever nature either under
Labour Legislation or under any other statute.

The Contractor hereby declares, undertakes and indemnifies Employer, its affiliates, employees and Agents
harmless from and against all liabilities, obligations, proceedings, Court or Tribunal Orders, Fines and Penalties,
costs, damages, expenses, cause (including reasonable legal cause) and claims and demands raising from any
claim by any Contract employees, who are in the services of the Contractor presently or who have already left the
services of the Contractor prior to this Deed or who are now continuing in the service and who may leave the
services of the Contractor hereafter in respect of the obligation pursuant to the clauses mention.

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

During continuance of the Contract the Contractor shall abide at all time by all existing labour enactments and
rules made there under, regulations, notifications and bye laws of State or Central Government of local authority
and any other labour law (including rules), regulations bye laws that may be passed or notification that may be
issued under any labour law in future either by the State or the Central Government of the local authority. The
Contractor shall indemnify, keep indemnified and hold harmless the Employer against any action that may be
initiated by the competent authority for non-compliance or contravention of any of the provisions of any act or
rules made thereunder, regulations, or notifications including amendments. If necessary to cause or observe or for
non-observance of the provisions stipulated in the notifications / bye laws / acts / rules / regulations including
amendments, if any, on the part of the Contractor, the Employer shall also have right to recover from the
Contractor any sum required or estimated to be required for making good the loss or damage suffered by the
Employer

The Contractor has to have his own Provident Fund (PF) Registration code and shall furnish all documentary proof
duly certified by PF Department.
6.5 Working Hours
Sub-Clause 6.5 is revised to read as follows:

The Contractor shall after obtaining the prior written approval of the Employer, have the option to work
continuously by day and by night and on locally recognized holidays, days of rest, provided that the Contractor
makes suitable arrangements for the same. However, the Employer shall ensure that all applicable permissions
and approvals from the relevant Governmental / quasi-governmental authorities are taken by the Contractor for
this purpose. Any approvals/ clearances from Independent Engineer/ Authority shall be ensured by the Employer.
6.6 Facilities for Staff and Labour
Delete the last sentence of the para-1 of this Sub-Clause.
7 Plant, Materials and Workmanship
7.3 Inspection

Add the following at the end of Sub-Clause 7.3:

During the Construction Period, the Engineer / Independent Engineer shall inspect the construction of the
Permanent Works at least once a month and make a report of such inspection (the "Inspection Report") stating in
reasonable detail the defects or deficiencies, if any, with particular reference to the Scope of the Project and
Specification. It shall send a copy of the Inspection Report to the Employer within 7 (seven) days of such
inspection. The Contractor, upon receipt of such report from the Engineer, after reviewing the same, shall rectify
and remedy the defects or deficiencies, if any, stated in the Inspection Report and submit its compliance to the
Engineer. Such inspection or submission of Inspection Report by the Engineer/ Independent Engineer shall not
relieve or absolve the Contractor of its obligations and liabilities in any manner whatsoever.
7.4 Testing
Add at the end of the para 2 of the Sub-Clause the following:

“The Contractor shall establish a central laboratory or use the services of any third party accredited laboratory for
testing of the materials. The cost for collection of samples, transporting the same to the laboratory, payments if
any to the third party accredited laboratory shall be borne by the Contractor.”
Delete the paragraphs 5 of this Sub-Clause.
Replace para 6 of this Sub-Clause with the following: For determining that the Works conform to the Specification,
the Independent Engineer / Engineer / Employer shall require the Contractor to carry out tests, at such time and
frequency and in such manner as may be specified by the Independent Engineer/ Engineer/ Employer from time
to time, in accordance with Good Industry Practice for quality assurance. The size of sample for such tests shall, to
the extent possible, not exceed 10% (ten per cent) of the quantity and/or number of tests prescribed by IRC and/or
MORTH for the construction works undertaken by the Authority through their contractors. The Contractor shall,
with due diligence, carry out all the tests in accordance with the instructions of the Engineer / Independent
Engineer and furnish the results thereof to the Employer. The cost of undertaking such tests shall be entirely borne
by the Contractor.
REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

7.5 Rejection
Sub-Clause 7.5 is revised to read as follows:

In the event that results of any tests conducted under the Sub-Clause 7.4 establish any defects or deficiencies in
the Works, the Contractor shall carry out remedial measures and furnish a report to the Engineer in this behalf. The
Engineer shall require the Contractor to carry out tests to determine that such remedial measures have brought
the Works into compliance with the Schedules & Specification, and the procedure set forth in Sub-Clause 7.4
[Testing] shall be repeated until such Works conform to the Specification & Schedules. For the avoidance of doubt,
it is agreed that tests pursuant to Sub-Clause 7.4 [Testing] shall be undertaken in addition to and independent of
the tests that shall be carried out by the Contractor for its own quality assurance in accordance with Good Industry
Practice. It is also agreed that a copy of the results of such tests shall be sent by the Contractor to the Engineer
forthwith. The cost of undertaking such tests shall be entirely borne by the Contractor.
8 Commencement, Delays and Suspension
8.3 Programme
Revise the Para 1 of this Sub-Clause with the following:
Within a maximum period of 7 days of execution of this Agreement, the Contractor shall submit the Contractor's
Documents to the Employer The Contractor shall also submit a revised programme whenever the previous
program is inconsistent with actual progress or with the Contractor's obligations. Each programme shall include:

(a) the order in which the Contractor intends to carry out the Contract Works, Contractor's Documents,
procurement, manufacture of Plant, delivery to Site, construction, erection and testing,
(b) the sequence and timing of inspections and tests specified in the Contract, and
(c) a supporting report which includes:
(i) a general description of the methods which the Contractor intends to adopt, and of the major stages, in
the execution of the Contract Works, and
(ii) details showing the Contractor's reasonable estimate of the number of each class of Contractor's
Personnel and of each type of Contractor's Equipment, required on the Site for each major stage.

Add the following at the end of Sub-Clause 8.3:

The programme shall be reviewed jointly by the Engineer and the Contractor at every month wherein, the delays if
any, in the progress of works with reference to the agreed programme, shall be given special attention. Necessary
modifications (updating/revisions) of the programme, within the overall time for completion shall be carried out
by mutual agreement between the Employer and the Contractor.
8.4 Extension of Time for Completion
Delete sub-paragraphs (c) and (d).

Rename sub-paragraph (e) as (c) and add after the sub-paragraph (c) the following sub-paragraph (d):
(d) An instruction of the Engineer to suspend the whole or any part of the Works, for reasons not attributable to
the Contractor.
8.5 Delays caused by Authorities
This Sub-Clause is deleted.
8.6 Rate of Progress
Add the following paragraph at the end of the Sub-clause.
Joint Review Meetings (to monitor the actual progress vis-à-vis approved programme for Construction, adequacy
of submittals and mobilization, status of Land Front, Obstructions, etc.,) shall be held on a fortnightly basis at a
pre-determined date to review and monitor progress.

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

8.8 Suspension of Work

Add at the end of the Para 1, after the word “damage” the words “at its own cost.”
Add the following para at the end of para 1 of this Sub-Clause.

In case of suspension by the Engineer due to the reasons attributable to the Contractor, the Engineer shall notify
the Contractor of the reason for suspension and instruct the Contractor to provide remedial measures accordingly.
The Contractor shall pursuant to this notice, suspend the Works or any part thereof for such time and in such
manner as specified by the Engineer and thereupon carry out remedial measures to secure the safety of the
suspended works.
9 Tests on Completion
9.1 Contractor's Obligations
Sub-Clause 9.1 is revised to read as follows:
The Contractor shall carry out the Tests on Completion in accordance with this Clause,Sub-Clause 7.4 [Testing] and
as per MORTH.
The Contractor shall give to the Engineer not less than 30 days' notice of the date of likely completion of the Works
and of its intent to conduct Tests on Completion. At the time of this notice, the Contractor shall provide a schedule
of the Tests on Completion as per the Specification. The Contractor shall give to the Engineer at least 14 days prior
notice of the actual date on which it intends to commence the Tests on Completion and at least 10 days prior
notice of the commencement date of any subsequent Tests on Completion. The Engineer shall have the right to
suspend or delay any Tests on Completion if it is reasonably anticipated or determined during the course of the
Tests on Completion that the performance of the Works or any part thereof does not meet the Specifications.

9.4 Failure to Pass Tests of Completion

Sub-paragraph (c) and the last paragraph of Sub-Clause 9.4 are deleted.

10 Employer's Taking Over

10.2 Taking Over of Parts of the Works
This Sub-Clause is deleted.
10.3 Interference with Tests on Completion
This Sub-Clause is deleted.
11 Defects Liability
11.2 Cost of Remedying Defects
Add the following to the end of Sub-Clause 11.2 :

In the event the Contractor does not maintain and/or repair the Works or any part thereof in conformity with the
Maintenance Requirements of the Concession Agreement with respect to rutting (not due to settlement in layers
not undertaken by the Contractor within scope of Works) / heaving/ bleeding/ raveling/ cracks upto 3 mm width/
potholes upto 40mm depth (where only BC has been done)/ potholes of any depth (where DBM rectification has
been done), and fails to commence remedial works within 15 (fifteen) days of receipt of the O&M Inspection
Report or a notice in this behalf from the Engineer or the Authority or the Independent Engineer, as the case may
be, the Employer shall, without prejudice to its rights under this Contract including Termination thereof, be
entitled to undertake such remedial measures at the risk and cost of the Contractor, and to recover its cost from
the Contractor.

In the event that the Contractor fails to repair or rectify any defect or deficiency set forth in the Maintenance
Requirements of the Concession Agreement for the defects as defined above within the period specified therein,
the Employer shall be entitled to recover damages from the Contractor, to be calculated and paid for each day of
delay until the repair or rectification of the defect, at a rate which is higher of Rs. 10,000 (ten thousand ) and 0.1%
(zero point one percent) of the cost of such repair or rectification as estimated by the Employer / Independent
Engineer.

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

For avoidance of doubt, crack sealing/ rectification (for cracks upto 3mm width) shall be undertaken by the
Contractor for a period of 12 months from date of Taking Over Certificate.

11.3 Extension of Defects Notification Period

Delete para 2 of this Sub-Clause.
11.4 Failure to Remedy Defects
Replace sub-paragraph (a) of Sub-Clause 11.4 with the following:

(a) carry out the work itself or by others, in a reasonable manner and at the Contractor's risk and cost and the
Contractor shall be subject to Sub-Clause 2.5 [Employer's Claims] pay to the Employer the costs reasonably
incurred by the Employer in remedying the defect or damage;
11.8 Contractor to Search
This Sub-Clause is deleted.
11.9 Performance Certificate
Add at the end of the first sentence of the second paragraph:
“to the satisfaction of the Employer”.
12 Measurement and Evaluation
12.3 Evaluation
This Sub-Clause is deleted.
13 Variations and Adjustments
13.1 Right to Vary
Delete the words “including any associated Tests on Completion, boreholes and other testing and exploratory
work, or” of the sub-paragraph (e) of this Sub-Clause.

Delete sub-paragraph (f) of this Sub-Clause

13.2 Value Engineering
This Sub-Clause is deleted.
13.3 Variation Procedure
This Sub-Clause is deleted.

13.4 Payment in Applicable Currencies

This Sub-Clause is deleted.

13.5 Provisional Sums

This Sub-Clause is deleted.

13.6 Day Work

This Sub-Clause is deleted

14 Contract Price and Payment

14.1 The Contract Price
Replace para (a) with the following:
The Contract Price includes all insurances, GST, taxes, duties, royalties, levies and imposts, including Labour Cess
or any other taxes, by central, provincial or Local Authorities, as applicable during the Contract Period. The
increase/decrease in the Contract Price mentioned here is independent of the quantity variation and will not invite
any change in the rate as mentioned in this Contract. The final quantities shall be paid as per the agreed and
signed off levels between Employer and Contractor. The
Contract Price shall be adjusted in accordance with the specific provisions of this Contract.

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

14.3 Application for Interim Payment Certificates

Add at the end of the Sub-Clause 14.3 the following:
The Contractor shall submit the following documents along with each monthly application for Interim Payment :

1.PF remittance challan & ECR (monthly)

2. ESI remittance challan & ECR (monthly)
3. WC/GPA/GMC/GTLI Premium Receipt (one time)
4. Wage register (monthly) - As per Form N (attached)
5. Muster Roll (daily and weekly hours of work) (monthly)
6. Monthly PT Remittance challan for first time vendors only (one time)
7. labour license
8. GST return/Challan (monthly)
9. Contractor's All Risk Insurance (one time)
10.Third Party Liability policy (one time)
11.Plant & Equipment insurance (one time)
12. BOCWRAC remittance challan (Amount will be deducted and paid by the Employer to the concerned authority but
responsibility for related compliances with the Contractor)

14.4 Schedule of Payments

This Sub-Clause is deleted
14.5 Plant and Materials intended for the Works
This Sub-Clause is deleted.

14.8 Delayed Payment

This Sub-Clause is deleted.

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

14.16 Currencies of Payment

The Contract Price shall be paid in local currency, i.e., currency of India.

15 Termination by Employer
15.1 Notice to Correct
Add at the end of the Sub-Clause 15.1 the following:

If no time is specified, then the same shall be within 60 (sixty) days.

15.2 Termination by Employer
Delete “or” at the end of sub-paragraph (e).

Add at the end of the Sub-Clause 15.2 the following:

The Employer shall also be entitled to terminate the Contract if Authority terminates the Concession Agreement
with the Concessionaire.

After the termination, the Contractor shall be responsible for all defects and deficiencies in the Works for a period
not less than 120 (one hundred twenty) days, to repair or rectify at its own costs all such defects and deficiencies
observed by the Engineer. If the Contractor fails to rectify or repair such defects and deficiencies within 15 days of
the Notice being issued, the Engineer shall get such repairs and rectifications at the Contractor's risk and cost so
that the Works conforms to the Maintenance Requirements of the Concession Agreement.
16 Suspension and Termination by Contractor
This Clause is deleted.

17 Risk and Responsibility

17.3 Employer's Risks
This Sub-Clause is deleted.
17.4 Consequences of Employer's Risks
This Sub-Clause is deleted.
18 Insurance
18.1 General Requirements for Insurances
Add the following to the end of Sub-Clause 18.1:

The Contractor shall at its cost and expense, purchase and maintain during the Construction Period, the
Insurances for such maximum sums as may be required as per the Applicable Laws and in accordance with Good
Industry Practice, which shall be acceptable to the Employer, Authority and the Lenders, as below:

(i) Contractor's All Risk Insurance,

(ii) Third Party Liability policy,
(iii) Workmen's Compensation Insurance,
(iv) Plant & Equipment insurance, marine/transit insurance,
(v) Any other insurance that the Contractor may be required to take out under Indian law.

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

In each Insurance policy, the Employer and Authority shall be co-insured.

The Insurance policies shall include a waiver of any and all rights of subrogation or recoveries of the insurers
thereunder against, inter alia, the Employer and Authority.

The proceeds from all insurance claims, except life and injury, shall be paid to the Employer by credit to the Escrow
account and the Employer shall pay such proceeds to the Contractor for any necessary repair, reconstruction,
reinstatement, replacement, improvement, delivery or installation of the Project Highway.
18.2 Insurance for Works and Contractor's Equipment
Delete “and” at the end of sub-paragraph (d), rename sub-paragraph (e) as (f) and insert the following sub-paragraph
(e) to Sub-Clause 18.2:
(e) “shall be in the form of an all-risk comprehensive Contractor's Insurance”, and
19 Force Majeure
Replace Clause-19 in its entirety with Clause-19 annexed to these Particular Conditions (Annexure - D: Force Majeure)
20 Claim, Disputes and Arbitration
20 Replace the entire Clause 20 with the following:

In the event of any disagreement (or) dispute, every effort shall be made by the Employer and Contractor to settle
the dispute amicably and if the dispute still remains unresolved then the same shall be referred to Arbitration in
accordance with and subject to the provisions of Arbitration and Conciliation Act, 1996 or any statutory
modification or reenactment thereto for the time being in force. Sole arbitrator shall be appointed by the
Employer. The award of the Arbitrator shall be final and binding on the Parties to the reference. The arbitration
proceedings shall be held in Ahmedabad only and the language to be employed is English. Cost of the arbitration
to be borne by the respective party as decided in the arbitral award.

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

ANNEXURE A
FORMAT FOR PERFORMANCE SECURITY

To,
The _____________,
___________________, B.G No.
____________________
WHEREAS: B.G. Amount Rs.
A ……………….. (the “Contractor”)
B.G. Date
and ___________,(the
“Employer”) have entered B.G. Expiry Date
into an Contract dated
…………….. (the B.G. Claim Expiry
“Contract”) whereby the Date

Contractor has agreed to the Employer for undertaking _______________________________________,

subject to and in accordance with the provisions of the Contract.

B.The Contract requires the Contractor to furnish a Performance Security to the Employer in a sum of Rs. ________
(Rupees____________________) (the “Guarantee Amount”) as security for due and faithful performance of its
obligations, under and in accordance with the Contract, during the Construction Period (as defined in the Contract).
C.We,___________, a banking company incorporated under the Companies Act 1956 and carrying on banking business
under The Banking Regulation Act, 1949 and having its registered office at
_____________________________________ through our Branch at …………………. (The “Bank”) have agreed to
furnish this Bank Guarantee by way of Performance Security for an amount of Rs. ___________
(Rupees_________________).
NOW, THEREFORE, the Bank hereby, unconditionally and irrevocably, guarantees and affirms as follows:
1. The Bank hereby unconditionally and irrevocably guarantees the due and faithful performance of the
Contractor's obligations during the Construction Period and Defects Liability Period, under and in accordance with
the Contract, and agrees and undertakes to pay to the Employer, upon its mere first written demand, and without any
demur, reservation, recourse, contest or protest, and without any reference to the Contractor, such sum or sums up to
an aggregate sum of the Guarantee Amount as the Employer shall claim not exceeding
Rs._______(Rupees_____________), without the Employer being required to prove or to show grounds or reasons for
its demand and/or for the sum specified therein.
2. A letter duly signed by the authorized signatory of the Employer through registered post/ speed post / in
person claiming the Guarantee Amount not exceeding Rs. ___(Rupees____________), that the Contractor has
committed default in the due and faithful performance of all or any of its obligations under and in accordance with
the Contract shall be conclusive, final and binding on the Bank. The Bank further agrees that the Employer shall be
the sole judge as to whether the Contractor is in default in due and faithful performance of its obligations during the
Construction Period under the Contract and its decision that the Contractor is in default shall be final, and binding on
the Bank, notwithstanding any differences between the Employer and the Contractor, or any dispute between them
pending before any court, tribunal, arbitrators or any other body, or by the discharge of the Contract or for any
reason whatsoever.
3. In order to give effect to this Guarantee, the Employer shall be entitled to act as if the Bank were the party
having principal obligation and any change in the constitution of the Contractor and/or the Bank, whether by their
absorption with any other body or corporation or otherwise, shall not in any way or manner affect the liability or
obligation of the Bank under this Guarantee.
4. It shall not be necessary, and the Bank hereby waives any necessity, for the Employer to proceed against the
Contractor before presenting to the Bank its demand under this Guarantee.

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

5. The Employer shall have the liberty, without affecting in any manner the liability of the Bank under this Guarantee, to
vary at any time, the terms and conditions of the Contract or to extend the time or period for the compliance with, fulfilment
and/ or performance of all or any of the obligations of the Contractor contained in the Contract or to postpone for any time,
and from time to time, any of the rights and powers exercisable by the Employer against the Contractor, and either to enforce
or forbear from enforcing any of the terms and conditions contained in the Contract and/or the securities available to the
Employer, and the Bank shall not be released from its liability and obligation under these presents by any exercise by the
Employer of the liberty with reference to the matters aforesaid or by reason of time being given to the Contractor or any other
forbearance, indulgence, act or omission on the part of the Employer or of any other matter or thing whatsoever which under
any law relating to sureties and guarantors would but for this provision have the effect of releasing the Bank from its liability
and obligation under this Guarantee and the Bank hereby waives all of its rights under any such law.
6. This Guarantee is in addition to and not in substitution of any other guarantee or security now or which may hereafter
be held by the Employer in respect of or relating to the Contract or for the fulfilment, compliance and/or performance of all or
any of the obligations of the Contractor under the Contract.
7. Notwithstanding anything contained hereinbefore, the liability of the Bank under this Guarantee is restricted to the
Guarantee Amount and this Guarantee will remain in force for the period specified in paragraph 8 below and unless a demand
or claim as mentioned in para two herein above is made by the Employer on the Bank under this Guarantee, not later than 6
(six) months from the date of expiry of this Guarantee, all rights of the Employer under this Guarantee shall be forfeited and the
Bank shall be relieved from its liabilities hereunder.
8. The Performance Security shall be in force and effect till the Expiry Date mentioned herein below and Bank Guarantee
shall be released to the Contractor after the Contractor shall have obtained the Defects Liability Certificate from the Employer
and provided the Contractor is not in breach of this Contract. Upon request made by the Contractor for release of the
Performance Security along with the particulars required hereunder, duly certified by a statutory auditor of the Contractor, the
Employer shall release the Performance Security forthwith.
9. The Bank undertakes not to revoke this Guarantee during its currency, except with the previous express consent of the
Employer in writing and declares and warrants that it has the power to issue this Guarantee and the undersigned has full
powers to do so on behalf of the Bank.
10. Any notice by way of request, demand or otherwise hereunder may be sent as stated in para two hereinabove , i.e by
registered post/ speed post addressed to the Bank/ in person at its above referred Branch, which shall be deemed to have been
duly authorised to receive such notice and to effect payment thereof forthwith, and if sent by registered post/ speed post/
courier it shall be deemed to have been given at the time when it would be received and duly acknowledged by the bank at its
counters.
11. This Guarantee shall come into force with immediate effect and shall remain in force and effect for a period of …….
days/months, subject to the issuance of Defects Liability Certificate by the Employer pursuant to the provisions of the Contract.
Notwithstanding anything contained hereinabove, our liability is restricted to Rs.________ (Rupees___________________) in the
aggregate. This Guarantee will remain in force up to ___________ (“Expiry Date”) unless a claim or a demand in writing is made against
the terms of this Guarantee on or before ______________ (“Claim Expiry Date”, which shall be 180 days from the Expiry Date) all your
rights in the said Guarantee shall be forfeited and we shall be relieved and discharged from all the liability thereunder irrespective of
whether the original Guarantee is received by us or not.
Signed and sealed this ___________ day of ___________, 20__ at _________.

For and on behalf of the BANK,

Name:
Designation:
Code Number:
Address:
NOTES:

(i) The bank guarantee should contain the name, designation and code number of the officer(s) signing the guarantee.

(ii) The address, telephone number and other details of the Head Office of the Bank as well as of issuing Branch should be
mentioned on the covering letter of issuing Branch.
REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

ANNEXURE-B

FORMAT FOR ADVANCE PAYMENT BANK GUARANTEE

To
_______________,
_______________,
_______________

WHEREAS:
(A) ______________ (the “Contractor”) and ___________, (the “Employer”) have entered into a Contract dated _____________
(the “Contract”) whereby the Contractor has agreed to the Employer for undertaking
_______________________________________________________________________________________________________________,
subject to and in accordance with the provisions of the Contract.

(B) The Contract requires the Employer to make and advance payment of Rs.______ (Rupees__________________) to the
Contractor for facilitating mobilization under the Contract and requires the Contractor to furnish an Advance Payment Bank Guarantee
to the Employer in a sum of Rs. ________ (Rupees____________________) (the “Guarantee Amount”) as security for the due and faithful
performance of its obligations against the advance amount received and the recovery of such advance amount by the Employer, under
and in accordance with the Contract.
(C) We, _______________, a banking company incorporated under the Companies Act 1956 and carrying on banking business
under The Banking Regulation Act, 1949 and having its registered office at _____________________________________through our
Branch at __________ (hereinafter referred to as the “Bank” which expression shall unless repugnant to context or meaning thereof,
include its successors or assigns in business) agree unconditionally and irrevocably to guarantee as primary obligator and not as surety
merely, the payment to the Employer on its first demand without whatsoever right of objection on our part and without its first claim to
the Contractor, the amount not exceeding Rs._______(Rupees__________________), in the form of an Advance Payment Bank
Guarantee, such amounts to be reduced periodically by the amounts recovered by the Employer as per the proceeds of the Contract.

NOW, THEREFORE, the Bank hereby, unconditionally and irrevocably, guarantees and affirms as follows:

1. The Bank hereby unconditionally and irrevocably guarantees the due and faithful performance of the Contractor's obligations
in respect of the advance amount received and the recovery of such advance amount, under and in accordance with the Contract, and
agrees and undertakes to pay to the Employer, upon its mere first written demand, and without any demur, reservation, recourse,
contest or protest, and without any reference to the Contractor, such sum or sums up to an aggregate sum of the Guarantee Amount as
the Employer shall claim not exceeding Rs.______________ (Rupees__________________), without the Employer being required to
prove or to show grounds or reasons for its demand and/or for the sum specified therein.

2. A letter duly signed by the authorized signatory of the Employer through registered post/ speed post / in person stating that
the Contractor has committed default in the due and faithful performance of all or any of its obligations in respect of the advance
payments under and in accordance with the Contract shall be conclusive, final and binding on the Bank. The Bank further agrees that
the Employer shall be the sole judge as to whether the Contractor is in default in due and faithful performance of its obligations in
respect of the advance payment under the Contract and its decision that the Contractor is in default shall be final, and binding on the
Bank, notwithstanding any differences between the Employer and the Contractor, or any dispute between them pending before any
court, tribunal, arbitrators or any other body, or by the discharge of the Contract or for any reason whatsoever.

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

3. Without prejudice to the terms of this Guarantee, the Employer shall not be entitled to draw any monies under this Guarantee,
until the Bank has received notice in writing from the Employer that an advance payment of the amount not exceeding
Rs._______(Rupees _________________________) has been paid to the Contractor pursuant to the Contract.
4. In order to give effect to this Guarantee, the Employer shall be entitled to act as if the Bank were the party having principal
obligation and any change in the constitution of the Contractor and/or the Bank, whether by their absorption with any other body or
corporation or otherwise, shall not in any way or manner affect the liability or obligation of the Bank under this Guarantee.
5. It shall not be necessary, and the Bank hereby waives any necessity, for the Employer to proceed against the Contractor before
presenting to the Bank its demand under this Guarantee.
6. The Employer shall have the liberty, without affecting in any manner the liability of the Bank under this Guarantee, to vary at
any time, the terms and conditions of the Contract or to extend the time or period for the compliance with, fulfillment and/ or
performance of all or any of the obligations of the Contractor contained in the Contract or to postpone for any time, and from time to
time, any of the rights and powers exercisable by the Employer against the Contractor, and either to enforce or forbear from enforcing
any of the terms and conditions contained in the Contract and/or the securities available to the Employer, and the Bank shall not be
released from its liability and obligation under these presents by any exercise by the Employer of the liberty with reference to the
matters aforesaid or by reason of time being given to the Contractor or any other forbearance, indulgence, act or omission on the part
of the Employer or of any other matter or thing whatsoever which under any law relating to sureties and guarantors would but for this
provision have the effect of releasing the Bank from its liability and obligation under this Guarantee and the Bank hereby waives all of
its rights under any such law.
7. This Guarantee is in addition to and not in substitution of any other guarantee or security now or which may hereafter be held
by the Employer in respect of or relating to the Contract or for the fulfillment, compliance and/or performance of all or any of the
obligations of the Contractor under the Contract.
8. Notwithstanding anything contained hereinbefore, the liability of the Bank under this Guarantee is restricted to the Guarantee
Amount and this Guarantee will remain valid and in full effect from the date of the advance payment under the Contract until the
Employer has received full repayment of the same amount from the Contractor or till __________ and unless a demand or claim as
mentioned in para two hereinabove is made by the Employer on the Bank under this Guarantee, not later than 3 (three) months from
the date of expiry of this Guarantee, all rights of the Employer under this Guarantee shall be forfeited and the Bank shall be relieved
from its liabilities hereunder.
9. The Advance Payment Bank Guarantee shall be in force and effect as per the following schedule; the Advance Payment Bank
Guarantee shall be reduced periodically to the extent of the monies repaid by the Contractor to the Employer against the advance
payment as per the Contract, provided the Contractor is not in breach of the Contract. The Bank also agreed that on the certification of
the Employer the amount of the bank guarantee shall stand reduced to the extent so certified by the Employer. The Bank agree that
upon request made by the Contractor for reduction of the Guarantee Amount of the Advance Payment Bank Guarantee to the extent of
monies certified by the Employer, along with such certification and other particulars required hereunder, duly certified by a statutory
auditor of the Contractor, the amount of the Advance Payment Bank Guarantee shall stand reduced to such extent certified by the
Employer.
10. The Bank undertakes not to revoke this Guarantee during its currency, except with the previous express consent of the
Employer in writing, and declares and warrants that it has the power to issue this Guarantee and the undersigned has full powers to do
so on behalf of the Bank.
11. Any notice by way of request, demand or otherwise hereunder may be sent as stated in para two hereinabove , i.e by
registered post/ speed post addressed to the Bank/ in person at its above referred Branch, which shall be deemed to have been duly
authorized to receive such notice and to effect payment thereof forthwith, and if sent by registered post/ speed post, it shall be deemed
to have been given at the time when it would be received and duly acknowledged by the bank at its counters .
12. The Bank also agrees that the Employer at its option shall be entitled to enforce this Guarantee against the Bank as a Principal
debtor, in first instance without proceeding against the Contract and notwithstanding any security or other Guarantee that the
Employer may have in relation to the Contractor's liabilities.

Notwithstanding anything contained hereinabove, our liability is restricted to Rs.________ (Rupees___________________) in the
aggregate. This Guarantee will remain in force up to ___________ (“Expiry Date”) unless a claim or a demand in writing is made against
the terms of this Guarantee on or before ______________ (“Claim Expiry Date”, i.e 90 days from Expiry Date) all your rights in the said
Guarantee shall be forfeited and we shall be relieved and discharged from all the liability thereunder irrespective of whether the original
Guarantee is received by us or not.
Signed and sealed this ___________ day of ___________, 20__ at _________.

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

For and on behalf of the BANK,

Name:
Designation:
Code Number:
Address:

NOTES:
(i) The bank guarantee should contain the name, designation and code number of the officer(s) signing the guarantee.
(ii) The address, telephone number and other details of the Head Office of the Bank as well as of issuing Branch should be
mentioned on the covering letter of issuing Branch.

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

Annexure C
EHS Policy

1.No workmen below 18 years and above 55 years of age shall be engaged for job.
2.All workmen shall be screened before engaging them on the job. Physical fitness of the person to certain jobs like working at height or other dangerous
locations to be ensured before engaging the person on work. The final decision rests with the site management to reject any person on the ground of physical
fitness.
3.Smoking is strictly prohibited at workplace.
4.Contactors shall ensure adequate supervision at workplace. They shall ensure that al persons working under them shall not create any hazard to self or to
coworkers.
5.Nobody is allowed to work without wearing helmet wherever it is warranted. Chinstrap of safety helmet shall be always on.
6.No one is allowed to work at or more than 2m height without wearing safety harness.
7.Lanyard of harness shall be anchored to firm support preferably at shoulder level.
8.No one is allowed to enter into workplace and work at site without adequate foot protection.
9.Usage of eye protection shall be ensured when workmen are engaged for grinding, chipping, welding and gas-cutting. For other jobs, as and when Site
Incharge insists eye protection shall be used A I PPE like shoes, helmet, safety harness etc. shall be arranged before starting the job. PPE non-compliance
may attract penalty.
10.All excavated pits shall be barricaded and barricade to be maintained till the backfilling is done. Safe approach shall be ensured into every excavation.
11.Adequate illumination at workplace shall be ensured before starting the job at night.
12.All the dangerous moving parts of the portable/fixed machinery being used shall be adequately guarded.
13.Ladders being used at Site shall be adequately secured at bottom and top. Ladders shall not be used as work platforms.
14.Erection zones and dismantling zones shall be barricaded and a signalman to be posted to ensure that nobody stands under suspended load.
15.Materials shall not be thrown from heights in any case.
16.Other than the electricians with proper PPE, no one is allowed to carry out electrical connections, repairs on electrical equipment or other job related thereto.
17.Power supply shall be taken through RCCB of 30 mA sensitivity.
18.Insertion of bare wires for tapping power from electrical sockets is prohibited.
19.All major, minor accidents and near misses to be reported to Site In-charge to enable the management to take necessary steps to avoid recurrence.
20.All scaffoldings/work platforms shall be strong enough to take the expected load. The width of the working platform and fall protection arrangements shall be
maintained as per prescribed procedure.
21.All tools and tackles shall be inspected for use. Defects to be reported immediately. No lifting tackle to be used unless it is certified by the concerned Site
Incharge.
22.Passage shall not be blocked with materials. Good housekeeping to be maintained. Materials like bricks shall not be stacked more than 1.5m height.
23.Debris, scrap and other materials shall be cleared from the workplace time to time and at the time of closing of work every day. Scrap bins provided at site
shall be used.
24.Supplier shall ensure that all their workmen are following safety practices while travelling in the company s transport and staying at company's
accommodations.
25.Adequate firefighting equipment shall be made available at workplace and persons are to be trained in firefighting techniques.
26.All unsafe conditions, unsafe acts reported by Site Supervisors shall be corrected on priority basis.
27.No children shall be allowed to enter the workplace, use of any form of forced or compulsory labour and all forms of discrimination and abuse at the work
place is prohibited.
28.Female workers are not allowed to work at height and other high-risk areas.
29.Hydra Cranes shall not be engaged for construction activities.
30.Suppliers shall ensure that all the living rooms and toilets used by them in workmen colony are maintained clear and hygienic. Food and other wastes shall
be disposed off suitably.
31.Contractors should comply with all statutory and other applicable legal and regulatory requirements with respect to worker's rights, migrant workers and
H&S.
32.Contractors should have policies governing the provision with respect to overtime, vacation, and public holidays and maternity, sickness and disability
benefits of the employees/workers.
33.Adopt sustainable and resource-efficient processes and to conserve natural resources, reduce adverse environmental impacts (such as waste and
environmental emissions) and enhance energy efficiency.
34.Comply with all statutory and other applicable legal and regulatory requirements with respect to the environment.
35.Should identify, monitor and control environmental risks which arise in connection with the works and operations and take commensurate mitigation
measures to minimize the adverse environmental impacts.

I have read all the contents given above/l was explained all the contents given above listing the EHS Code of Practice to be followed and I understand the
requirements. I shall strictly adhere to all the EHS norms in all areas of working. I understand complying with the company EHS norms is mandatory to me.

Date:
Place

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

ANNEXURE - D
FORCE MAJEURE

19 Force Majeure
Definition of a Force Majeure

Force Majeure or "Force Majeure Event" shall mean occurrence in India of any or all of Non-Political Event, Indirect
Political Event and Political Event, as defined in Sub-Clauses 19.1.1, 19.1.2 and 19.1.3 respectively, if it affects the
performance by the Party claiming the benefit of Force Majeure (the "Affected Party") of its obligations under
19.1 this Contract and which act or event

(i) is beyond the reasonable control of the Affected Party, and

(ii) the Affected Party could not have prevented or overcome by exercise of due diligence and following Good
Industry practice, and
(iii) has material adverse effect on the Affected Party.
Non-Political Event

A Non-Political Event shall mean one or more of the following acts or events:
(a) act of God, epidemic, extremely adverse weather conditions, lightning, earthquake, landslide, cyclone,
flood, volcanic eruption, chemical or radioactive contamination or ionising radiation, fire or explosion
(to the extent of contamination or radiation or fire or explosion originating from a source external to
the Site);
(b) strikes or boycotts (other than those involving the Contractor or their respective employees/
representatives, or attributable to any act or omission of any of them) interrupting supplies and
services to the Works for a continuous period of 24 (twenty four) hours and an aggregate period
19.1.1 exceeding 7 (seven) days in an Accounting Year, and not being an Indirect Political Event set forth in
Sub-Clause 19.1.2;
(c) any failure or delay of the Contractor but only to the extent caused by another Non-Political Event;
(d) any judgement or order of any court of competent jurisdiction or statutory authority made against the
Contractor in any proceedings for reasons other than (i) failure of the Contractor to comply with any
Applicable Law or Applicable Permit, or (ii) on account of breach of any Applicable Law or Applicable
Permit or of any contract, or (iii) enforcement of this Contract, or (iv) exercise of any of its rights under
this Contract by the Employer;
(e) the discovery of geological conditions, toxic contamination or archaeological remains on the Site that
could not reasonably have been expected to be discovered through a site inspection; or
(f) any event or circumstances of a nature analogous to any of the foregoing.
Indirect Political Event
An indirect Political Event shall mean one or more of the following acts or events:

(a) an act of war (whether declared or undeclared), invasion, armed conflict or act of foreign enemy, blockade,
embargo, riot, insurrection, terrorist or military action, civil commotion or politically motivated sabotage;
19.1.2
(b) industry-wide or State-wide strikes or industrial action for a continuous period of 24 (twenty four) hours
and exceeding an aggregate period of 7 (seven) days in an Accounting Year;
(c) any failure or delay of the Contractor to the extent caused by any Indirect Political Event;
(d) any Indirect Political Event that causes a Non-Political Event; or
(e) any event or circumstances of a nature analogous to any of the foregoing.

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

Political Event
A Political Event shall mean one or more of the following acts or events by or on account of any Government
Instrumentality:
(a) Change in Law, only if consequences thereof cannot be dealt with under and in accordance with provisions
of Sub-Clause 13.7 [Adjustments for Changes in Legislation] ;
(b) compulsory acquisition in national interest or expropriation of any Project Assets or rights of the Employer
or of the Contractor;
19.1 (C) unlawful or unauthorised or without jurisdiction revocation of, or refusal to renew or grant without valid
cause, any clearance, license, permit, authorisation, no objection certificate, consent, approval or exemption
required by the Contractor or any of the Contractors to perform their respective obligations under this
Contract, provided that such delay, modification, denial, refusal or revocation did not result from the
Contractor's inability or failure to comply with any condition relating to grant, maintenance or renewal of such
(a) clearance, license, authorisation, no objection certificate, exemption, consent, approval or permit;
(b) any failure or delay of the Contractor but only to the extent caused by another Political Event; or
(c) any event or circumstance of a nature analogous to any of the foregoing.
19.2 Duty to report Force Majeure Event

Upon occurrence of a Force Majeure Event, the Affected Party shall by notice report such occurrence to the other
Party forthwith. Any notice pursuant hereto shall include full particulars of:

(a) the nature and extent of each Force Majeure Event which is the subject of any claim for relief under this
Clause 19 with evidence in support thereof;
19.2.1 (b) the estimated duration and the effect or probable effect which such Force Majeure Event is having or will
have on the Affected Party's performance of its obligations under this Contract;
(c) the measures which the Affected Party is taking or proposes to take for alleviating the impact of such Force
Majeure Event; and
(d) any other information relevant to the Affected Party's claim.

The Affected Party shall not be entitled to any relief for or in respect of a Force Majeure Event unless it shall have
notified the other Party of the occurrence of the Force Majeure Event as soon as reasonably practicable, and in any
19.2.2 event not later than 7 (seven) days after the Affected Party knew, or ought reasonably to have known, of its
occurrence, and shall have given particulars of the probable material effect that the Force Majeure Event is likely
to have on the performance of its obligations under this Contract.
For so long as the Affected Party continues to claim to be materially affected by such Force Majeure Event, it shall
19.2.3 provide the other Party with regular (and not less than weekly) reports containing information as required by Sub-
Clause 19.2.1, and such other information as the other Party may reasonably request the Affected Party to provide.

19.3 Consequences of Force Majeure and Duty to Minimise Delay

Consequences of Force Majeure

At any time after the Commencement Date, if any Force Majeure Event occurs before the Completion Date, the
19.3.1 dates set forth in the Times for Completion of Works as per Sub-Clause 8.4 [Time for Completion] shall be extended
by a period equal in length to the duration for which such Force Majeure Event subsists.

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

Duty to Minimise Delay

19.3.2
Each Party shall at all times use all reasonable endeavors to minimize any delay in the performance of the Contract
as a result of Force Majeure.

19.4 Allocation of costs arising out of Force Majeure

Upon occurrence of any Force Majeure Event prior to the Commencement Date, the Parties shall bear their
19.4.1 respective costs and no Party shall be required to pay to the other Party any costs thereof.

Upon occurrence of a Force Majeure Event after the Commencement Date, the costs incurred and attributable to
such event and directly relating to the Project (the "Force Majeure Costs") shall be allocated and paid as follows:
(a) upon occurrence of a Non-Political Event, the Parties shall bear their respective Force Majeure Costs and
neither Party shall be required to pay to the other Party any costs thereof;
(b) upon occurrence of an Indirect Political Event, all Force Majeure Costs attributable to such Indirect Political
Event, and not exceeding the Insurance Cover for such Indirect Political Event, shall be borne by the
Contractor, and to the extent Force Majeure Costs exceed such Insurance Cover, one half of such excess
19.4.2
amount shall be reimbursed by the Employer to the Contractor; and
(c) upon occurrence of a Political Event, all Force Majeure Costs attributable to such Political Event shall be
reimbursed by the Employer to the Contractor.

For avoidance of doubt, Force Majeure Costs may include any increase in the Cost of Construction Works on
account of inflation and all other costs directly attributable to the Force Majeure Event.

Save and except as expressly provided in this Clause-19, neither Party shall be liable in any manner whatsoever to
19.4.3 the other Party in respect of any loss, damage, cost, expense, claims, demands and proceedings relating to or
arising out of occurrence or existence of any Force Majeure Event or exercise of any right pursuant hereto.

Optional Termination Notice for Force Majeure Event

If a Force Majeure Event subsists for a period of 180 (one hundred and eighty) days or more within a continuous
period of 365 (three hundred and sixty five) days, either Party may in its discretion terminate this Contract by
issuing a Termination Notice to the other Party without being liable in any manner whatsoever, save as provided
19.5
in this Clause 19, and upon issue of such Termination Notice, this Contract shall, notwithstanding anything to the
contrary contained herein, stand terminated forthwith; provided that before issuing such Termination Notice, the
Party intending to issue the Termination Notice shall inform the other Party of such intention and grant 15
(fifteen) days' time to make a representation, and may after the expiry of such 15 (fifteen) days period, whether or
not it is in receipt of such representation, in its sole discretion issue the Termination Notice.
Optional Termination Payment

19.6 Upon such termination, the Employer shall pay to the Contractor:

(a) the amounts payable for any work carried out;

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM

 (FORMERLY NAGPUR - SEONI EXPRESS WAY LIMITED)
NAGPUR SEONI EXPRESS WAY PVT LTD
HOUSE NO 15, ISHWAR NAGAR, JYARAT NAKA,

AKBAR WARD, DIST. SEONI, MADHYA PRADESH - 480661

(b) the Cost of Plant and Materials ordered for the Works which have been delivered to the Contractor, or of
which the Contractor is liable to accept delivery: this Plant and Materials shall become the property of (and be
at the risk of) the Employer when paid for by the Employer, and the Contractor shall place the same at the
Employer's disposal;
(c) any other Cost or liability which in the circumstances was reasonably incurred by the Contractor in the
expectation of completing the Works;
Excuse from performance of obligations

If the Affected Party is rendered wholly or partially unable to perform its obligations under this Contract because
of a Force Majeure Event, it shall be excused from performance of such of its obligations to the extent it is unable
to perform on account of such Force Majeure Event; provided that:

(a) the suspension of performance shall be of no greater scope and of no longer duration than is reasonably
19.7
required by the Force Majeure Event;
(b) the Affected Party shall make all reasonable efforts to mitigate or limit damage to the other Party arising out of
or as a result of the existence or occurrence of such Force Majeure Event and to cure the same with due
diligence; and
(c) when the Affected Party is able to resume performance of its obligations under this Contract, it shall give to the
other Party notice to that effect and shall promptly resume performance of its obligations hereunder.

Dispute Resolution
19.8
Dispute shall be finally settled in accordance with the Dispute Resolution Procedure provided under Sub-Clause
20.2;

REGITERED OFFICE: 5TH FLOOR, SKCL TECH SQUARE, LAZER ST, SOUTH PHASE, SIDCO INDUSTRIAL ESTATE, GUINDY, CHENNAI - 600032, TAMIL NADU, INDIA

CIN: U45203TN2007PTC164454 Tel: +914443986000 Email: NSEPL.PH@INDINFRAVIT.COM