RETAIL TECHNOLOGY CENTRE BHARAT PETROLEUM …

BPCL CRFQ No: 1000200528

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RETAIL TECHNOLOGY CENTRE BHARAT PETROLEUM CORPORATION LIMITED

‘A’ INSTALLATION, SEWREE FORT ROAD SEWREE (E),

MUMBAI-400015

TENDER FOR

LOYALTY PROGRAM AND MANAGEMENT (Software Solution and backend management)

CRFQ NO: 1000194247

DUE ON: 6th January 2013 at 1500 Hours IST


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Section Description Page No

I Introduction 6

II Bid Qualification Criteria 9

III Scope of Work 14

IV Execution Timelines 29

V Service Level Agreement (SLA) 30

VI Price Bid 66

VII Payment Terms/Schedule 80

VIII Special Terms & Conditions 81

IX General Terms & Conditions 89

X Enclosures 114


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Basic Information of Tender

Sr. No. Title Details /timelines

1 Title LOYALTY PROGRAM AND MANAGEMENT

(Software Solution and backend management)

2 Type of Tender Public

3 Bid Type Two part bid(Technical and commercial)

4 Evaluation Criteria L1 basis.

5 Tender releasing Date 11th December 2013

6 Submission of

queries/clarifications

17th December 2013 17.00 Hrs

7 Pre Bid Meeting Date

and Time

20th December 2013 10.00 Hrs to 14.30 Hrs

8 Tender submission

Date and Time

6th January 2014 at 1500 Hours IST.

9 Technical bid open

date and time

6th January 2014 15.30 Hrs

10 Proof Of Concept 13th January 2014 to 20th January 2014

11 Technical Evaluation 21st January 2014 to 23rd January 2014

12 Commercial Bid

opening

24th January 2014

13 Tender Description This is a tender for development / customization of

BPCL Loyalty Programs, Backend activities and AMC

of loyalty solution, call centre management/customer

grievance management.

14 Currency Type Indian Rupees (INR)

15 EMD Rs. 5,00,000/- ( Rupees five Lakhs only )

16 Validity of offer 120 days from due date, unless extended


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TENDER NOTICE

BHARAT PETROLEUM CORPORATION LIMITED

NOTICE INVITING TENDER

For

LOYALTY PROGRAM AND MANAGEMENT

Tender Reference No: - CRFQ No: 1000194247

Bharat Petroleum Corporation Limited (BPCL), invites bids under two parts bid (Technical and

commercial) from capable Domestic bidders for solution for BPCL Loyalty Programs - SmartFleet &

PetroBonus programs of Retail SBU.

Broad scope of work:

1. To Customize / develop a software to run BPCL flagship loyalty programs-SmartFleet & Petro

Bonus(as per specifications listed in this tender)

2. Software solution should broadly include

a) Host application,

b) EDC terminal application,

c) Member enrolment module,

d) Card personalization application,

e) Web portals etc. and related communication capabilities between these entities.

3. The Loyalty and Prepaid instrument will primarily be ‘PIN’ enabled magstripe card. There

should be provision to introduce other technology platforms like RFId, NFC tags and

smartcard as and when BPCL requires.

4. Solution should also have provision to accept Mobile number under OTP scheme as a

substitute to card, details shall be shared at the time of preparation of blueprint.

5. All transactions should be online and secured with PIN authentication and encrypted as per

payment industry standards.

6. Migration of relevant existing data to the new program.

7. Provide internet based multi acquirer EPS with option to support PSTN based connectivity

where other modes of internet such as CDMA / GPRS / Broadband / Vsat are not available.

(The solution should have been certified by HDFC and other two major banks, the bank

names will be informed during blueprint preparation. )

8. Integrate the Host with BPCL ERP, automation solution, Credit partners and other major

business partners.


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9. Develop field support services module as integral part of host to manage field complaints

along with relevant MIS.

10. Undertake complete card fulfillment activity including procurement of suitable blank cards (as

per spec), processing of application forms, printing / personalization, dispatch and MIS.

11. Handle Customer Grievance/Feedback management including web portal, postal mail and

National toll free call center for BPCL loyalty programs.

12. Provide necessary interface to extract the data for predictive analytics and marketing

promotions.


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Section I

Introduction

1.1 About BPCL

Bharat Petroleum Corporation Ltd. (BPCL) is the 2nd largest oil marketing company in the country.

BPCL is one of the Fortune 500 Companies in the country with ranking of 290 th and declared as a

“Navratna” by the Government of India. BPCL’s Retail Business Unit is the largest amongst its 6

Business Units accounting for 60% of its turnover of Rs. 2, 40,000 Crores and having about 21%

marketing share in India. BPCL infrastructure today possess of strategic network of more than 11000

retail outlets across the country.

BPCL fostering customer relationship

At Bharat Petroleum Corporation Limited (BPCL), we understand customers need and relentlessly

work towards fulfilling them, working consciously towards providing added value in fuel and non-fuel

areas. The Corporation has pioneered offerings in Indian Petroleum retailing space that have bridged

need gaps of its customers, Loyalty is one such attempt to foster and reward relationships. With its

customer centric initiatives leveraging information technology for both its reach and results, Bharat

Petroleum has in fact revolutionized the fuel retailing business with the nation’s first ever SmartCard

solution in the Oil & Gas sector.

Recognizing the needs of our customers to make life more convenient and rewarding, BPCL was a

pioneer in introducing a loyalty-cum-rewards program, PetroBonus in India. Equipped with Smart

Card Technology, the PetroBonus program combines convenience in payment along with an inbuilt

rewards program with reward points “Petromiles” every time the customer fuels. To cater to large

Fleet Owners , SmartFleet program was launched offering convenience, security and a host of

privileges such as cashless transactions, vehicle tracking, credit option and Cash Management

System. At the time of launch, the programme had just one variant - Petro Card which was designed

to cater to the needs of the individual motorists.

PetroBonus & SmartFleet:

Over the last 11 years, the programme has grown multi fold and the turnover during the last year was

over Rs. 18,000, Crores. BPCL has its Loyalty Program spread across geographies and demography

in the country at over 5000 Retail outlets and serving over 4 million members with a sale that is

garnering 13% of its Fuel volume through loyal customers.

PetroBonus

The ubiquitous ‘PetroBonus’ program is the first of BPCL’s loyalty program offerings to the Indian

consumer. The program today marks its presence in over 75 Indian cities. Today with a member

base of over 1 million, the program provides for a turnover of over Rs 2400/- Crores to BPCL.


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When a customer becomes a member of the ‘PetroBonus Programme’, a smart card is assigned,

branded as ‘Petro Card’. The card is a chip based card designed in a CUG (closed user group) mode

to ensure that while cash was transacted, it also provided security to members. ‘Petro Card’ has to be

pre-loaded with cash for the purchase of fuel, lubricants and FMCG items from its ‘In & Out’ Stores

(convenience store offering of BPCL) at select BPCL outlets in select cities. The member earns

reward points on all purchases which can be redeemed for exciting rewards.

SmartFleet

After the launch of its popular program ‘Petro Bonus’ BPCL observed that there was a very

specific need of a dedicated program for Fleet Owners. Today, a ‘SmartFleet’ member (targeted

to be a fleet owner) has the convenience of managing their fleet operations, with comfort of

security.

Facilitating the members with ‘Cashless Transactions’ the other facilities in the program are:

1. Cash Management System

2. MIS reports

3. Rewards for the members

4. Customer segmentation

5. Credit Option

1.4 Business need:

The loyalty program has been so active, so passionate, so fast changing, and so heavily relied-

upon by BPCL to drive member retention, competitive differentiation, engagement and advocacy.

These 12 years of running the program has made BPCL use vast experience and knowledge to

dwell on various aspects of the program like -Metrics and Analysis, Business Operations,

Reporting and Accountability, Branding, Customer Retention and Acquisition, E-mail strategies,

Deployment of new Technologies, Understanding consumer attitudes and perceptions, Marketing

relevance & Customer feedback.

After a decade of service to the Indian consumer, the program is on the edge of its ‘Life Cycle’,

that requires a push. More mature markets from the west have brought in new loyalty formats

that the Indian market is experimenting to scale on to the new platform. BPCL needs to explore a

new evolution path for the program that the members should cherish.

The PetroBonus and SmartFleet programs have also seen tremendous growth over the recent

past. It’s therefore imperative that such large programs be managed well to keep pace with the

changing demands of the consumer. This prompted us to look at services and make use of

outsourced specialized agencies for redeveloping & managing the loyalty programme.

Business objective:

The program is currently operating on a hybrid model where components are outsourced while a part

is managed in house. However even in the outsourced components there are multiple stake-holders.

The responsibilities of service providers overlap leading to accountability gaps leaving scope for


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improvement in the service levels. BPCL’s endeavor in fostering loyalty covering various features of

the programme, operation, Metrics and Analysis, Business Operations, Reporting and Accountability,

Branding, Customer Retention and Acquisition, E-mail strategies, Deployment of new Technologies,

Understanding consumer attitudes and perceptions, Marketing relevance & Customer feedback.

BPCL as its larger objective intends to focus on areas of marketing, customer understanding and

business development. Moving in this direction BPCL wants to outsource management of the entire

back end system for the Petro Card and SmartFleet programs. The outsourcing model will involve

end to end responsibility with Service Provider for host/EDC application and its AMC and EDC

deployment and field services. The service provider will be given due authorities and freedom to run

the system along with BPCL staff and deliver desirable service levels. BPCL will however lay down

guiding principles of security, information confidentiality, accessibility and interface with other Vendors

like Wipro, Oracle, and others, who have primary relationship with BPCL.


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Section II

Bid Qualification Criteria:

The Lead Bidder (solution provider) should fulfill the following criteria.

In case, lead bidder is a Group Company, credential of Parent/Group companies shall be considered

to establish the Bid qualification criteria.

Group companies are defined as under:

1. Group Company - Parent Company and Direct Subsidiaries

If the Parent Company directly holds 51% or more of the equity share capital in their subsidiary

companies, then such subsidiary companies are called direct subsidiaries and shall be

considered as part of group companies.

2. Group Company - Parent Company and Indirect Subsidiaries

If 100% subsidiary of the Parent Company holds 100 % of the equity share capital in their

subsidiary companies (including 100 % subsidiary companies), then such subsidiary

companies are called indirect subsidiaries and shall be considered as part of group

companies.

Documents required from bidders including group companies in support of criteria stated above:

1. Letter from parent / subsidiary company giving details of holding.

2. Company Profile - Audited Annual Accounts for last 3 years .

3. Certification of incorporation, Memorandum of Association (MOA) and Articles of Association

(AOA).

The lead bidder is responsible for fulfilling all services throughout the contract period.

2.1 Criteria 1: Experience and Capacity:

2.1.1 Similar work experience:

a. In case the lead bidder is solution provider –

i. Should have experience of developing and managing the backend operations of a payment card program of any major retailing/banking organizations having at least one million cards/card-forms in any of the last 7 years period inclusive of the period for the current financial year till the date of submission of bid.

ii. The said program should have had prepaid/payment/loyalty solution with preloading and reloading functionalities.


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iii. Should have handled minimum 45 lakh transactions per month or transactions of

the value Rs. 300 Crores per month on an average in any of the month during

last 36 months period inclusive of the month of submission of bid. Transactions

referred here include any transaction of Loyalty/sale/reload/recharge/credit-debit.

iv. Should have developed payment/loyalty applications on minimum two makes of

EDC/POS platforms belonging to different manufacturers during last 2 years.

b. In case the lead bidder is service provider –

i. Should have experience of sourcing and personalization of at least 1 lakh cards

per annum in any of the last 3 years period including the current financial year of

date of submission of bid.

ii. Should have experience of handling call centre with minimum 5 seats in any of

the last 3 years period including the current financial year of date of submission

of bid.

In case the lead bidder is Loyalty Software supplier, then bidder has to partner with service

provider to meet all the qualification criteria as defined in section 2.1.1.b.

In case the lead bidder is service provider, then bidder has to partner with Loyalty Software

supplier to meet all the qualification criteria as defined in section 2.1.1.a.

In case the lead bidder is Loyalty Software supplier and also service provider, then bidder has

to meet all the criteria mentioned above under point 2.1.1 a and 2.1.1b

2.1.2 Documentary proof:

1) Copy of work order/Purchase order / Contract Agreement clearly showing scope and

duration of work for the relevant period.

2) Copies of completion certificate from the client with the contact details in support of

requirements mentioned in 2.1.1.

3) Certificates from approved TPIA (LRIS/ DNV/ IRS/ EIL/ UL/ TUV) / statutory auditors/

practicing Chartered accountants/ certified Public accountant verifying and conforming

point 1 & 2 above. All charges toward the same are to be borne by the Bidder.


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2.2 Criteria 2: Financial Capability:

2.2.1 Minimum average Annual financial turnover of Rs.12 Crores during the last three

financial years (2010-11, 2011-12 & 2012-13).

2.2.2 Net worth should be positive in the last financial year (2012-13). Net worth is defined

as total assets minus total liabilities.

Documentary proof :

Copies of audited balance sheets and Profit & Loss Accounts for the financial years 2010-

11, 2011-12 & 2012-13.

Note: Non fulfillment of any criterion mentioned above will lead to rejection of bid.


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TECHNICAL EVALUATION CRITERION

Technical evaluation comprises of

A Proof of Concept - Use cases (UC): Physical demonstrations

All scenarios should be demonstrated on Magnetic-stripe or Chip card and show the intended

results on the host. Functionality is important, however look and feel can be of vendor’s choice

1. UC1. Create a card account in the host

a. both personalized, non-personalized

b. define denomination, expiry date/period of the card

c. min/max limit of the card

d. pool multiple cards to one customer

2. UC2. Load the central card account with X amount…

3. UC3. Demonstrate an online transaction for y amount where y<x with

a. Velocity checks (max number of transactions exceed within a day/month/quarter,

max transaction amount for card/terminal)

4. UC4. Demonstrate an online transaction for y amount where y>x

5. UC5. In UC3, award loyalty points based on fixed value and percentage of transaction

amount.

The value of fixed/percentage can be specified differently for different tier (gold, silver etc)

of card, store, day/time of month/week, SKU etc.

6. UC6. Demonstrate hot listing of a card and declining of a transaction on hot listed card

7. UC7. Upgrade the application with two new features (not parameter based change) while

the terminal is settling as part of routine process, not as a special upgrade activity.

8. UC8. Redeem the loyalty points against an offer

User enters either the points to be redeemed or the offer (the equivalent points for the offer

is redeemed)

9. UC9. Void transaction (Load, sale,)


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10. UC10. Customer portal available for login, viewing transaction history/update profile,

change password

11. UC11. Admin portal and Reporting

B Capability to Porting the application on to Existing Infrastructure: Self Declaration

1. Host final software in Oracle 11G database and application server WebLogic suite 11G

2. Host the final software in Sun Solaris 10/11

C Capability of remote terminal management (version) : Self Declaration

Remote management of EDC for application version upgrades, parameters and any other

upgrades.

Successful Bidders in BQC shall be intimated through E-mail about the time and date slot for

demonstration of POC, 7 days in advance. Duration of POC for all the successful bidders in

BQC shall be for 5 days. During POC, if any UC-functionality remains pending for

demonstration only one more opportunity for final demonstration within 2 days shall be

extended.


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SECTION III

SCOPE OF WORK

The scope of work includes following modules.

1. Project Blue print preparation( requirement document)

2. Software Customization /development/UAT

3. Member Enrollment Management /Card processing 4. Electronic Payment System (EPS) 5. Customer Grievance / Feedback management 6. Project Monitoring and hand holding 7. Migration of existing system to New system 8. Pan India Implementation at all sites

9. Ownership & Knowledge management

10. Manuals for complete Technical and Operational aspects of the program.

Key Instructions

1) The successful “bidder” shall submit to BPCL a complete process document for existing

Smartfleet/PetroBonus Loyalty programs & Partner Loyalty program (eg:TML) with improvements

and additional features including the risks associated and means to mitigate the same. If any

modification is required as per BPCL, the bidder has to incorporate the same.

2) BPCL’s existing hardware at the production site at Mumbai and disaster recovery site at the Gr.

Noida (U.P) to be made use for the new program. Solution has to necessarily run on existing

database/application server --Oracle 11G and weblogic 11g application. The servers which shall

be used for this software are SUN servers T series and M series at production site. Complete

details of hardware and system software are mentioned in ANNEXURE I. In the proposed

application design the current Oracle Licenses have to be used.

3) The system shall have all the transactions ONLINE.

4) Bidder should have a Frame work already developed which can be further customized /changed

to suit BPCL requirement. The same should be demonstrated during POC. Software so

developed/customized will be the property of BPCL with full rights on source code.

5) Source Codes of all application modules along with software design document will be BPCL

property. The said source codes shall be compiled into a separate server (provided by BPCL) and


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shall be deployed in as a production server to completely verify the veracity of all handed over

source codes.

6) There will be an Agreement to be entered , covering various deliverables and SLAs. Agreement

Format is enclosed as Annexure XI

7) BPCL or its nominated agency shall conduct audit on all the applications of the proposed solution

and the findings of the audit shall be taken care by the bidder to mitigate the risk. Such audit will

be conducted any time after 6 months of successful implementation.

8) In the event tender is awarded to any other vendor after completion of this tender period, the

bidder shall provide 45 days handholding and knowledge transfer to the new incumbent for

smooth transition at no cost to BPCL. After this transition, final payment shall be released as

applicable.

Detailed Scope of Work

The detailed scope of work under each module is given hereunder:

1.Project Blue print preparation( Requirement Document)

A blueprint for the proposed development/ customization should cover the following aspects.

1.1. The BPCL Loyalty programs - “PetroBonus” & “SmartFleet” and Partner loyalty program

(TML). (Refer ANNEXURE II for existing program details and ANNEXURE III for existing

Partner loyalty program(TML) features.)

1.2. Web Portals for all stake-holders on intranet and internet.

1.3. Integration of the above program with Retail Automation, CRIND, POS, In&Out, Cr & Dr

banking applications for multiple banks (EPS), LPG & LUBES SBU’s requirements. The

integration with LPG & LUBES SBU’s is to the extent of data extraction. Further integration

details if any shall be provided.

1.4. Integration with all B2B partners. (Currently 10 B2B partners).

1.5. Voice Call-centre Management.

1.6. Customer grievance /feedback management.

1.7. EDC field management module.

1.8. Functional specifications for the development.

1.9. Identified risks and their mitigation measures.

1.10. Migration plan covering the areas of host, re-carding, card personalization and customer

grievance /feedback management in synchronization with plan of EDC-migration.


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1.11. Migration plan without disruption in business continuity. Contingency plan for each

phase is mandatory.

1.12. Document on testing should include Unit level testing, End-to-end testing, User

Acceptance testing, Load testing and Vulnerability Assessment testing.

1.13. Document on all financial processes associated with loyalty solution. Necessary audit

trials and maker-checker processes have to be defined.

2. Software Customization /development/UAT

2.1. Host hardware and software platform

1. Solution offered should be portable on the existing hardware of ORACLE servers of

T5240/M4000/M3000 on Solaris 10 or later versions if any.

2. Proposed solution should be hosted on Oracle 11g database and Weblogic 11g

application server. (Refer ANNEXURE I for full details of hardware landscape).

3. Database design should support Log shipping to Disaster Recovery server using Oracle

Data Guard.

4. Solution offered should be compatible with existing Microsoft exchange server, firewall,

and network infrastructure.

2.2. EDC hardware and software

1. The proposed solution shall be developed for two different makes (manufacturers) of

EDC. The same has to be portable on different models of the designated makes. The

makes of the terminal will be specified by BPCL at the time of blueprint preparation.

2. EDC application should be card-neutral.

3. Solution provider shall secure the required SDKs/EMV kernel from OEMs for the

development of EDC application.

4. The EDC application should have such a structure that it can be made portable on

additional EDC makes other than what was finalized by BPCL initially and CRIND at later

date on chargeable basis if required. The SDK and relevant documentation for CRIND will

be provided by BPCL.

5. Solution shall have remote version and patch management of EDC application from BPCL

Host.

6. Solution should be able to facilitate customer identification, greeting and customized

offering in the forecourt. The instrument for identification can be RFID, smart-tag,

barcodes and existing loyalty cards. Infrastructure for identification, greeting and display

shall be provided by BPCL.

7. Integrate EPS with loyalty application to carry out recharge and sale on the loyalty card by

swiping a credit card towards that particular loyalty transaction.

8. Provide suitable integration interface in case BPCL wants to award promotional points of

various partners at partner premises using BPCL loyalty cards.( B2B interface is expected


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for the reward points at partner’s site. This arrangement is aimed at enhancing reward

points earning capacity of member.)

9. The award of loyalty points should be administered either with physical loyalty card or by

capturing registered mobile number etc.

10. The terminal application shall be developed on open source programming language like

C/C++/Java.

11. Automate the batch settlement and provide a comprehensive settlement monitoring

mechanism. However, manual mode of settlement shall also be available.

12. In the event of non settlement for specified period, system should block such EDC for

further use and generate alerts and mailers to respective stake holders including auto-

logging a complaint in EDC Field management module.

13. Maximum desirable transaction time shall be 25 seconds for user card and 2 minutes for

batch settlement.

14. Access to Terminal application should be secured; it should have a PIN for EDC which

would be managed at host, PIN shall be numeric between 4 to 6 digits.

15. Terminal serial number, Model, Terminal version should be captured at host for each

settlement transaction for tracking.

16. Transaction devise would be primarily EDC Terminal.

17. The transacting instrument would be Magnetic strip, Smart Card and/or contactless

cards/tags.

18. EDC should be able to identify the variant of the card such as BPCL Loyalty cards,Cr/Dr banking cards, Partner card etc. and invoke suitable application on its own. No manual navigation/selection required (eg : SmartFleet card should invoke BPCL loyalty application,TML card invoke TML application and Credit/Debit card should invoke Banking application)

19. All the transactions should be PIN authenticated. PIN should be issued and managed by

Host, the communication between EDC and HOST should be encrypted. PIN shall be

numeric between 4 to 6 digits.

20. there shall be policies around PIN/PAN/track data to achieve higher level of security such as a. Force PIN change prior to first use.

b. Force PIN change every 60 days.(optional) c. Track 2 or PAN as well should be encrypted. d. The PIN, PAN and track data should be authenticated online.

2.3. Web portal

1. Development of web portal with role based login feature for the needs of BPCL

role holders, customers, dealers, direct selling agents, call centre, program

service providers, reward manager and marketing agencies to manage the

program.

2. Solution should have a robust web interface for customers, associates, credit

partners, service providers, call centres, EDC field service management &


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monitoring etc.Concurrent web and host users at present are around 10,000 and

5000 respectively.

3. Data security and integrity of transactions should be of highest standards and

should meet the existing banking industry norms/ policies and upgradable in

future.

4. Merchant-wise Fuel rates updation as and when price revision takes place. The

data can be fetched from SAP middleware of BPCL. The rates shall be applied

for the transaction from specified date and time.

5. Content/data in the web portal should always be in synchronization with system

database with minimum time lag.

6. Develop a module to meet the requirements of Direct Selling Agents and Smart

Care centre. Such module shall have login in access to system via internet.

Module includes login based MIS and alerts.

7. Develop a module for EDC field services management. Such module shall have

login in access to system via internet. Module includes login based MIS, alerts

and EDC complaint call management.

8. System designed shall support the archiving of the old data. Necessary policies

for archiving data would be shared by BPCL.

9. Solution should have the interface with the modules mentioned below:-

1. SMS gateway.

2. Online CMS recharge through banking partners

3. Mobile –payments( SMS based solution with onetime password)

4. Reward manager

5. Card personalization application

6. SAP

2.4. Cash, Credit and Recharge

1. Multiple modes of Recharge viz.

Cash, Credit & Debit cards

RTGS/NEFT/Cheques

Payment gateway/Net banking/bank to bank transfer/

Credit partners/NBFCs/Bank etc.

MSF/MDR (merchant service fee/ discount rate) for payment gateway will be borne by

BPCL or customers.

2. Instrument for physical cash recharge/reload can be any one card from the account for

Fleet Operators or registered mobile number.

3. Solution should support seamless integration with credit partners (currently M/s.Sundaram

Finance Limited, Ashok-Leyland Finance Limited and HDFC) and provision to add more

partners in future.


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2.5. Reward Management

1. Develop an on-line / web based loyalty points redemption module. This should include

automation of backend accounting procedure to eliminate manual intervention. The front

end process of point redemption should support EDC, Laptop / PC and mobile devices.

Each stage of the redemption process should trigger SMS/email to customer/BPCL

stakeholders and/or any other agencies in future.

2. Develop a feature to support dynamic award/reward of loyalty points, based on Recency/

frequency/ Monetary/multipoint fuelling/ CMS transactions etc. The same can be changed

as per the business logic.

3. Built-in robust logic for customer categorization and additional rewards based on various

parameters like business volumes / usage / longevity or any other parameters added

future. Periodic update of such categorization at DB level and trigger necessary

communication / alerts to customer and BPCL roll holders - through mail, SMS, Web page

pop ups.

4. A paperless reward voucher for In house reward items to be introduced. The equivalent

amount for the redeemed value to be credited in the customer’s account at the

backend.The amount so credited should be identifiable and not attract accrual /award

petromiles further. .

5. Reward management module should have a provision to support and have interface with

e-commerce application for end to end reward redemption transaction.(BPCL will tie up

with one or multiple e commerce web sites in due course of time, at present BPCL do not

have any tie up with e-commerce sites.)

2.6. Reports/Alerts

1. Reports: Daily /Monthly /Quarterly /Yearly /Adhoc and Exception reports listed in

ANNEXURE IX and any other reports as envisaged from time to time.

2. Alerts: Alerts with respect to Governance and control systems and help to mitigate with

appropriate measures.

2.7. Exception Management - To develop a foolproof exception management and corrective

mechanism covering major areas of operations/process listed below:-

1) Reload/Sales(low/abnormal and clandestine)

2) EDC operations

3) Transaction processing

4) Payment receivable/payables

5) Ledgers

6) Rewards

7) Petromiles accounting


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8) Network related

9) Inventory

10) Card fulfillment related

11) Call centre operations

12) Any other, not mentioned above.

2.8. Integration

1. Solution should be able to integrate the front end module with Retail automation,

banking partners for credit/Debit card transactions, credit partners and any pure loyalty

program of other corporate. However the details for the integration would be specified

during blueprint document preparation.

2. Seamless integration of solution with its data and transactions with all the

modules/service providers as under, details shall be given at the time of blue print

documentation.

a. SAP – posting of financial transactions.

b. SAP-Business Intelligence tool

c. Intranet GUI (BPCL LAN)

d. Internet GUI

e. Credit partners solution/data base

f. Loyalty partners solution/data base

g. Banking partners(multi-bankers)

h. Call center operations.

i. External reward management solution provider(s)

j. Dealers, consumers and large operators/corporate houses

k. Compatibility with In &Out/ Automation/LPG/I &C/lubes consumer data

base

l. Analytics tool/external analytic service provider

m. E-commerce sites (for redemption of loyalty points).

n. Internet payment gateways and other payment modes

o. BPCL initiatives

3. Member Enrolment Management /Card processing:

1. To develop/customise, a complete end to end member enrolment module which should include

a. An on-line enrolment facility through Web.

b. Physical application form processing, forms should be scanned, softcopy to be provided

on monthly basis. Physical form should be kept for 90 days.

2. End to end enrolment module to necessarily have following features apart from general features:


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a. Receipt/tracking of application forms should be in automated mode.

b. Error free data entry through Optical Character Recognition (OCR) but is not

mandatory, vendor to adhere to another technique to ensure data accuracy.

c. Sequential numbering of customer accounts/card numbers for different programs

d. Proper identification flags for customer relationships

e. Capture complete customer data in the profile as per the existing application forms and

make provision for increasing the fields to capture maximum data such as goods

carried, routes travelled etc.(The data so collected and compiled will be tabulated at the

data base level for deriving meaningful insights and trends)

f. Robust card personalisation and printing mechanism.

g. Dispatch and tracking mechanism at each level including return to originating location.

h. Suitable MIS and alert mechanism to all the stake holders (BPCL

offices/Customer/courier/call center,Web etc.)

i. Robust end to end tracking mechanism covering the activity of receipt of application to

delivery/acknowledgement of receipt of card by customer.

j. Provision to support on-site member enrolment campaigns and instant carding through

instant card printer- BPCL is currently owning Evolis(Pebble model)..(both off-line and

on-line facility,)

k. To have a facility of creating Instant card kit with necessary control mechanisms.

l. The module support replacement/additional requests and tracking of all such issuances.

m. Maker/checker feature.

n. Enrolment fee accounting, reconciliation and interlocking arrangement (enrolment fees

unpaid application should not be processed and exception report to be generated )

o. Seamless integration with National toll free call centre/Web portal.

p. Robust PIN management and administration. First time PIN shall be sent through mailer

subsequent pin changes will be at EDC or website with proper authentications/controls.

q. Trail and traceability for certain critical fields

r. Inventory management for stocks of card and card collaterals with suitable MIS and

alerts.

s. Solution should address KYC norms and related document management system.

t. To keep provision for Aadhaar card information and/or any other linkage/identification

as may arise.

u. Medium of user card would be would be primarily PIN enabled Mag strip car.

v. Smart Card and/or contactless cards/tags will also to be provisioned.

w. Development of personalization module, procurement of blank cards personalization

and dispatch of cards fall in the scope of successful bidder.

x. Cards shall conform to ISO 7816 standard or equivalent standards of the industry.

Necessary artwork will be provided by BPCL. Card Specifications are indicated in the

ANNEXURE X .

y. Estimated card requirement is indicated in the Price bid.


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z. Create exclusive environment for Testing of cards and card transactions.

4. Electronic Payment System (EPS)

a. The EPS to be provided by the bidder should be multi-acquirer, certified with at least 3 major

acquiring banks in India.

b. The EPS should be able to remotely configure business rules from the back end such as

enable onus transactions for these 3 acquirers.

c. The EPS should also be able to communicate over internet without any special SIM / dongle

and using public network ( the SIM / dongle will provide generic and public domain internet

connection). Various transactions such as loyalty, credit / debit and end of day settlement

should be able to go through simultaneously from an RO.

d. The EPS should be certified as per the prevailing RBI norms (TLE/UKPT/PCI-DSS/PA-DSS

etc.) covering all types of credit/ debit cards (chip/non-ship/pin/non-pin etc)

e. These transactions have to be encrypted and routed through appropriate HSM.

f. The key injection on the terminals (provided by BPCL) is in the scope of bidder who will hand

over the terminals with their keys duly injected after receiving from EDC field services vendor.

g. The expected time for handing over the key injected terminal to service provider shall not be

more than 5 hours and facility should be available in minimum 50 cities pan India.

h. Test facility/environment has to be provided by Solution provider for testing of Cr/Dr

transactions through EPS.

i. Certification cost for Cr/Dr application if any, shall be borne by the Bidder.

j. EDC keys should be same for both the makes of EDCs.

k. The payment solution should be EMV Level I certified and EMV Level II compliant. VENDOR

will be responsible for EMV level II certification during the contact period as required by the

acquirer bank. Vendor to submit all requisite certifications for EPS as stipulated.

l. The EPS should have the feature of simultaneously configuring TIDs from multiple acquiring

banks and routing EMV, NON-EMV, pin based and non-pin based transactions for all these

acquirers concurrently to the respective switches without any manual selection of the acquirer.

5. Customer Grievance / Feedback management:

1.VOICE CALL CENTER MANAGEMENT (VCC):

To provide a 24X7, a National Toll Free call centre facility, as per the broad requirements given

below:

a. Language support: 7 languages (English, Hindi, Bangla and 4 Southern state languages-

Telugu/Tamil/Kannada & Malayalam.)


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b. Call traffic: To support minimum 20 incoming calls at any given time during peak hours

scalable in future. Estimated monthly incoming call traffic:Max.45,000 &outgoing calls: 5,000

(scalable up to 60,000 incoming and 8000 outgoing calls per month)

c. Dedicated/shared work stations.

d. Abandoned call rate:max2%

e. Robust and latest technology IVR set up, CTI for call center management

f. Web based screens, MIS, alerts, call status, tracking of various types of calls, escalations, analysis etc. as per BPCL requirement.

g. Location of Call centre: it is desirable to have call centres within municipal limits of Mumbai/Navi Mumbai/Thane.(an extension arrangement for handling Southern state calls is allowed). It is preferable to have call centre and card personalization activity hosted at the same location.

h. Tracking and identification of dropped calls for call back if need be. Additional features that have evolved in the industry to be adapted.it

i. To liaise with BSNL to retain/integrate with the existing toll free number.(in case the same is not possible, the bidder must apply for a Toll Free Number on BPCL’s name from a BPCL specified service provider and get it installed on behalf of BPCL. The costs and deposits will be reimbursed by BPCL.

j. Coordination regarding installation, routing, mapping, trouble shooting of the toll free numbers during the contract period shall be handled by the bidder. Any document/ letter in this regard will be issued by BPCL.

k. Co-ordinate with service provider to shift and use of existing ISDN lines for the call centre and card personalization activity for connectivity purpose. The fixed charges & recurring charges would be reimbursed against proof of payment on monthly basis.

l. Receive inbound voice calls; enter details in Web portal designed for this purpose and provide suitable solutions based on the data available in the GUI access.

m. Initiate outbound calls for marketing campaigns and specific promotional offers as advised by BPCL.

n. Provide in-house training to VCC executives as per BPCL requirement. o. Generate Daily / Weekly / Monthly VCC statistics reports to BPCL. p. Recording 100% inbound as well outbound calls for audit trail for six months, retrieving &

making available the data as & when required by BPCL. q. Calling back the customers from the data available for reward redemption requests and any

other modes as advised by BPCL. r. Updating data base from various sources as advised by BPCL from time to time on web portal.

2. Handling P.O. Box

a. Handling all inbound postal queries, maintaining log, ensuring closure of complaints received within 3 days of receipt of complaints where no follow up is required and 7 days where follow up is required.

b. Ensuring effective follow up and closure. c. Managing the P.O. Box - arranging receipt of mail from P.O Box on weekly basis. d. Renewing the contract of P.O. Box on time with India Post. e. MIS on in bound postal queries as decided by BPCL.


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3. Handling Web based feedback & Email queries for the program.

a. Handling inbound emails and ensuring closure of complaints received within 3 days of receipt of complaints where no follow up is required and 7 days where follow up is required. Ensuring effective follow up and closure.

b. Submitting weekly report (on 1st day of the following week) and monthly report (on 1st day of the following month), analytics and suggestions for improvements for lowering customer complaints.

c. Weekly Customer Service Job Status Report (JSR) (on 1st day of the following week) d. Weekly Report on Category wise complaints (Email+ postal) (on 1st day of the following week) e. Weekly Open cases report (on 1st day of the following week) f. Monthly complaint response time analysis (on 1st day of the following month)

6. Project Monitoring and hand holding

A loyalty Program Manager (LPM) having experience of similar successful projects during last two

years should be assigned to execute the complete project.

1. The LPM is responsible for the execution and delivery of the project. He will closely work

with BPCL project team for the successful completion of project milestones as below.

a. Preparation of blueprint.

b. Development/ Customization of software.

c. Thorough testing of all modules.

d. Migration plan of EDC and HOST system.

e. Pilot at 100 sites.

f. Complete roll out plan

g. Complete documentation and handing over of source code of the solution

2. The timelines for end-to-end completion of project is 9 months from date of award of

contract.

3. A complete detailed project plan with timelines for above milestones to be submitted by

LPM to BPCL once PO/LOI is awarded to bidder which can be changed later as per mutual

understanding. However BPCL decision shall prevail.

4. LPM shall have periodic review meetings with BPCL task force members.

5. LPM will ensure smooth transfer of knowledge of the application to BPCL team and field

users.


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6. LPM will ensure the preparation and handing over of all manuals associated with the

project like unit-testing & UAT manual / training manual/system manual/user (operations)

manual.

7. Migration of existing system to New system

1. Migration should be seamless with minimum downtime and least disturbance to the

existing operations.

2. Existing cards of all customers should be replaced with the new cards for transacting on

the new solution.

3. Existing customer transaction database in Toto must be made available in the new

solution.

4. Bidder should have a provision to immediately address customer complaints (if any),

during the migration phase.

5. The customer login credentials should not change on the new website.

6. Bidder is responsible for the clean data and removal of dependencies with old

system/application within stipulated time.

7. Bidder should ensure that all transactions are happening as per business processes.

8. The daily SAP posting for settling dealer outstanding should happen as per the existing

process with the timelines defined.

9. BPCL loyalty partner applications should be seamlessly migrated with minimum downtime.

10. Bidder should ensure correctness of customer statements / financial statements /

exceptional statements during the transition phase.

11. Bidder should ensure all B2B, B2C data exchange and processing happen seamlessly

during the transition phase.

12. Cards Hotlist Management should be synchronized in old and new applications.

13. Bidder is responsible for the reconciliation of customer balances / dealer outstanding /

banking transaction (CMS recharges) and credit transactions during the transition phase.

14. Data integrity should be maintained at the completion of migration activity, with respect to

the data with SAP, Loyalty BI, banking partners, credit partners and customers accounts.

8. Pan India Implementation at all sites


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1. LPM to ensure successful completion of UAT and pilot implementation at 25 locations as

per SLA and balance 75 locations thereafter.

2. As defined in the scope of work the transaction should not take more than 25 seconds in

the retail outlet. The settlement process should not take more than 2 minutes.

3. After successful completion of 100 pilot sites, the balance sites will be taken up for roll out

as per the Roll out plan.

9. Ownership & Knowledge management

a. Ownership rights of source codes of complete solution that are developed and

customized for BPCL, need to be transferred to BPCL, prior to commencing rollout and

will deemed to be property of BPCL.

b. At the end of the contract ownership right of the source code along with all the

development carried during the contract will remain with BPCL. Bidder to execute

necessary documents.

c. Knowledge transfer with the documents listed in ANNEXURE VIII related to the

development/customization of solution to be submitted along with the source code as

per the schedule.

d. Bidder shall establish a robust comprehensive software configuration management

(SCM) setup with appropriate audit trail at BPCL for the task of tracking and controlling

changes in the software.

e. There should be mechanism to store and apply the best version through SCM across

associated BPCL hosts.

10. Manuals for complete technical and Operational aspects of the program.

Manuals associated with the project like a. Operation manual b. System manual clearly indicating system flow, flow charts of the modules. c. UAT manual d. User Training manual. e. Technical Manuals with description of SDKs, EMV kernel , XML & tables used,

flowcharts f. Any other manual which is required by BPCL


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Existing Smartcard Basic Operation


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Credit/Debit transaction process Flow


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SECTION IV

EXECUTION TIMELINES

Sr. No Activity Timeline

1

Preparation of Blueprint (Scope Document) in

consultation with BPCL team and approval of

the same.

6 weeks from date of LOI

2 Development and customization of the

solution.

16 weeks from the date of approval

of Blueprint.

3 Solution Testing including Integration. 6 weeks

4 Piloting the program to commence at 100

sites. 8 weeks

5 National Roll out to commence In 2 weeks from date of approval.

6

Completion of National roll out in balance

RO’s (approx.5000ROs) with BPCL field

service partner. 8 weeks from date of approval

7 All source code testing / workability / technical

training of BPCL at BPCL premises 3 weeks (before project closure)

8 Training and handholding of BPCL team of 25

at BPCL premises 2 weeks (before project closure)

Service level agreement applicable during Project execution

1. In case total time for the activities Point 1 to 4 above, is delayed (not attributable to BPCL ) beyond

9 months , a penalty of 2% per week to the extent of BG (maximum) shall be imposed.

2. However, the maximum period for successfully completion of project i.e upto point no. 5 shall be

ten (10) months


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SECTION V

SERVICE LEVEL AGREEMENT (SLA)

(To be finalised and signed before the commencement of job)

This section defines host related specific service requirements.

The Service Requirements are categorized /structured as follows

1. Managed Technical Services – 24X7 Help Desk. 2. Application Services 3. Database Management and Administration 4. OS and Server Management 5. Disaster Recovery and Business Continuity 6. Security Management 7. Reports Management 8. Performance / Review


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1 Managed Technical Services – Help Desk

1.A Technical help desk Set Up

The back-end and operations executive has to be BE/MCA or equivalent. These executives have to be positioned only after they qualify final interview with BPCL IT team. Set up 24X7 Technical Help desk to support/facilitate smooth running of applications-covering the following. There could be minor developments and changes to be done by these executives. They must have the complete business and technical knowledge.

1. Transaction processing and management 2. Web portal 3. Report server related 4. Exception management 5. User interface related etc. 6. Compliant call management

Escalations/interaction would be primarily come from following users

1. Technical calls received from the field (viz, Dealers/merchants, Field Force)

2. Calls from / to third party service providers (like Oracle, Wipro, etc.)

3. Calls from / to BPCL teams (viz, Network IIS team, Retail IT team)

4. Calls from / to BPCL Management (viz, Program manager from BPCL, Retail IT Head)

5. Unresolved calls at national call center may get escalated.


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1.B 24X7 Back-end - Help Desk Services – General Service Requirements

Following are certain general service level requirements (that are, non-specific to type of problem/issue/service request) that the Vendor needs to fulfill.

Section Services/Activities

1.B.1

The help desk members should be technically qualified and

competent to understand the business / transaction processes and

help addressing issues [Please see further sections of the SLA to

understand the job requirements of the Help Desk Member]

1.B.2

Vendor must support the volume of calls outlined above and should

describe their approach to managing increased volumes of calls as

more services and systems are delivered and supported

1.B.3

Logging of calls should not be restricted to the telephone, with

alternatives such as email, intranet, etc. being made available.

Vendor should describe their proposed process, including any

elements of the process which will be automated through appropriate

workflow

1.B.4 Call logging should be done at all times, and any communication

through the Help Desk should be documented and logged

1.B.5

Vendor must manage calls from receipt through to closure,

maintaining communication with all parties involved, including the

customer and any internal or external referral groups involved (if

any). Call resolution in first attempt should be the target at all times

1.B.6 Vendor should describe their process for managing, scheduling and

deploying support staff to resolve service issues

1.B.7 Vendor must implement a Configuration Management Process

1.B.8

Vendor should describe their Configuration Management Process

ensuring that:

- all IT assets required for the delivery of services, irrespective of

ownership, are accounted for;

- accurate information is available to support the Service


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Management process;

- there is an established process for Incident, Change and Release

Management

1.B.9 Vendors must maintain an asset register for all hardware and

software supported within the contract

1.B.10

Vendor must implement a formal Incident Management Process and

should describe their proposed Incident Management Process which

will ensure:

- the best use of resources to support the business;

- the development and maintenance of meaningful records relating to

Incidents;

- the development and application of a consistent approach to all

Incidents reported


1.B.11

Help desk member should perform the Diagnosis of calls to define

their Priority and Classification within 15 minutes from the time of

receiving the call [See Sections 1.C and 1.D) and log accordingly

1.B.12 Bidder must provide the contact details of all the people involved

across several levels of escalation [See Section 1.E]

1.B.13 Call received at the Help Desk should be picked up in the first two

rings

1.B.14 Maximum hold time for a consumer should be 2 Minutes

1.B.15 The after call wrap up time for logging in the description of the call,

etc. should not be more than 1 minute


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1.C Priority of Calls (Service Requests) at Help Desk

BPCL has established a system for prioritizing service problems based on severity of the problem

reported. Below is a guideline for defined priorities:

Priority Explanation and Examples

0

Total Out of Service Condition

- No Network availability

- Connection down with no alternate route

- CMS service not available

- Online Transaction getting declined

- Transaction / Batch Settlement not happening

- Customer web portal not accessible.

1

Service Outage with Alternate connection available

- Network connection down with alternate route available

- Partial out of service

- EDC Software corruption

- EDC Hardware Corruption, etc.

- City specific Issues

- ROC Corruption

2

Service Available but with slow response

- Internet connection slow

- Network (VSAT, RF link, etc.) connection slow

- Poor response of Customer web portal


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3

Non-service affecting

- Application enhancement, development,

- Documentation


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1.D Classification of Calls (Service Requests) at Help Desk

The type of calls received at Call Center can be of four types as mentioned in the Table below.

However, the current arrangement may change depending upon the change in scope in future. If any

change in scope happens, the same will be communicated to the Bidder 15 days prior to the

implementation.

Service Request (SR) Type Nature of Action required

0

Calls which require coordination with other parties (for

e.g., BPCL Retail IT Team, BPCL IIS Network Team,

3rd Party Vendors, etc.)

1 Calls which can be solved over the phone with some

due diligence done at the Host, Database, etc.

2

Calls which can be solved over the phone and should

have ideally been solved at the Customer Call Center

level

3 Calls which require application development,

enhancement, bug fixing, etc.


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1.E Escalation Levels

The escalation matrix for each Call (Service Request) type is described below. Please note that this is

indicative in nature, any suggestions from the Bidder are welcomed and the final procedure would be

mutually agreed upon. Contact details of all the people involved across levels of escalation needs to

be provided by the Vendor.

Also, the escalations to BPCL team would happen at two levels:

First Level of escalation within BPCL for each category of problem Overall Single point of contact (Program Manager) of BPCL

The same would be defined by BPCL in the following format:

Category of

problem

First Level of escalation

within BPCL

People from BPCL who need to know

about the Service Request

1 2

Host Application

Development and

Maintenance

OS and Server

Administration

Database

Administration and

Maintenance

Network and

Security


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Note – Time durations mentioned in the matrix at each level are the average durations within which

appropriate action needs to be taken, else automatic escalation should happen to the next level

1.E.1 Service Request Type 0 - Calls which require coordination with other parties (for e.g., BPCL

IIS Team, 3rd Party Vendors, etc.)

Note - T (SLA) represents the time as per the SLA of the concerned party. For e.g., with Wipro we

have Gold Support, according to which they should be onsite within 2 hours of calling them, so in this

case T (SLA) is 2 hours

Also, note that the BPCL’s corresponding Level B point of contact (to be defined by BPCL needs to

be informed (through SMS, Call and Email) in 15 Minutes in case of Priority 0 and Priority 1 Service

Requests

Escalation

Level

Responsibility Center Priority 0 Priority 1 Priority 2 Priority 3

Level A

Help Desk Team

Member / On-site

Team Member

5 Min 20 Min 45 Min 1 Hour

Level B On-site Team Lead 10 Min 45 Min 1.5 Hours 2 Hours

Level C

The overall single

point contact of the

Vendor

30 Min 1.5 Hours 3 Hours 4 Hours

Level D The single point

contact of BPCL 30 Min

T (SLA) + 2

Hours

T (SLA) +

As needed

T (SLA) +

As

Needed


39

1.E.2 Service Request Type 1 - Calls which can be solved over the phone with some due diligence

done at the Host, Database, etc.

Also, note that the BPCL’s corresponding Level B point of contact (to be defined by BPCL) needs to


Requests

Escalation

Level


Level A

Help Desk Team

Member / On-site

Team Member

15 Min 30 Min 1 Hour 2 Hours

Level B On-site Team Lead 45 Min 1 Hour 2 Hours As Needed

Level C

The overall single


Vendor

2 Hours 4 Hours 6 Hours As Needed


contact of BPCL 4 Hours 8 Hours 12 Hours 16 Hours

1.E.3 Service Request Type 2 - Calls which can be solved over the phone and should have ideally

been solved at the Customer Call Center



Requests


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Requests

Escalation

Level


Level A

Help Desk Team

Member / On-site

Team Member

15 Min 30 Min 45 Min 1 Hour

Level B On-site Team Lead 1 Hour 1.5 Hours 3 Hours 4 Hours

Level C

The overall single


Vendor

2 Hour 4 Hours 8 Hours 12 Hours


contact of BPCL 4 Hours 8 Hours 16 Hours 1 Day


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1.E.4 Service Request Type 3 - Calls which require application development, enhancement, bug

fixing, etc.

Escalation

Level


Level A

Help Desk Team

Member / On-site

Team Member

1 Hour 4 Hours 2 Days 4 Days

Level B On-site Team Lead 2 Hours 16 Hours 4 Days 8 Days

Level C

The overall single


Vendor

6 Hours 1 Day 6 Days 15 Days

Level D

The overall single

point contact of

BPCL

T (SLA) + 4

Hours

T (SLA) + 1

Day

T (SLA) +

As needed

T (SLA) +

As

Needed


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1.F 24X7 Help Desk Services – Service Levels for Requests which require Self-Manning or

Coordination with the Vendor’s Data Center team

This section defines SLAs for calls which are taken care of by the Help Desk members, either by the

call receiver himself or in coordination with her other team members maintaining the Host application,

Database, etc. at the Data Center


1.F.1 Receive the call at Level A [See Section 1.E for escalation levels] and log the

call

1.F.2 Take steps towards corrective action / information provision and maintain the

log

1.F.3 Perform Manual / Automatic Escalation as per the escalation procedure

defined in Section 1.E

1.F.4 Close the call and maintain the log

1.F.5 Follow appropriate change control procedures when making modifications to

resolve Service Requests


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1.G 24X7 Help Desk Services – Coordination with Other Parties

This section defines SLAs for calls which involves issues to be resolved by parties other than the

Vendor – namely, the party which has signed the AMC for SUN servers with BPCL (WIPRO), BPCL’s

Information System Team, Network and Terminal - are taken care of by the Help Desk members,

either by the call receiver herself or in coordination with her other team members maintaining the

Host application, Database, etc. at the Data Center


1.G.1 Coordination with BPCL Retail IS or Network Team

1.G.1.1 Receive the call at Level A and log the call

1.G.1.2 Email and call the concerned point of contact in the IS Team

1.G.1.3 Follow up with the IS team to check if the defined process is being followed at

their end to resolve the issue or not. Maintain a log of all follow ups

1.G.1.4

If the IS team is not meeting its SLAs, escalate the issue to the single point of

contact of the BPCL Retail IS Team (to be defined by BPCL) with proper

evidence that the case is pending at IS Team's end

1.G.1.5

In case of any dispute with respect to the ownership of the Service Request,

the same needs to be amicably decided between the Single Point of Contacts

from both the teams

1.G.1.6 Close the call and maintain the log

1.G.2 Coordination with the service provider of Oracle Hardware and Software.

1.G.2.1 Familiarization with the AMC Terms and Conditions with service provider

1.G.2.2 Issue a Service Request Number and log the details upon calling the

concerned point of contact of service provider

1.G.2.3 Follow up with service provider to check if the defined process is being

followed at their end to resolve the issue or not. Maintain a log of all follow ups


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1.G.2.4

If the service provider team is not meeting its SLAs, escalate the issue to the

single point of contact of the BPCL (to be defined by BPCL) with proper

evidence that the case is pending at service provider end

1.G.2.5 In case of any dispute with respect to the ownership of the Service Request,

the same will be decided by the Single Point of Contact of BPCL


1.G.3 Coordination with the Operations Team of BPCL

1.G.3.1 Familiarization with the roles and responsibilities of the Operations team of

BPCL

1.G.3.2 Issue a Service Request Number and log the details upon calling / intimating

the concerned point of contact of the BPCL team

1.G.3.3 Follow up with the Operations Team to check if the defined process is being

followed at their end to resolve the issue or not. Maintain a log of all follow ups

1.G.3.4

If the Operations team is not meeting its SLAs, escalate the issue to the single

point of contact of the BPCL (to be defined by BPCL) with proper evidence

that the case is pending at Operation Team’s end

1.G.3.5 In case of any dispute with respect to the ownership of the Service Request,

the same will be decided by the Single Point of Contact of BPCL


2 Application Services – Development and Support

This section delineates the service levels with respect to development and support of the appropriate

application software.


2.A Management

2.A.1 Provide a central Point of contact for application related services


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2.A.2

Coordinate the approval and prioritization of break fix, minor

patches, bug fix or patches, Minor Enhancements, minor

configurations, minor upgrades, and any new reports with BPCL

counterpart

2.A.3 Collect performance statistics for monthly meetings

2.A.4 Ensure conformance with BPCL's IT Strategy

2.A.5 Prioritize issues received by the help desk and other sources

2.A.6 Determine and proactively manage business risks associated

with service delivery

2.A.7 Perform resource management (performance reviews,

management, hiring, etc.)

2.A.8 Support BPCL’s business processes through joint planning

2.A.9 Recommend third party technology platform that best meets

BPCL business needs and expense/Service Level expectations

2.A.10 Release Planning

2.A.11 Update Training Materials

2.A.12 Schedule Team work efforts to meet Service Levels and

complete work activities

2.B Problem Resolution & Escalation

2.B.1 Accept Service Requests of Type 1 that come from the Help

Desk

2.B.2 Diagnose and resolve the problem, once done notify the Help

desk electronically by maintaining the log

2.B.3 Engage BPCL IS Team and other service organizations, when

required, to resolve Service Request Types 0 and 1

2.B.4 Follow appropriate change control procedures when making

modifications to resolve Problem Tickets

2.C Application Support & Development


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2.C.1 Review Issues in the Call Tracking System

2.C.2

Perform User Maintenance tasks of License availability check,

create Application access account, and assign access rights. All

access rights need to be approved and authorized by BPCL

2.C.3 Provide “How do I?” support to Help Desk for Service Request

Type 1

2.C.4 Prepare functional/technical specifications for break fix or repair

of application to rectify design defects against specifications

2.C.5 Perform Root Cause Analysis

2.C.6

Prepare functional/technical specifications for minor

configurations and minor upgrades and make them available to

BPCL

2.C.7 Apply minor software patches, perform minor configuration

changes

2.C.8 Coding: Analysis, planning, design, code and install applications

enhancements and Upgrades

2.C.9 Provide BPCL open issues report and help prioritize

2.C.10 Develop and publish a release schedule for the Application and

associated components

2.C.11 Execute releases to published schedule

2.C.12 Integrate test and sign off on final solution for break-fix, minor

enhancement, or upgrade

2.C.13 Migrate to QA system using appropriate processes and

procedures

2.C.14 Test all affected business application transactions EDC-

development and prior to official QA testing

2.C.15 Perform QA testing and sign off on all Application releases and

report pushes


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2.C.16

Create and maintain Application Documentation (Functional and

Technical) for changes in Application as implemented and make

the same available to BPCL

2.C.17 Test all affected business application transactions in the QA

system

2.C.18 Test and apply software releases (i.e. hot fixes, service packs)

from application Vendors for supported Applications

2.C.19 Support and maintain the integrity of the Application Test, QA,

and Production environments

2.C.20 Arrange QA testing by BPCL, as per the latter’s schedule

2.C.21 Maintain and support Application monitoring tools

2.D Application Development and Maintenance – POS Terminal

Application

2.D.1 Hotlisting Parameter file in the application needs to be generated

twice in a week

2.D.2 The application should be fine tuned as batch settlement time

depends on this application tuning

2.D.3 Blocked cards of customers should be handled by the terminal

(POS) application accurately

2.D.4 Each time there is a change in terminal application the same

should be populated on the terminal without manual intervention

2.E Application Development and Maintenance – Host ISO Server

Application

2.E.1 No mismatch in the log of data exchanged between the terminal

application and ISO host

2.E.2 ISO log should be available to the user in GUI form

2.E.3 Status of all the batches hit at host should be made available

2.E.4 No customer should be able to transact more than his balance

and should not be awarded more petromiles than deserved.


48

2.E.5 Application needs to check faults like Customer balances

becoming negative

2.E.6 Information on payable receivable should be available for

immediate action.

2.E.7 Any card that is blocked / hotlisted should not be able to transact

2.E.8

All data, which needs to be uploaded in SAP (to be defined by

BPCL) should be automatically populated and no manual

interventions should be required

2.E.9 Customer should not be able to redeem points more than eligible

loyalty points.

2.F Application Development and Maintenance – GUI (Intranet /

Internet)

2.F.1 Comprehensive User manual should be available

2.F.2 Comprehensive System manual needs to be developed and

updated

2.F.3 All security features should be built in the application

2.F.4 User management module should be available for access profile

changes

2.F.5 Application should be thoroughly tested for Internal Errors and

proper error messages should pop up instead of system failures

2.F.6 A log on online users need to be maintained and should be

accessible to the authorized persons (defined by BPCL)

2.F.7 Performance tuning of the application should be done on regular

basis as Database will increase day by day.

2.F.8 A log on the downtime of the GUI should be available

2.F.9 Modules used by partners are extremely critical and should be

accessible anytime and work on a stand alone basis

2.F.10 Customer should be informed in advance the non availability of

the pages


49

2.G Application Development and Maintenance – PIN Unblocking /

Personalization

2.G.1 Application user manual and system manual should be made

available

2.G.2 The Access to this application at the territory should be given

after taking proper permission of IT incharge

2.G.3 Full security features should be built in this application

2.G.4 A log on online users need to be maintained and should be

accessible to the authorized persons (defined by BPCL)

2.H Application Development and Maintenance – SMS Server

2.H.1 Provide a liaison to coordinate with BPCL Retail IS team and

monitor the system uptime and downtime

2.H.2 Escalate issues with the single point BPCL (to be provided by

BPCL) in case of any issues


50

3 Database Management Service

The following section describes the overall requirements for Database Management Service to be

provided for Oracle database application sustenance and management at BPCL Data Center and to

meet the service norms as defined. The service would also include ongoing database tuning for better

performance. The database being used is Oracle 11g and Application Server Weblogic11g


3.1 Identify and apply database technology patches as required

3.2 Perform and monitor database availability

3.3 Monitor and request scheduled database backups

3.4 Perform database system recovery

3.5 Perform database monitoring and tuning

3.6 Maintain space availability for users

3.7 Perform daily database maintenance activities

3.8

Maintain availability of the production system and all supporting

systems including development, patching, testing, and

preproduction environments

3.9 Schedule and request changes to infrastructure if required by

database (e.g. Operating patches)

3.10 Upgrade technology executables and coordinate compatibility with

technical system and hardware administrator

3.11 Perform long-term capacity planning

3.12 Create documentation of database structures

3.13 Update and maintain database documentation

3.14 Install and upgrade DBMS Vendor Software

3.15 Configure and maintain DBMS instances


51

3.16 Allocate disk space to tablespace / dbspace

3.17 Configure and schedule backup and recovery tools.

3.18 Implement recovery media retention procedures

3.19 Configure DBMS monitoring tool

3.20 Own technical support relationship with Vendors

3.21 Adjust DBMS configuration parameters

3.22 Recommend database reorganization strategies

3.23 Owns DBMS administrator user-id and is accountable for its use

(e.g. user-ID’s "Oracle")

3.24 Define, document, maintain and publish DBMS configuration

guidelines and standards

3.25 Configure DBMS options such as "parallel server"

3.26 Configure DBMS data replication service for high availability

3.27 Define, document, maintain, and publish standard retention

procedures for recovery media

3.28 Define, document, and publish standard monitoring tool alerts

3.29 Database Administrator should be Oracle Certified Professional

3.30 All User access rights need to be authorized by the BPCL Retail

IS team


52

4. OS and Server Administration

The services will cover all designated Solaris servers deployed. BPCL has the cover of Premium

support covering Oracle hardware.

The following section describes the overall requirements for OS and Server Administration:


4.1 Perform security management – Configuring Account policy, Access

rights, and Password control

4.2 Schedule and execute jobs

4.3 Schedule and optimize the services running on the server

4.4 Monitor and Check for crash dumps/panics

4.5 Conduct OS performance tuning along with Vendor

4.6 Verify system logs and periodically clean up log files

4.7 Perform application of patches/ system upgrade along with the

Vendor

4.8 All User access rights need to be authorized by the BPCL Retail IS

team


53

5 Disaster Recovery and Business Continuity

Vendor must provide Disaster Recovery management and contingency planning for specific systems,

to agreed service levels and in accordance with the Disaster Recovery and Business Continuity

requirements of BPCL.

The following section describes the overall requirements for OS and Server Administration:


5.1

The online hot swapping process should happen with a writable

snapshot of production database that is refreshed at a limit to be

mutually agreed upon by BPCL and the Vendor

5.2 Schedule and perform regular tests on the efficacy of the DR and BC

arrangements

5.3 Schedule and coordinate testing by BPCL / external party

5.4 Take regular back ups of the data and store the same at defined

locations (to be provided by BPCL)


54

6 Security Management

BPCL is committed to the maintenance of high levels of security and Vendors will be required to

demonstrate that their approach to Security Management is driven by adherence to widely accepted

standards applicable to the health delivery environment.

In their responses, Vendors will be required to satisfy the following general requirements:


6.A Audit

6.A.1

If Vendor has not already had a security audit performed by mutually

agreed upon third party, BPCL will conduct an initial security audit of

Vendor’s security controls that are designated by Vendor to be used

in provision of the Services under the Agreement. This initial audit will

be scheduled at a mutually agreeable time and will determine the

state of security and readiness within Vendor’s environment. Prior to

Vendor accessing, gathering, storing, or processing BPCL data,

Vendor will resolve any issues identified through the initial security

audit as mutually agreed upon by the parties

6.A.2

If Vendor has had a security audit performed by an industry

recognized third party as mutually agreed upon by the parties, then

the requirements of Section 6.A.1 will be waived and the following

obligations will apply:

Prior to Vendor accessing, gathering, storing, or processing BPCL

data, Vendor will provide BPCL with the scope and results of the most

recent security audit performed by that third party. The scope of this

audit must include the proposed BPCL-related environment and its

compliance with BPCL’s requirements shall be determined by BPCL

in its sole discretion


55

6.A.3

During the term of the Agreement, BPCL reserves the right to

periodically audit the infrastructure designated by Vendor to be used

in provision of Services under the Agreement to ensure compliance

with the requirements of this Exhibit. Non-intrusive network audits,

such as TCP port scans, may be performed randomly without prior

notice.

More intrusive network and physical audits may be conducted by

BPCL with 24 hours notice during the term of the Agreement. This

type of audit will be conducted as and when required.

If during the term of the Agreement Vendor has had periodic audits

performed by a mutually agreed upon third party, Vendor will provide

BPCL with results of such periodic audits

6.A.4

Code Audits: A web code review is the audit of web code, including

Java, etc., for the explicit purposes of detection and remediation of

security vulnerabilities. If Vendor has completed a web code review,

then Vendor will disclose to BPCL who completed the review, the

results of the review, and what remediation activity has taken place. If

a web code review has not been completed, Vendor will disclose

when such an activity is planned

6.A.5

Audit After an Incident: If a breach of security incident occurs

involving a Vendor facility or Vendor’s systems, BPCL may suspend

or terminate Vendor’s access to BPCL and it will conduct a security

audit

6.A.6

BPCL Results and Vendor Response: BPCL will provide Vendor with

detailed results of any audit performed by BPCL. Vendor will be

granted thirty (30) days to resolve any issues BPCL has identified

through an audit. Once the identified issues have been resolved,

BPCL may also conduct a security audit to ensure the completion of

the resolution. Vendor’s failure to resolve issues identified through

audits as set forth above may be deemed by BPCL to be a material

breach of the Agreement resulting in BPCL terminating the

Agreement without penalty or other termination charge to BPCL


56

6.A.7 Services provided to BPCL by the Vendor should be in line with

BS15000 certification.

6.A.8 Vendor should follow the audit procedures under Indian GAAP as per

applicable Indian law.

6.B Security Incidents and Response

6.B.1

Notification and Timing: Notwithstanding any other legal obligations

Vendor may have, Vendor agrees to immediately notify BPCL in

writing upon Vendor’s discovery of a breach of security of its systems

where BPCL’s data or materials containing Personally Identifiable

Information, including but not limited to BPCL Users’ IDs or

passwords (collectively “PII”), have been acquired by an unauthorized

person or Vendor reasonably believes that such a breach of security

may have occurred. Vendor will also provide immediate feedback to

BPCL about any impact this possible or actual breach may or will

have on BPCL or its user community. In accordance with its

obligations under this Section 6.B.1, Vendor will use commercially

reasonable efforts to notify BPCL of the possible or actual security

breach no more than thirty (30) minutes after detecting the possible or

actual breach. Notwithstanding the foregoing, in no circumstances will

more than one (1) hour pass between Vendor detecting a security

breach and BPCL being notified

6.B.2

BPCL Security Resources: During the term of the Agreement, BPCL

may, upon mutual agreement with Vendor, provide resources from its

security group to assist with an identified security breach

6.B.3

BPCL Environment Isolation: Vendor will either immediately disable

functionality of the application or isolate and safeguard the BPCL data

should a security issue be identified. BPCL reserves the right to

require Vendor to isolate its databases/servers/networks if it appears

that BPCL customer information is being compromised by the security

breach

6.B.4

Vendor Response: Vendor’s failure to resolve security breach issues

as set forth above may be deemed by BPCL to be a material breach

of the Agreement resulting in BPCL terminating the Agreement

without penalty or other termination charge to BPCL


57

6.C Physical Security

6.C.1 Access Disclosure: Upon written request from BPCL, Vendor will

disclose list of authorized personnel who have access to the

environment hosting the application for BPCL

6.C.2 Background Check: Upon written request from BPCL, Vendor will

provide BPCL with documentation regarding its background check

procedures

6.D Host and Web Security

6.D.1

Upon written request from BPCL, Vendor will provide BPCL with the

following information, all of which shall be considered the Vendor’s

Confidential Information:

(a) How and to what extent the hosts (Unix, etc.) comprising the

BPCL infrastructure have been hardened against attack

(b) Hardening documentation for Computer Aided Instruction (CAI), if

available

(c) A list of current patches on hosts, including host Operating System

patches, web servers, databases, and any other material application

(d) Policy for applying patches and identifying and mitigating security

vulnerabilities

(e) Processes for monitoring the integrity and availability of BPCL

related hosts

(f) Information on their password policy for the BPCL infrastructure,

including minimum password length, password generation guidelines,

and how often passwords are changed

(g) Information on the account management process, for all accounts

Vendor is responsible for. This will include information on how an

account is created, how account information is transmitted back to the

user, and how accounts are terminated when no longer needed

6.D.2

Upon written request from BPCL, Vendor will provide BPCL with the

following information:

(a) Specific configuration files for any servers and associated support

functions, such as databases


58

(b) What technologies are used in which general component(s) of the

Vendor architecture

(c) Identity of the computer programming language that the

application back-end is written in (i.e. C++, J2EE, etc.)

(d) Process for performing security Quality Assurance testing for the

application. For example, testing of authentication, authorization, and

accounting functions, as well as any other activity designed to

validate the security architecture

6.E Data Security

6.E.1 Storage of BPCL Personally Identifiable Information (PII) Data:

Vendor will ensure that BPCL Confidential Data will be stored in

encrypted format

6.E.2 Authorized Access: During the term of the Agreement, BPCL data will

only be handled by a defined and authorized group of Vendor

personnel

6.E.3

Data Deletion and Destruction: Once the Agreement terminates or

expires, or BPCL data is no longer required for the purposes of the

Agreement, BPCL data will be immediately removed from the

Vendor’s environment. Thereafter, all media used to store BPCL data

will be cleaned using industry best practices or destroyed

7. Report Management


7.1

Except for the Ad hoc reports, all others need to be generated

automatically and made accessible to the intended recipients at the

designed time level

7.2 Coordinate with the Administrator(s) (to be defined by BPCL) for access

rights, view rights and other report related queries

7.3 Technical Design, data extraction, data validation and display format

needs to be maintained for all reports as suggested by the Administrator

7.4 Troubleshoot exceptions in report generation, data validation, etc.


59

Report creation and presentation is an essential activity of the Vendor to help BPCL monitor the

performance of its operations. This section delineates the broad types of reports that the Vendor

needs to generate:

System Related – These reports would be required to check the health of the servers, applications,

CPU usage, etc.

Terminal – These reports would be required to check the performance of POS terminals, Settlement

status, application versions, list of Terminals not settling, etc.

Merchant Related – These would be merchant centric reports which would give data on parameters

like sales of merchants, fastest growing (in Rs. Sales) of all the merchants, merchants with

decreasing sale, etc.

Customer Related – These would be customer centric reports which would give data on customer

centric parameters like number of customers in different slabs of petrol consumption, customer

redemption patterns, etc.

Exceptions – These reports would provide data on exceptions happening because of customer

behavior, system behavior, terminal behavior, etc.

Operations Support– These reports would be required to support the operational activities of HQ

team and external program partners.

Ad hoc – These reports will be developed to satisfy ad hoc data requirements coming from various

stakeholders of the program.

8 Performances / Review

Following are the requirements from the Vendors for this section:

8.1 Target Service Levels

This section describes the target service levels calculated monthly (excluding the exceptions referred

to in Section 8.4) and the penalties attached on digressing from the same.


60

Secti

on Services Target Penalties

8.1.A

Host Application

Availability (Uptime)

99.5%

on

24X7

basis

For server uptime less than 99.50% the following

formula would be used to calculate the penalty:

Monthly rate of Vendor’s Application maintenance

services

* (No. of hrs. the application was down)

/ (30 * 24)

8.1.B Database Availability

(Uptime)

99.5%

on

24X7

basis

For database server uptime less than 99.5% the

following formula would be used to calculate the

penalty:

Monthly rate of Vendor’s Database Server

maintenance services

* (No. of hrs. the DB server was down)

/ (30 * 24)

8.1.C Audit (by BPCL / third

party)

100%

Confor

mance

Every Non-Conformance will have to be remedied by the Vendor within 30 days of the audit

Once the identified issues have been resolved, BPCL may also conduct a security audit to ensure the completion of the resolution. Bidder’s failure to resolve issues identified through audits as set would result in withholding of any payments to be made to the Bidder and the same may be deemed by BPCL to be a material breach of the Agreement resulting in BPCL terminating the Agreement without penalty or other termination charge to BPCL

8.1.D Financial Losses on

account of security breach

/ malfunction of application

software/process/ system

failure / any activity for

which Bidder is

responsible

Nil

financia

l loss

All such financial losses shall be recovered from

payment due to bidder or by invoking performance

bank guarantee.


61

8.1.E Help Desk – Service

Request Closure

95% of all Priority 0

and Priority 1 Service

Requests should be

closed / appropriate

action taken within

Level B.

The same would be

calculated on a

monthly basis.

For any slippages by more than one month

per financial quarter would result in

deduction of 5% of the monthly

maintenance fees for all the months in the

quarter where the SLA is not met

8.1.E Application

Development /

Enhancement /

Regression Testing

(by Bidder )

From the date of

approved Change

Request (on the

basis of mutually

agreed estimates) to

the closure as per

gating criteria of

BPCL (including

functional

specifications,

technical

specifications, code

documents,

regression testing)

Any slippages in meeting the gating criteria

beyond estimated and approved date will be

charged through the following formula:

Fees for the enhancement or development

/ (Total number of days as estimated and

approved)

* (Total number of slippage days)

If the delay ( not attributable to BPCL)

beyond 50% of the mutually agreed period,

BPCL can award the same job to even any

third party who is capable to do the same

job and the bidder will completely co-

operate with him to provide the necessary

handholding for implementation and

maintenance.

8.1.G User Acceptance

Test

Should get accepted

in the first testing as

per documented

Change Request

Any rework would be at Vendor’s own cost.

Also, penalty would be calculated through

the following formula:

Fees for the enhancement or development

/ (Total number of days as estimated and

approved)

* (Total number of slippage days)


62

Note 1: “System Unavailability” is a condition whereby the service is unavailable due to hardware or

hosting environment failure OR Network failure. System Outage does not include failure due to

scheduled maintenance. System Outage also does not include exceptions referred to in Section 8.4.

Note 2: Gating Criteria would be defined by BPCL at the time of change management process.

8.2 Performance Review

Performance monitoring will be carried out at Service Review meetings to be held on a quarterly or

monthly basis. Quarterly or monthly reports shall be provided by the bidder. These reports will have

detail Application service availability, number of failures per quarter or month, number of application

enhancements on time, number of missing target dates, mean time to resolve different priority calls

and different types of service requests, number of times Priority 0 and Priority 1 service requests

were not resolved / appropriate action taken at Level B, etc.

Additional meetings may be instigated at the request of either party. Representatives from BPCL and

the Bidder shall be in attendance. The frequency of these meetings shall be subject to agreement

with BPCL.

8.3 Penalties in Transition Period

Above penalties will not be applicable during Transition Period. Further, conditions for Penalties can

be added or modified at the sole discretion of BPCL.

8.4 Availability and Fault Response Exceptions

This section lists the situations in which no penalties will be awarded or no action will be taken

against the bidder:

Section Availability and Fault Response Exceptions

8.4.1 Where service interruption has been caused by deliberate, accidental or

negligent interference to Vendor’s equipment by BPCL employees

8.4.2 Where BPCL undertakes planned works, which require or cause disruption to

Vendor’s equipment supporting the service

8.4.3 Whereby a request by BPCL to make changes to the services, the service is

interrupted in order to accommodate said request

8.4.4 Any circumstance or event (Force Majeure) beyond the reasonable control of

Vendor or BPCL

8.4.5 Any Planned Outage


63

SLA for VOICE CALL CENTRE

Sec

tion Services Target Responsibility Penalties

Customer Service:

a) Response

to email

queries:

Vendor to respond (not auto

response) within 3 working days

post receipt of the complaint.

Compliance:100%

BPCL to provide

campaign details

at least 5 working

days before the

actual starting

date of promotion

Rs.1 per email sent after

deadline

b) Response

to Postal

queries

7 working days of receipt of

email/data Compliance:100%

Rs.1 per mail sent after

deadline

c)

Response

to BPCL

HQ queries

2 working days of receipt of

email/data Compliance:100%

Rs. 150 penalty per query if

query results are provided

after the deadline.

d) Monthly

review

meeting

Presentation on Complaints

status by 10th of the following

month.

If not presented every

month, deduction of Rs.

2000 on Customer Service

fees

e)

Customer

Service

JSR +

Category

wise

complaints

Customer Service JSR +

Category wise complaints report

every week by Monday.

If sent after deadline then

Rs. 2000 off on Customer

Service fees.

Cards

Across the

Shelf

[CATS]

1. Pre – personalization of Cards to be made as per file provided by BPCL. – maximum of 1000 cards per day

2. Master file to be maintained at Vendor HO

3. Reconcile Cards dispatches

Campaigns managed by

BPCL / Vendor

Penalty of Rs. 1000 per

location per incident where

Vendor is not able to

provide manpower at the

designated location.

For any error in the data


64

Vendor Manpower

1. Dispatch pre-personalized cards to Vendor Regions as per BPCL’s instructions.

2. Manpower at select BPCL ROs/campaign locations to be provided by Vendor for campaign duration.

3. Data entry should be on line.

4. At the end of each campaign, card reconciliation statement to be submitted to BPCL HQ within 7 working days. Unused cards have to be returned to Vendor HO under clear intimation to BPCL HQ.

5. All filled application forms to be sent to Vendor HO for scanning and record keeping.

Vendor

entry of application Vendor

to rectify the same at their

HO without any payment.

For Errors BPCL to deduct

an amount of Rs 11/- per

incorrect profile updation.

Absenteeism of Vendor

Manpower without prior

permission of local BPCL

office, attracts a penalty of

Rs.500/- per day.

Campaigns managed through BPCL Manpower

1. Dispatch pre-personalized cards to Vendor Regions as per BPCL’s instructions.

2. 2 days prior intimation will be given to Vendor.

3. Installation of Hardware (Pc and Printer) and Software and necessary assistance in case of break down by Vendor.

4. Impart necessary training to designated BPCL representative/s who would be manning each enrollment desk.

5. At the end of each campaign, card reconciliation statement to be submitted to BPCL HQ within 7 working days. Unused cards have to be returned to Vendor HO under

BPCL/Vendor

Penalty of Rs.500/- per day

for delayed Set-up/training.

In case of delay in attending

break-downs of CATS

campaign set up a penalty

of Rs. 200/- per day is

leviable.


65

clear intimation to BPCL HQ.

All filled up application forms to be

sent to Vendor HO for scanning

and storage.

EPS

Sec

tion Services Target Responsibility Penalties

1 EPS

services

The expected time for handing

over the key injected terminal to

service provider shall not be more

than 5 hours and facility should be

available in minimum 50 cities

pan India. Working days for key

injection would be Monday to

Saturday(both days inclusive)

from 8.30 AM to 7PM

Bidder Penalty of Rs.50/- per hour

delay


66

SECTION VI

PRICE BID

Price Bid under Tender No: 1000200528

Instructions to the bidders for filling price bid

1. The bidders are requested to read the tender documents carefully and

understand the scope of work before submitting quote.

2. The commercial bid shall be opened only for those who qualify in technical bid

evaluation.

3. The sum of part I to Part VI will be considered as total price bid value.

4. Price should be quoted only in Indian Rupees (INR).Price quoted in words will

prevail over figure. In case of revision in taxes, the applicable taxes will apply.

5. Each sheet to be signed with rubber stamp.

Summary of Price Bid

Part Description Total Value

(incl of taxes)

Total Value (incl of taxes) in

words

I Supply of Software

II Back end operations

Management

III Change Management

IV Security Management


67

and

Encryption

V Member Enrolment

management & card

processing.

VI Customer Grievance and

Feedback management

Part

I

Supply of Software

Sr.

No

Price Item (C1) Unit (C2) Unit

Rate

(C3)

Estimated

QTY (C4)

Total Value

Exclusive of

taxes (Rs.)

(C5=C3*C4)

Taxes as

applicable

(C6 )

Total

Value

inclusive

of

taxes(Rs.

) (C7=

C5+C6)

1 One Time

development

/customization of

complete loyalty

application

solution for

EDC/Host/Web

as defined in

scope of

work.(EDC

application should

Lumpsum 1


68

be portable on 2

makes of EDCs

of different

manufacturers)

2 Development and

customization of

Multi banking

credit/debit EPS

solution with

integration to

loyalty program &

Retail Automation

. (Min 3 major

banks including

HDFC being the

current acquiring

bank)

(application

should be

portable on 2

makes of EDCs

of different

manufacturers)

Lumpsum 1

3 Transfer of

ownership with

all source code

as defined in

scope of work

Lumpsum 1

4 Charges for a

dedicated

qualified Project

manager for

Project

Management till

completion of

Pilot.

Lumpsum 1


69

5 Development of

EDC application

and Multi banking

credit/debit

solution with

integration to

loyalty program

and Retail

Automation on

EDC of a third

manufacturer.

Lumpsum 1

Type of Tax and

Percentage

Sr No 1 : …………@.......% Sr No 2: …………@.......%

Sr No 3 : …………@.......% Sr No 4: …………@.......%

Sr No 5 : …………@.......%

Sub Total ( PART

- I) Sum of C7 in

figure

Sub Total ( PART

- I) Sum of C7 in

words


70

Par

t II

Back end operations Management ( 24*7 Technical Help Desk)

Back end operations executive (as per scope document) with min qualification BE/MCA

/equivalent. To work at BPCL Tech Centre, Mumbai on 3 shift routa on 24*7 basis. The

estimated no of resources mentioned is indicative and is at the discretion of BPCL

Sr.

No

Price Item

(C1)

Unit

(C2)

Unit

Rat

e

(C3)

Estimate

d no. of

resource

s (C4)

No of

month

s (C5)

Total Value

Exclusive of

taxes (Rs.)

(C6=C3*C4*C5

)

Taxes as

applicabl

e (C7 )

Total

Value

inclusive

of

taxes(Rs

) (C8=

C7+C6)

1 Back end

operation

executive-

rate for

first year

per

executiv

e per

month

8 12

2 Back end

operation

executive -

rate for

second

year

per

executiv

e per

month

8 12

3 Back end

operation

executive -

rate for

third year

per

executiv

e per

month

8 12

4 Supply of

additional

resource

on demand

per

executiv

e per

month

1 1

Type of

Tax and

Percentag

Sr No 1 : …………@.......% Sr No 2: …………@.......%

Sr No 3 : …………@.......% Sr No 4: …………@.......%


71

Part

III

Change Management

Changes / developments in all the applications of the program during AMC period as and when

required.

Sr.

No

Price Item (C1) Unit (C2) Unit

Rate

(C3)

Estimated

QTY (C4)

Total Value

Exclusive of

taxes (Rs.)

(C5=C3*C4)

Taxes as

applicable

(C6 )

Total

Value

inclusive

of

taxes(Rs. )

(C7=

C5+C6)

1 Developer cost

for first year

per

developer

per man

day

1

2 Developer cost

for Second year

per

developer

per man

day

1

3 Developer cost per

developer

1

e

Sub Total

( PART -

II) Sum of

C7 in

figures

Sub Total

( PART -

II) Sum of

C7 in

words


72

for third year per man

day

Type of Tax and

percentage

Sr No 1 : …………@.......% Sr No 2:…………@.......%

Sr No 3 : …………@.......%

Sub Total (

PART - III) Sum

of C7 in figures

Sub Total (

PART – III)

Sum of C7 in

words

Par

t IV

Security Management and Encryption

Providing Hardware Security Module (HSM) services for encrypting the Cr/Dr transaction and its

relevant components. The bidder to encrypt the data between the terminal and HSM and forward

the same to the concerned banking partner. The estimated quantity mentioned is indicative and

may change as per business requirement.

Sr.

No

Price Item

(C1)

Unit

(C2)

Unit

Rat

e

(C3)

Estimat

ed qty

(C4)

No of

month

s (C5)

Total Value

Exclusive of

taxes (Rs.)

(C6=C3*C4*

C5)

Taxes

as

applica

ble

(C7 )

Total Value

inclusive of

taxes(Rs. ) (C8=

C7+C6)

1 Hardware

Security

Module (HSM)

services

including

necessary key

injections as

and when

Per

termin

al per

month

12000 36


73

reqd to make

EDCs ready

for Cr/Dr card

transactions.

Type of Tax

and

percentage

…………@.......%

Sub Total

( PART - IV)

Sum of C8 in

figures

Sub Total

( PART - IV)

Sum of C8 in

words

Pa

rt

V

Member Enrolment management & card processing.

Supply of blank cards as per specs, processing of physical/web application forms/requests in the

perso module,personalisation & dispatch of cards,MIS and replying card related email queries if

any. Artwork will be provided by BPCL.Courier services should be jointly finalized by BPCL &

vendor and charges will be reimbursed on actual basis on submission of bill. The estimated

quantity mentioned is indicative and may change as per business requirement.

Sr.

No

Price Item (C1) Unit

(C2)

Unit

Rate

(C3)

Estima

ted

QTY

(C4)

No

of

Year

s

(C5)

Total Value

Exclusive of

taxes (Rs.)

(C6=C3*C4*

C5)

Taxes

as

applica

ble (C7

)

Total

Value

inclusive

of

taxes(Rs.)

(C8=C6+C7

)


74

1 Supply of Mag strip cards

(ref ANNEXURE X) with

pre-printed art work of 3

to 4 variations.(1st year:8

Lakhs,there after

2.5lakhs each year).

Per

card

13Lakh

s

-

2 Supply of Open Java chip

cards (ref ANNEXURE

X),with pre-printed art

work of 3 to 4 variations

on demand.

Per

card

5000 -

3 Supply of smart

tags/contactless cards

with memory of min 512

bits for identification.

Per

Card

10000

-

4 SmartFleet:Creation of

new account including

processing of

physical/web application

form,data entry,scanning

of application form and

record keeping.

Per

acco

unt

8,000 3

5 SmartFleet(Mag strip

card):Issuance of New /

additional /

Replacement card

under the already created

account- includes

personalisation, limit

setting & item selection if

any and

dispatch.(dispatch is

exclusive of courier cost)

Per

card

30000 3


75

6 SmartFleet(Chip

card):Issuance of

New/additional/Replace

ment card under the

already created account-

includes personalisation,

limit setting & item

selection if any and

dispatch.(dispatch is


Per

card

30000 2

7 PetroCard:Creation of

new account including

processing of

physical/web application

form,data entry,scanning

of application form and

record keeping.

Per

acco

unt

30000 3

8 PetroCard(Magstrip

card): Issuance of

New/Replacement card-

includes personalisation

and dispatch.(dispatch is


Per

card

35000 3

9 Instant

card(FleetQuick)- cost

of processing of pre-

personalised card kits

and updation of profiles

at later date.(exclusive of

cost of card & collaterals)

Per

card

150000 3

10 Instant card(PetroFast)-

cost of processing of

pre-personalised card

kits and updation of

profiles at later

date.(exclusive of cost of

card & collaterals)

Per

card

20000 3


76

11 Cards across

table:Processing of

cards at campaign

sites(local) in the market

place with 1

manpower(job includes

installation of Instant

carding ,processing of

application

forms,personalisation

and printing of cards etc.)

Per

day

1000 3

12 Cards across table:

Processing of cards at

campaign sites

(Outstation) in the

market place with 1

manpower(job includes

installation of Instant

carding ,processing of

application

forms,personalisation

and printing of cards etc.)

Per

day

800 3

13 Cards across table-

support Local

campaign without man

power: Installation and

initialization of Instant

card machine for

processing of cards at

campaign sites.(Man

power for installation/de-

intallation visits)

Per

visit

1000 3

14 Cards across table-

support Outstation

campaign without man

power: Installation and

initialization of Instant

card machine for

Per

visit

500 3


77

processing of cards at

campaign sites.(Man

power for installation/de-

installation visits)

15 Re-Carding of existing

cards (Petro/SmartFleet)

One time exercise:

Processing of cards

using the existing host

data and

disptach.MIS.(exclusive

of cost of card and

courier charges)

Per

card

7Lakhs -

16 PIN mailers to

customers.(dispatch is


Per

mail

er

13

Lakhs

Type of Tax and

percentage

Sr No 1 : …………@.......% Sr No 2: …………@.......%

Sr No 3 : …………@.......% Sr No 4: …………@.......%

Sr No 5 : …………@.......% Sr No 6: …………@.......%

Sr No 7 : …………@.......% Sr No 8: …………@.......%

Sr No 9 : …………@.......% Sr No 10: …………@.......%

Sr No 11 : …………@.......% Sr No 12: …………@.......%

Sr No 13 : …………@.......% Sr No 14: …………@.......%

Sr No 15 : …………@.......% Sr No 16: …………@.......%

Sub Total ( PART - V)

Sum of C8 in figures

Sub Total ( PART - V)

Sum of C8 in words


78

Part

VI

Customer Grievance and Feedback management

To set up and manage Voice call center, handling of

Postal/Web/E-mail queries as per the scope.

The estimated quantity mentioned is indicative and may change as

per business requirement.

Sr.

No

Price Item

(C1)

Unit

(C2)

Unit

Rate

(C3)

Estimat

ed QTY

(C4)

No of

Month

s (C5)

Total Value

Exclusive of

taxes (Rs.)

(C6=C3*C4*

C5)

Taxes

as

applica

ble (C7

)

Total Value

inclusive of

taxes(Rs. ) (C8=

C6+C7)

1 Voice call

center

management

charges

Per

month

1 36

2 Incoming call

handling

charges

Per

call

40000 36

3 Outgoing call

handling

charges

Per

call

1000 36

4 Web based

complaint call

handling

charges

Per

month

1 36

5 Postal

complaint

handling

charges

Per

month

1 36

Type of Tax

and

Sr No 1 : …………@.......% Sr No 2: …………@.......%


79

percentage Sr No 3 : …………@.......% Sr No 4: …………@.......%

Sr No 5 : …………@.......%

Sub Total

( PART – VI)

Sum of C8 in

figures

Sub Total

( PART - VI)

Sum of C8 in

words


80

SECTION VII

PAYMENT TERMS/SCHEDULE

Sr. No Activity/Milestone

Proportion of bid value for payment Payment Schedule

1 Preparation and finalization of blue print ( program requirement document)

10 % of finalized Bid value under Part I-A

Onetime payment after approval by BPCL

2 Development , Customization of software and successful completion of UAT for all modules


Three equal instalments of duration indicated by the Tenderer for the activity.

3 Successful implementation of the application on 100 sites


Onetime payment upon successful completion of the activity and sign-off.

4 Completion of migration to new application and pan India rollout of EDCs.

45 % of finalized Bid value under Part I-A and 80 % of finalized Bid value under Part I-B

Onetime payment upon successful completion of the activity and sign-off.

5 Succesful completion of project and handing over to operation team.

10 % of finalized Bid value under Part I-A and 100% of finalized Bid value under Part1-D

6 Handing over and taking over of source code ( includes source code testing / workability / training BPCL Team/Documentation) .

80 %of finalized Bid value under Part 1-C

BPCL team will test and release the payment after 1 month of handing over.

7 Successful completion 6 months of operation .

20 % of finalized Bid value under Part 1-B

6 First revision or addition of feature or 6 months from handing over and taking over of source code whichever is earlier

10 % of finalized Bid value under Part 1-C

8 Success implementation of 1st revision or 12 months of handing over of source code, subjected to satisfactory performance of overall loyalty application.

10 % of finalized Bid value under Part 1-C

9 Software Annual Maintenance Charges (AMC) Cost for Resources working at BPCL site. @ No of Person working X Man Month rate, charges of Call centre management, field service and card fulfilment, HSM and others

Monthly –completion of month by 25th of next month for the previous month subjected to submission of bill / performance.


81

SECTION VIII

Special Terms and conditions for Bidders

Instructions to Bidders:

1.0 The bidder shall bear all costs associated with the preparation and submission of the bid

Inclusive of associated POC activity. BPCL will not be responsible or liable for these

costs, regardless of the conduct or outcome of the bidding process.

2.0 Bidder is requested to submit their bids taking full notice of all the technical /

commercial specifications, terms and conditions, forms & attachments to this tender.

3.0 This RFP is not an offer by BPCL, but an invitation to receive responses from eligible

interested firms .No contractual obligation whatsoever shall arise from the RFP process

unless and until a formal contract is signed and executed between BPCL and the

bidder(s) concerned. BPCL reserves the right not to proceed with the tender process at

any stage without assigning any reason.

4.0 Un-price bid (Price bid with prices struck off) should be submitted by the vendors with the

Techno-Commercial bids. This is to ensure before opening of price bids that eligible vendors

have covered the applicable Duty /Tax details, octroi applicability etc

5.0 Lead bidder can have one service provider who can have all India Service network or can

engage different service franchisee model in max 4 regions.Such franchisee cannot further

sub-contract to others

6.0 Submission of Tenders:

6.1 The tender documents will be available on www.bharatpetroleum.in and

www.eprocure.gov.in

6.2 BPCL is not responsible for non submission of the tender document by the bidder for any

reasons.

6.3 The bidder should ensure that all documents mentioned in the ANNEXURE XII (Checklist)

have to be submitted along with the tender in the same sequential order.

6.4 The Integrity Pact document format given in ANNEXURE VII to be duly filled, signed

along with witness signatures to be given along with tender papers. Non submission of

the same would be rejected..

http://www.bharatpetroleum.in/

http://www.eprocure.gov.in/


82

6.5 The original DD/ Banker’s cheque of the EMD amount should be submitted to BPCL

by the due date & time. Non submission of the same would result in the rejection of

the bid. BPCL shall not be responsible for delay in receipt of original DD/ Banker’s

cheque/ of the EMD amount due to any reason whatsoever. Non submission of EMD

shall lead to disqualification of the tender without prior notice.

6.6 The EMD in the form of Demand draft / Banker’s cheque is to be submitted at the

following address:

Ch. Manager Database (Retail )

Retail Technology Centre

Bharat Petroleum Corporation Limited ,

Gr. Floor Amenities Block

Sewree fort Road, Sewree (East)

Mumbai – 400 015.

e-mail: [email protected]

Contact No: 022-24176011

7. Bid Security or Earnest Money Deposit:

7.0 EMD for Rs. 5,00,000 /- by way of bankers cheque/pay order/demand draft from a

scheduled bank (but not a cooperative bank) as notified by Reserve Bank of India

,Bankers’ cheque / pay order / demand draft / bank guarantee should be in favour of M/s.

Bharat Petroleum Corporation Limited payable at Mumbai. In other words, EMD for tender

responses with from any Co-operative Bank will not be accepted even if it is a

Scheduled Bank. In case the EMD is given from a Co-operative Bank or a non-scheduled

bank notified by RBI, the offer will be rejected. Cheques, Money Orders, Cash etc will

not be accepted. EMD of unsuccessful bidders will be refunded only after finalization of

order without any interest.

7.1 EMD money should be enclosed in a separate envelope duly super-scribed with

tender reference number stating EMD and sent to the BPCL so as to reach on or before

the due date and time of submission of tender response.

7.2 Linking with earlier transactions/adjustments with pending bills, or any other amount

payable by BPCL is not allowed.

mailto:[email protected]


83

7.3 EMD shall be forfeited in the event of:

a) Withdrawal of offers during the validity period of the offer as mentioned elsewhere in the

document

b) Non-acceptance of order when placed.

c) Non-confirmation of acceptance of orders within the stipulated time after start date.

d) Any unilateral revision made by the bidder during the validity period of the offer.

e) Non-execution of the document after acceptance of the contract due to any dispute of the

bidders or for any reason whatsoever.

8.0 Earnest Money Deposit (EMD)

a. Bidder has to submit EMD of Rs 5 Lakhs.

b. EMD of successful bidder would be converted to security deposit till Performance Bank

Guarantee is submitted.

c. EMD of unsuccessful bidder shall be returned in total after tender finalization.

d. Non submission of EMD shall lead to disqualification without any prior notice.

e. No interest is payable on the amount of EMD, so deposited.

9.0 Performance Bank Guarantee:

Performance Bank Guarantee for 8 % of total value of contract shall be submitted by the

successful bidder within 21 days from the date of award of contract. The same shall be valid till

the entire duration of the contract with an invocation period of six months thereafter.

10.0 Due Date for Submission of Tender :

The due date for the submission of bid is 6th January 2013 at 1500 Hours.

The duly filled tender document should be dropped in the tender box kept at the following

address

Ch. Manager Database (Retail ) Retail Technology Centre Bharat Petroleum Corporation Limited , Gr. Floor Amenities Block Sewree fort Road, Sewree (East) Mumbai – 400 015.

The bid submitted after the due date and time (6th January 2013 1500 Hours) closing of

tenders or not in prescribed format shall be rejected.


84

11.0 Pre-bid meeting

11.1 The pre-bid meeting is scheduled to be held on 20th December 2013 10.00 Hrs to 14.30 Hrs

IST at Retail Technology Center, Sewree East Mumbai.

11.2 Attendees from bidding organizations should bring along authority letters for attending the

pre -bid meeting. Maximum of two authorized personnel from each bidder shall be allowed to

participate in the pre-bid meeting.

11.3 The clarifications to the queries, as sought during pre-bid meeting, shall be posted online

on the websites www.bharatpetroleum.in and www.eprocure.gov.in .The bidders should

check / download the same. It shall not be BPCL’s responsibility to separately inform /

intimate each individual bidder.

11.4 Bidders should EDC their queries to [email protected], in the below format.

Company

Name

Sl No

(numeric)

Page No

(numeric)

Section Question

These queries will be addressed during the prebid meeting.

12.0 Validity of offer

The offers submitted by the bidders shall be valid at least for a period of 120 days from the due

date for submission of tender. In case of any extensions to the due date, if advised by

BPCL, the validity period of 120 days will be counted from the extended due date. For

successful bidder, offer shall remain valid till complete execution of the order

13.0 Resolutions of discrepancy in the tender document

13.1 In case of any discrepancies / conflicts / error / contradictions in various sections of the

tender enquiry, clarifications may be obtained from the personnel as mentioned

previously. The clarifications so provided will be final and binding.

13.2 In all the cases of disputes / conflicts / contradictions, BPCL’s decision / interpretation will be

final and binding.

13.3 In this tender enquiry the terms “tender” and “bid” have been used interchangeably and

means the documents submitted by a person or authority for carrying out the work. Similarly

the terms “Tenderer” and “Bidder” have also been used interchangeably and mean a

http://www.bharatpetroleum.in/

http://www.eprocure.gov.in/

mailto:[email protected]


85

person or authority who submits the tender offering to carry out the work as per the

terms and conditions.

13.4 For the purpose of this tender enquiry the terms “Purchase Order” “Order” “ agreement” if

used anywhere in the tender enquiry shall mean and form a part of the “Contract”

14.0 Due Diligence

14.1 The required scope of work has been captured in the bid document to facilitate

bidders understanding for submitting the tender. The bidder is expected to replicate the

present program including additional features so as to continue the business

operations, as was existing prior to this tender.

14.2 Notwithstanding this, before quoting for the RFQ, the bidder may carryout Due Diligence

process on their own for detailed assessment of the loyalty program’s requirements, if

required. For this purpose, bidder can visit BPCL with prior intimation. No claim of

whatsoever nature with respect to insufficiency or inaccuracy of data given in bid document

will be allowed EDC finalization of order.

14.3 Bidder shall maintain confidentiality and must not divulge or make known in any

manner to any parties any information gathered during this tendering process without

the express written consent of BPCL.

15.0 Back-to-back Agreement

In case the bidder is not having certain capabilities/expertise of what is sought in the tender,

can still participate in the tender provided the bidder has prior agreement and arrangement

with those parties having relevant capabilities/expertise. Such agreement should be with not

more than 1(one) parties and should have been entered into before the due date of tender

submission. Needless to mention, such arrangement should have back to back agreement with

the third party service provider and should hold throughout the contract period.

Any service issues arising out of such arrangement will be in the domain of the successful

bidder and BPCL will not have any responsibility towards the third party activities/performance.

List of parties proposed to be engaged to be furnished along with the bid, as per the format

enclosed.

16.0 BID EVALUATION

16.1 Bid Qualification Criteria

Bids not complying to the Bid qualification criteria given in Section II shall be

summarily rejected & no further technical evaluation of such bids shall be carried out.


86

16.2 Technical evaluation with POC

Bids of only those who qualify under BQC will be considered for technical evaluation.

In order to assist in the examination, evaluation and comparison of Bids, BPCL may at its

discretion ask the Bidder for a clarification regarding its Bid. The clarification shall be given

in writing, but no change in the price bid shall be sought, offered or permitted. However,

while giving a clarification, a Bidder may offer a higher specification or model without

any impact on Financial Bid to be opened subsequently.

The above qualified bidders will have to demonstrate all User Cases as listed in the section

II, Proof of Concept (POC). Any bidder failed to demonstrate any one / all of the User cases

shall be technically disqualified. POC has to be at bidder’s own cost and infrastructure and

will be at Technology Centre, Sewree.

BPCL reserves the right to complete the technical evaluation based on the details

furnished along with the techno commercial bid, without seeking any further /

additional information.

16.3 Price bids of technically qualified bidders will only be opened and considered for price bid

evaluation.

16.4 Bids will be evaluated based on the total landed cost quoted by the bidders including

taxes , levies and duties to determine lowest quoted bid.(i.e. cost to BPCL)

16.5 Price bids should be unconditional; mention of any conditions in price bid will lead to

disqualification of the bid..Revision in the prices quoted by the bidder will not be allowed

during evaluation of bids.

16.6 Tenders will be evaluated based on the prices quoted as per the terms and conditions of

tender document.

17.0 GENERAL

17.1 Tender should be typed and Corrections / alterations should be avoided. Corrections /

alterations, if any, should be signed in full by the bidder with date.

17.2 Bidder should quote the rate in figures as well as in words in the space provided in the Price

Bid Format. However, prices quoted in word shall prevail over figures

17.3 The language for the tender document and all communications/documentation will be

English. For documents submitted in any other language, Certified English translation shall

also be submitted, in which case, for the purpose of interpretation of the bid, the English

translation shall govern.


87

17.4 Bidders who are enlisted in BPCL`s / PSU black list / holiday list will not be considered for

this tender.

18.0 PROPOSAL FORMS AND FORMATS

There are various forms that need to be submitted along with the bid. Similarly,

formats for various items like Bank Guarantee, Integrity Pact etc., have been given as

ANNEXURES. Please refer checklist given as ANNEXURE XII.

19.0 CAUTION AND DISCLAIMER

19.1 Transfer of Bid document by the bidder is not permitted.

19.2 Bidder shall be responsible for obtaining and verifying all necessary data and

information as required by him.

19.3 BPCL shall not be responsible for the accuracy or completeness of bidder’s own

interpretations of tender documents.

19.4 BPCL reserves the right to accept or reject any/all tender(s) in whole or in part without

assigning any reason whatsoever.

20.0 TAXES and DUTIES

The quoted prices shall include all applicable taxes, duties like excise and customs, statutory

levies etc., except Service Tax, which should be quoted separately. Bidder shall understand

the nature of the job completely and get himself acquainted with the taxes and duties that are

applicable as on bid due date. No claims shall be permitted at a later date on omission

of taxes and duties.

21.0 UNSOLICITED EDC BID MODIFICATION

Bidders are advised to quote strictly as per terms and conditions of the Bidding

Document and not to stipulate any deviation / exceptions. Once quoted, the bidders shall

not make any subsequent price changes, whether resulting or arising out of any technical

/ commercial clarifications sought/allowed on any deviations or exceptions mentioned in the

bid unless discussed and agreed by BPCL in writing.

22.0 DETERMINATION OF RESPONSIVENESS

22.1 Prior to the financial evaluation of bids, BPCL will determine whether each bid is substantially

responsive to the requirements of the Bidding Document.

22.2 For the purpose of this Clause, a substantially responsive bid is one which conforms to all

the terms and conditions and specifications of the Bidding Document without material

deviation or reservation. A material deviation or reservation is one which affects in


88

any substantial way the scope, quality, or performance of the works or which limits in

any substantial way, inconsistent with the Bidding Document, the BPCL’s rights or

Bidder’s obligation under the Contract and retention of which deviation or reservation would

affect unfairly the competitive position of other bidders presenting substantially

responsive bids.

22.3 If a bid is not substantially responsive to the requirements of the Bidding Document, it may

be rejected by BPCL. Such rejection will be intimated to the Bidder.

23.0 Responsibility of successful bidder During Contract Period

The successful bidder to handover the source code along with relevant documentation (as per

ANNEXURE VIII) and impart training required to BPCL staff for knowledge transfer.

The successful bidder shall undertake new developments in host and terminal applications as

and when required which includes bug fixing, patch deployment and upgrades.

During the AMC period any revision/changes/additions to source code either by BPCL or the

bidder, either case bidder is responsible to check /vet / incorporate in the live version and

maintain the source code standard and version integrity. Bidder shall have suitable resources to

carry out such activities.

Vendor shall render service for the smooth transition of the programe/solution to the incumbent

on the event of completion/foreclosure of the contract.

24.0 CONFIDENTIALITY

Information relating to the RFP or its contents including examination, clarification and

comparison of the RFP, shall not be disclosed to any persons not officially concerned

with such process either internal to the Vendor or external agencies, at any time of the

process. Undue use of confidential information related to the process by any firm may result in

rejection of its RFP application and blacklisting.


89

SECTION IX

GENERAL TERMS AND CONDITIONS

The following conditions shall be applicable for all procurement unless specifically mentioned

in the Special Purchase Conditions.

INDEX

1. DEFINITIONS

2. REFERENCE FOR DOCUMENTATION

3. RIGHT OF OWNER TO ACCEPT OR REJECT TENDER

4. LANGUAGE OF BID

5. PRICE

6. TAXES AND DUTIES

7. INSPECTION

8. SHIPPING

9. INDIAN AGENT COMMISSION

10. ORDER AWARD / EVALUATION CRITERIA

11. CONFIRMATION OF ORDER

12. PAYMENT TERMS

13. GUARANTEE/WARRANTY

14. PERFORMANCE BANK GUARANTEE

15. PACKING & MARKING

16. DELIVERY

17. UNLOADING AND STACKING

18. TRANSIT INSURANCE

19. VALIDITY OF OFFER

20. DELIVERY DATES AND PRICE REDUCTION SCHEDULE


90

21. RISK PURCHASE CLAUSE

22. FORCE MAJEURE CLAUSE

23. ARBITRATION CLAUSE

24. INTEGRITY PACT (IP)

25. RECOVERY OF SUMS DUE

26. CONFIDENTIALITY OF TECHNICAL INFORMATION

27. PATENTS & ROYALTIES

28. LIABILITY CLAUSE

29. COMPLIANCE OF REGULATIONS

30. REJECTION, REMOVAL OF REJECTED GOODS AND REPLACEMENT

31. NON-WAIVER

32. NEW & UNUSED MATERIAL

33. PURCHASE PREFERENCE CLAUSE

34. CANCELLATION

35. ANTI –COMPETITIVE AGREEMENTS/ABUSE OF DOMINANT POSITION

36. ASSIGNMENT

37. GOVERNING LAW

38. AMENDMENT

39. SPECIAL PURCHASE CONDITIONS

40 NOTICES


91

1. DEFINITIONS:

The following expressions used in these terms and conditions and in the purchase order shall

have the meaning indicated against each of these:

1.1.OWNER: Owner means Bharat Petroleum Corporation Limited (a Government of India

enterprise), a Company incorporated in India having its registered office at Bharat Bhavan, 4 &

6 Currimbhoy Road, Ballard Estate, Mumbai 400038 and shall include its successors and

assigns (hereafter called BPCL as a short form).

1.2. VENDOR: Vendor means the person, firm or the Company / Corporation to whom this

Request for quotation (RFQ)/purchase order is issued and shall include its successors and

assigns.

1.3.INSPECTOR: Person/agency deputed by BPCL for carrying out inspection, checking/testing of

items ordered and for certifying the items conforming to the purchase order specifications..

1.4. GOODS / MATERIALS: means any of the articles, materials, machinery, equipments,

supplies, drawing, data and other property and all services including but not limited to design,

delivery, installation, inspection, testing and commissioning specified or required to complete

the order.

1.5. SITE / LOCATION: means any Site where BHARAT PETROLEUM CORPORATION LTD.

desires to receive materials any where in India as mentioned in RFQ.

1.6. “RATE CONTRACT” means the agreement for supply of goods/ materials between Owner

and Vendor, for a fixed period of time (i.e till validity of Rate Contract, with no commitment of

contractual quantity) on mutually agreed terms and conditions. The actual supply of goods/

materials shall take place only on issue of separate purchase orders for required quantity as

and when required by Owner.

1.7. “FIRM PROCUREMENT” means the agreement between the parties for mutually agreed

terms and conditions with commitment of Quantity Ordered.

2. REFERENCE FOR DOCUMENTATION:

2.1.The number and date of Collective Request for Quotation (CRFQ) must appear on all

correspondence before finalization of Rate Contract / Purchase Order.

2.2. After finalization of Contract / Purchase Order: The number and date of Rate Contract /

Purchase Order must appear on all correspondence, drawings, invoices, dispatch advices,

(including shipping documents if applicable) packing list and on any documents or papers

connected with this order.


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2.3.In the case of imports, the relevant particulars of the import Licence shall be duly indicated in the

invoice and shipping documents as well as on the packages or consignments.

3. RIGHT OF OWNER TO ACCEPT OR REJECT TENDER:

The right to accept the tender will rest with the Owner.

4. LANGUAGE:

The Bid and all supporting documentation and all correspondence whatsoever exchanged by

Vendor and Owner, shall be in English language only.

5. Price:

Unless otherwise agreed to the terms of the RFQ, price shall be :

Firm and no escalation will be entertained on any ground, except on the ground of statutory

levies applicable on the tendered items.

6. TAXES AND DUTIES:

All vendors shall have VAT / CST/GST/Service tax registration in the concerned State and

vendor shall quote their TIN number in the quotation.

6.1. EXCISE DUTY:

6.1.1.Excise duty extra as applicable at the time of delivery within scheduled delivery period will

be payable by BPCL against documentary evidence. Vendor shall mention in their offer, the

percentage of excise duty applicable at present. Any upward variation in excise duty rates,

beyond the contractual delivery period, shall be to vendor’s account.

6.1.2. In case Excise Duty is not applicable at present: Excise duty due to change in turnover is

not payable. If applicable in future, the same will be borne by vendor.

6.1.3. Owner shall take CENVAT Credit on the material supplied for both excise duty and cess

component and accordingly Excise duty / Cess should be quoted separately wherever

applicable.

Vendor shall ask the transporter of the goods to hand over the copy of excise invoice

(transporter’s copy) at the time of delivery of goods at owner’s site.

6.2. SALES TAX / VAT/GST:

6.2.1. Sales Tax as applicable at the time of delivery within scheduled delivery period will be

payable by BPCL. Vendor shall give details of local sales tax and/or central sales tax currently


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applicable in their offer. The rates applicable for “CST without form C”, “CST with form C" and

“VAT” shall be clearly indicated.

6.2.2. Input VAT Credit may be claimed by BPCL, wherever applicable. Vendor shall submit the

TAX invoice.

6.3 Service tax:

All vendors shall have service tax registration wherever applicable. BPCL may also claim

CENVAT Credit on service tax. The vendor should quote service tax separately, if applicable.

Vendor shall submit the TAX invoice. Vendor is required to furnish serially numbered and

signed invoice / bill / challan containing the following details:

a) Name, address and registration number of the service provider

b) Name and address of person receiving taxable service

c) Description, classification and value of taxable service provided

d) Service Tax Payable

6.4 FREIGHT AND OCTROI:

6.4.1 Freight: Firm freight charges to be quoted as indicated in the Tender documents. Freight

shall be payable after receipt of the Material(s) at the site, unless otherwise specified.

6.4.2. Octroi and entry taxes, if any, shall be invoiced separately and shall be reimbursed by

BPCL at actual after receipt of the Material(s) at the Site against the submission of original

documentary evidence for proof of payment of the related Octroi and entry taxes, as the case

may be.

6.5. NEW STATUTORY LEVIES:

All new statutory levies leviable on sale of finished goods to owner , if applicable are payable

extra by BPCL against documentary proof, within the contractual delivery period.

6.6 Variation in Taxes/Duties

Any increase/decrease in all the above mentioned statutory levies on the date of delivery

during the scheduled delivery period on finished materials will be on BPCL's account. Any

upward variation in statutory levies after contractual delivery date shall be to vendor’s account.

6.7 Income Tax (Withholding tax)

In the case of availment of services from Non Resident Vendors who are claiming benefits

offered under the Double Taxation Avoidance Agreements signed by India with the

Government of the other country (i.e the country of the Vendor), such Non Resident Vendors


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are required to provide the Tax Residency Certificates at the time of submission of Bid

documents. The Tax Residency Certificates shall contain the following details:

a) Name of Vendor (assessee);

b) Status (Individual, Company, firm etc.) of assessee;

c ) Nationality (in case of individual);

d) Country or specified territory of incorporation or registration (in case of others);

e) Assessee’s tax identification number in the country or specified territory of residence or

in case no such number, then, a unique number on the basis of which the person is

identified by the Government of the country or the specified territory;

f) Residential status for the purpose of tax;

g) Period for which the certificate is applicable; and

h) Address of the applicant for the period for which the certificate is applicable.

The Tax Residency Certificate shall be duly verified by the Government of the Country or the

specified territory of the assessee of which the assessee claims to be a resident for the

purposes of tax.

7. INSPECTION:

7.1. Materials shall be inspected by BPCL approved third party inspection agency if applicable

before dispatch of materials. However, arranging and providing inspection facilities is entirely

vendor’s responsibility and in no way shall affect the delivery schedule.

7.2. Scope of Inspection shall be as per RFQ. Our registered third party inspection agencies are

SGS / GLISPL / IRS / DNV / LRIS / EIL / TATA Projects / PDIL / ULIPL / RITES LTD / ITSIPL

as amended time to time unless otherwise specified in the Special Purchase Conditions.

7.3. Unless otherwise specified, the inspection shall be carried out as per the relevant

standards/scope of inspection provided alongwith the Tender Enquiry/Purchase Order.

7.4. BPCL may, at its own expense, have its representative(s) witness any test or inspection. In

order to enable BPCL’s representative(s) to witness the tests/inspections. BPCL will advise the

Vendor in advance whether it intends to have its representative(s) be present at any of the

inspections.

7.5. Even if the inspection and tests are fully carried out, the Vendor shall not be absolved from its

responsibilities to ensure that the Material(s), raw materials, components and other inputs are

supplied strictly to conform and comply with all the requirements of the Contract at all stages,


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whether during manufacture and fabrication, or at the time of Delivery as on arrival at site and

after its erection or start up or consumption, and during the defect liability period. The

inspections and tests are merely intended to prima-facie satisfy BPCL that the Material(s) and

the parts and components comply with the requirements of the Contract. The Vendor’s

responsibility shall also not be anywise reduced or discharged because BPCL or BPCL’s

representative(s) or Inspector(s) shall have examined, commented on the Vendor’s drawings

or specifications or shall have witnessed the tests or required any chemical or physical or other

tests or shall have stamped or approved or certified any Material(s).

7.6. Although material approved by the Inspector(s), if on testing and inspection after receipt of the

Material(s) at the location, any Material(s) are found not to be in strict conformity with the

contractual requirements or specifications, BPCL shall have the right to reject the same and

hold the Vendor liable for non-performance of the Contract.

8. SHIPPING:

8.1 SEA SHIPMENT:

All shipment of materials shall be made by first class direct vessels, through the chartering

wing, Ministry of Surface Transport as per procedure detailed hereunder. The Foreign Supplier

shall arrange with Vessels Owners or Forwarding Agents for proper storage of the entire Cargo

intended for the project in a specific manner so as to facilitate and to avoid any over carriage at

the port of discharge. All shipment shall be under deck unless carriage on deck is unavoidable.

The bills of lading should be made out in favour of `Bharat Petroleum Corporation Ltd. or

order'.

All columns in the body of the Bill of Lading namely marks and nos., material description,

weight particulars etc., should be uniform and accurate and such statements should be uniform

in all the shipping documents. The freight particulars should mention the basis of freight

tonnage, heavy lift charges, if any, surcharge, discount etc. clearly and separately. The net

total freight payable shall be shown at the bottom.

8.2 SHIPPING DOCUMENTS:

All documents viz. Bill of Lading, invoices, packing list, freight memos, country of origin

certificates, test certificate, drawings and catalogues should be in English language.

In addition of the bill of lading which should be obtained in three stamped original plus as many

copies as required, invoices, packing list, freight memos,(if the freight particulars are not

shown in the bills of lading), country of origin certificate, test / composition certificate, shall be

made out against each shipment in as many number of copies as shown below.


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The bill of lading, invoice and packing list specifically shall show uniformly the mark and

numbers, contents case wise, country of origin, consignees name, port of destination and all

other particulars as indicated under clause 2. The invoice shall show the unit rates and net

total F.O.B. prices. Items packed separately should also be invoiced and the value shown

accordingly. Packing list must show apart from other particulars actual contents in each case,

net and gross weights and dimensions, and the total number of packages. All documents

should be duly signed by the Vendor's authorized representatives.

In the case of FOB orders, Shipping arrangements shall be made by the Chartering Wing of

the Ministry of Surface Transport, New Delhi through their respective forwarding agents. The

names and addresses of forwarding agents shall be as per Special Purchase Conditions.

Supplier shall furnish to the respective agents the full details of consignments such as outside

dimension, weights (both gross and net) No of packages, technical description and drawings,

name of supplier, ports of loading, etc. 6 weeks notice shall be given by the supplier to enable

the concerned agency to arrange shipping space.

The bill of lading shall indicate the following:

Shipper : Government of India

Consignee : Bharat Petroleum Corporation Ltd.

In case of supplies from USA, Export Licenses, if any required from the American Authorities

shall be obtained by the U.S. Suppliers. If need be assistance for obtaining such export

licenses would be available from India Supply Mission at Washington.

8.3 AIRSHIPMENT :

In case of Air shipment, the materials shall be shipped through freight consolidator (approved

by us). The airway bill shall be made out in favour of BHARAT PETROLEUM CORPORATION

LTD.

TRANSMISSION OF SHIPPING DOCUMENTS:

Foreign Supplier shall obtain the shipping documents in seven complete sets including three

original stamped copies of the Bill of Lading as quickly as possible after the shipment is made,

and airmail as shown below so that they are received at least three weeks before the Vessels

arrival. Foreign Supplier shall be fully responsible or any delay and / or demurrage in clearance

of the consignment at the port due to delay in transmittal of the shipping documents.

If in terms of letter or otherwise, the complete original set of documents are required to be sent

to BPCL through Bank the distribution indicated below will confine to copies of documents

only minus originals.


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Documents BPCL (Mumbai)

Bill of Lading 4 (including 1 original)

Invoice 4

Packing List 4

Freight Memo 4

Country of Origin Certificate 4

Third party inspection certificate 4

Drawing 4

Catalogue 4

Invoice of Third Party 4

for inspection charges whenever applicable.

9. INDIAN AGENT COMMISSION :

Any offer through Indian agents will be considered only after authorization mentioning them as

Indian agents, is received from Vendor. Indian agents commission if applicable will be payable

only in Indian currency. Indian agents should be registered with Directorate General of

Supplies and Disposals, Government of India and agency commission will be payable only

after registration with DGS&D, New Delhi.

10. ORDER AWARD / EVALUATION CRITERIA:

Unless otherwise specified, Order award criteria will be on lowest quote landed price basis.

Landed price will be summation of Basic Price, Packing & Forwarding Charges, Excise Duty,

Sales Tax, Freight, Inspection, Octroi, Supervision of Installation & Commissioning and other

taxes & levies, loading etc, if any, reduced by cenvat /vat credit as applicable.

11. CONFIRMATION OF ORDER:

The vendor shall acknowledge the receipt of the purchase order within 10 days of mailing the

same. The vendor shall sign, stamp the acknowledgement copy of the purchase order and

return the same to BPCL.


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12. PAYMENT TERMS:

12.1. Unless otherwise specified, 100% payment shall be made within 30 days from date of

receipt and acceptance of materials at Site against submission of Performance Bank

Guarantee (PBG) for 8% of basic order value if PBG is applicable for the tender.

12.2. In the case of imports, payment will be made on submission of original documents directly to

Owner (Telegraphic Transfer-TT) or through Bank (Cash against documents-CAD) or through

irrevocable Letter of Credit.

12.3. Unless otherwise mentioned, the specified documents (All documents listed below (one

original and two copies)) should be submitted to originator of P.O. (the name and contact

details of whom are given in PO) and payments for dispatches will be made by the originator of

Purchase Order :

a) Invoice

b) Excise invoice

c) The Lorry Receipt of the consignment

d) Packing list for the consignment

e) Third Party Inspector’s Certificate covering the invoiced Material(s)/ Release Note,

wherever applicable

f) Manufacturers Test/Composition Certificate, wherever applicable

g) Drawing(s)/Catalogue(s) covering the Material(s), wherever applicable

h) Guarantee/Warranty Certificate(s), wherever applicable.

i) Original Receipt for Octroi / other statutory levies as applicable.

j) Performance Bank Guarantee as applicable.

13. GUARANTEE/WARRANTY:

13.1. Materials shall be guaranteed against manufacturing defects, materials, workmanship and

design for a period of 12 months from the date of commissioning or 18 months from the date

of dispatch whichever is earlier. Warranty for replacement of material / accessories should be

provided free of charges at our premises. The above guarantee/warranty will be without

prejudice to the certificate of inspection or material receipt note issued by us in respect of the

materials.


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13.2. All the materials including components and sub contracted items should be guaranteed by

the vendor within the warranty period mentioned above. In the event of any defect in the

material, the vendor will replace / repair the material at BPCL’s concerned location at

vendor’s risk and cost on due notice.

13.3. In case, vendor does not replace / repair the material on due notice, rejected material will be

sent to the vendor on “Freight to pay” basis for free replacement. Material after rectification

of defects shall be dispatched by the vendor on “Freight Paid” basis. Alternatively, BPCL

reserves the right to have the material repaired / replaced at the locations concerned, at the

vendor’s risk, cost and responsibility.

13.4. The Vendor shall provide similar warrantee on the parts, components, fittings, accessories

etc. so repaired and / or replaced.

14. PERFORMANCE BANK GUARANTEES:

14.1. Vendor will have to provide Performance Bank Guarantee for 8% of the basic value of

purchase order unless otherwise specified. This bank guarantee shall be valid (shall remain

in force) for guarantee period (as mentioned in the guarantee clause), with an invocation

period of six months thereafter. The Performance Bank Guarantee shall be given on a non-

judicial stamp paper of appropriate value (currently Rs 100). PBG format is as per

ANNEXURE IV.

In case, PBG is not provided by the Vendor, 8% of the basic value shall be retained in lieu of

PBG, till the expiry of guarantee and claim period.

In the case of imports, the Supplier shall furnish the Performance Bank Guarantee (as per

ANNEXURE IV) through the following :

a) Branches of Indian scheduled banks operating in their Country.

b) Foreign bank operating in their Country which is counter guaranteed by branches of

Indian scheduled banks operating in their Country/India.

c) Indian branches of foreign banks.

d) Foreign bank operating in their Country counter guaranteed by their Indian branch

However, in respect of c) and d) above, the Indian branch of foreign banks should be

recognized as scheduled bank by Reserve Bank of India.

14.2. If Vendor wants to submit the PBG at Contract level to avoid multiple number of PBG (i.e.

PBG issued against every purchase/call off order) then the validity of PBG will be

calculated as mentioned below :


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14.2.1. Validity of PBG = Rate Contract Issue Date (Start Date of Rate Contract) + Rate Contract

Period (validity of Rate Contract) + Contractual Delivery Period of material + Contractual

Guarantee period + 6 month (for invocation / Claim).

15. PACKING & MARKING:

15.1 PACKING:

15.1.1 Packing shall withstand the hazards normally encountered with the means of transport for

the goods of this purchase order including loading and unloading operation both by crane

and by pushing off.

In the case of imports, all equipments / materials shall be suitably packed in weather

proof, seaworthy packing for ocean transport under tropical conditions and for rai l or road

or other appropriate transport in India. The packing shall be strong and efficient enough

to ensure safe preservance upto the final point of destination.

Raw/Solid wood packaging material of imported items has to be appropriately treated &

marked as per International Standard of Phytosanitary Measures (ISPM-15") for material

originating from the contracting countries to the International Plant Protection Convention

or the members of Food & Agriculture Organization. Material from non-contracting parties

would have to be accompanied by a phytosanitary certificate of the treatment endorsed.

The Custom Officer at Indian Port shall not release the material without appropriate

compliance of the above provisions w.e.f. 01.11.2004.

15.1.2 The packing specification incorporated herein are supplementary to the internal and

external packing methods and standards as per current general rules of J.R.A. Good

Tariff Part-I. All packaging shall be done in such a manner as to reduce volume as much

as possible.

15.1.3 Fragile articles should be packed with special packing materials depending on the type of

Materials and the packing shall bear the words "HANDLE WITH CARE GLASS FRAGILE,

DON'T ROLL THIS END UP. THIS END DOWN," to be indicated by arrow.

15.1.4 Chemicals in powder form, catalyst, refractories and like materials etc. shall be packed in

drums, cans and tins only. However, Catalyst may be supplied in Jumbo bags.

15.1.5 The hazardous materials shall be packed in accordance with the applicable rules,

regulations and tariff of all cognizant Government Authorities and other Governing bodies.

It shall be the responsibility of the seller of hazardous materials to designate the material

as hazardous and to identify each material by its proper commodity name and its

hazardous material class code.


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15.1.6 All packages requiring handling by crane should have sufficient space at appropriate place

to put sling of suitable dia (strength). Iron/Steel angle should be provided at the place

where sling marking are made to avoid damage to package/ equipment while lifting.

15.1.7 Item shipped in bundles must be securely tied with steel wire or strapping. Steel reinforcing

rods, bars, pipes, structural members etc. shall be bundled in uniform lengths and the

weight shall be within the breaking strength of the securing wire or strapping.

In the case of imports, for bundles the shipping marks shall be embossed on metal or

similar tag and wired securely on each end.

15.1.8 All delicate surface on equipment/materials should be carefully protected and printed with

protective paint/compound and wrapped to prevent rusting and damage.

15.1.9 All mechanical and electrical equipment and other heavy articles shall be securely fastened

to the case bottom and shall be blocked and braced to avoid any displacement/shifting

during transit.

15.1.10 Attachments and spare parts of equipment and all small pieces shall be packed

separately in wooden cases with adequate protection inside the case and wherever

possible should be sent along with the main equipment. Each item shall be suitably

tagged with identification of main equipment, item denomination and reference number of

respective assembly drawing. Each item of steel structure and furnaces shall be identified

with two erection markings with minimum lettering height of 15mm. Such markings will be

followed by the collection numbers in indelible ink/paint. A copy of the packing list shall

accompany the materials in each package.

15.1.11 All protrusions shall be suitably protected by providing a cover comprising of tightly bolted

wooden disc on the flanges. All nozzles, holes and openings and also all delicate

surfaces shall be carefully protected against damage and bad weather. All manufactured

surfaces shall be painted with rust proof paint.

In the case of imports, for bulk uniform material when packed in several cases,

progressive serial numbers shall be indicated on each case.

15.1.12 Wherever required, equipment/materials instruments shall be enveloped in polythene

bags containing silica gel or similar dehydrating compound.

15.1.13 pipes shall be packed as under:

a. Upto 50mm NB in wooden cases/crates.

b. Above 50mm NB and up to 100mm NB in bundles and should be strapped at minimum

three places.


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c. Above 100mm NB in loose.

15.1.14 Pipes and tubes of stainless steel, copper etc. shall be packed in wooden cases

irrespective of their sizes.

15.1.15 Pipes with threaded or flanged ends shall be protected with suitable caps covers, before

packing.

In the case of imports, all pipes and sheets shall be marked with strips bearing

progressive no.

15.1.16 Detailed packing list in waterproof envelope shall be inserted in the package together with

equipment/materials. One copy of the detailed packing list shall be fastened outside of the

package in waterproof envelope and covered by metal cover.

15.1.17 The supplier shall be held liable for all damages or breakages to the goods due to the

defective or insufficient packing as well as for corrosion due to insufficient protection.

15.1.18 Packaged equipment or materials showing damage defects or shortages resulting from

improper packaging materials or packing procedures or having concealed damages or

shortages, at the time of unpacking shall be to the supplier’s account.

All packages which require special handling and transport should have their Centers of

Gravity and the points at which they may be slung or gripped clearly indicated and

marked “ATTENTION SPECIAL LOAD HANDLE WITH CARE” both in English/Hindi

Languages.

In the case of imports, a distinct color splash in say red black around each package crate

/ bundle shall be given for identification.

15.1.19 Along with the packed material, supplier should attach material list, manuals/instructions

and also the Inspection certificate/release note, wherever applicable.

15.2. MARKING :

The following details to be written on the side face of packing:

a) Purchase Order Number

b) Vendor Name

c) Batch no with Manufacturing date

d) Procedure (in brief) for handling

e) Date of dispatch etc.


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15.3 IMPORTED ITEMS:

On three sides of the packages, the following marks shall appear, clearly visible, with indelible

paint and on Vendor's care and expenses.


(With detailed address as given in Special Purchase Conditions)

From :

To : Bharat Petroleum Corpn. Ltd.

(With detailed address as given in Special Purchase Conditions)

Order no. Rev. no.

Item :

Equipment Nomenclature :

Net weight : Kgs.

Gross weight : Kgs.

Case No. of Total cases :

Dimensions :

Import Licence No.

NOTE:

Marking shall be bold - minimum letter height 5 cm. For every order and every shipment,

packages must be marked with serial progressive numbering.

Top heavy containers shall be so marked either Top Heavy or Heavy Ends.

When packing material is clean and light colored, a dark black stencil paint shall be

acceptable. However, where packaging material is soiled or dark, a coat of flat zinc white paint

shall be applied and allowed to dry before applying the specific markings.


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In case of large equipments like vessels, heat exchangers, etc. the envelope containing the

documents shall be fastened inside a shell connection, with an identifying arrow sign

"documents" using indelible paint.

16. DELIVERY:

16.1. Unless otherwise mentioned, Vendor is requested to quote their best delivery schedule

from the date of receipt of Purchase order.

16.2. Time being the essence of this contract, the delivery mentioned in the purchase order shall

be strictly adhered to and no variation shall be permitted except with prior authorization in

writing from the Owner. Goods should be delivered, securely packed and in good order and

condition, at the place of delivery and within the time specified in the purchase order for

their delivery.

16.3. The contractual delivery period is inclusive of all the lead time for engineering / procurement

of raw material, the manufacturing, inspection / testing, packing, transportation or any other

activity whatsoever required to be accomplished for affecting the delivery at the required

delivery point.

16.4. Unless otherwise specified, Material(s) shall not be dispatched without prior inspection

and/or testing and Release Order/Material(s) Acceptance Certificate issued by the

Inspector(s).

16.5. BPCL shall have the right to advise any change in dispatch point or destination in respect

of any Material(s). Any extra expenditure incurred by the Vendor on this account supported

by satisfactory documentary evidence, will be reimbursed to the Vendor by BPCL.

17. UNLOADING AND STACKING:

Unloading and stacking will be arranged by BPCL. The Vendor shall send BPCL information of

the proposed consignment well in advance by telegram/fax/e-mail/courier to enable BPCL to

take necessary action.

18. TRANSIT INSURANCE:

Unless otherwise mentioned,

18.1. Transit Insurance shall be covered by the Vendor.

18.2 In the case of imports, insurance against all marine and transit risk shall be covered under

the Owner's marine policy. However, the Vendor shall ensure that in effecting shipments

clear bill of lading are obtained and the carrier's responsibility is fully retained on the

Carriers so that the consignee's interests are fully secured and are in no way jeopardized.


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18.2. The Vendor shall send BPCL information of the proposed consignment well in advance by

telegram/fax/e-mail/courier to enable BPCL to take necessary action for the transit

insurance of the consignment. Any failure by the Vendor to do so shall place the

consignment at the Vendor’s risk.

18.3. In the case of imports, as soon as any shipment is made, the Foreign Supplier shall send

advance information by way of Telex message to Bharat Petroleum Corporation Ltd., (with

detailed address as given in Special Purchase Conditions) giving particulars of the

shipments, vessels name, port of shipment, bill of lading number and date, total FOB and

freight value.

19 VALIDITY OF OFFER:

The rates quoted against this tender shall be valid for a period of 120 Days from the date of

opening of the tender unless otherwise specified in the Special Purchase Conditions.

20. DELIVERY DATES AND PRICE REDUCTION SCHEDULE :

20.1. The time and date of Delivery of Material(s) as stipulated in the Contract shall be adhered

to on the clear understanding that the Price(s) of the Material(s) has/have been fixed with

reference to the said Delivery date(s).

20.2. If any delay is anticipated by the Vendor in the delivery of the Material(s) or any of them

beyond the stipulated date(s) of Delivery, the Vendor shall forthwith inform BPCL in writing

of such anticipated delay and of the steps being taken by the Vendor to remove or reduce

the anticipated delay, and shall promptly keep BPCL informed of all subsequent

developments.

20.3. The delivery period quoted must be realistic & specific. The inability of successful Vendors

to execute orders in accordance with the agreed delivery schedule will entitle BPCL, at its

options, to :

20.3.1. Accept delayed delivery at prices reduced by a sum equivalent to half percent (0.5%) of

the basic value of any goods not delivered for every week of delay or part thereof, limited to

a maximum of 5% of the total basic order value. LR date will be considered as delivery

completion date for calculation of price reduction in the case of ex works contract. Date of

receipt of materials at owners premises shall be considered for calculation of price

reduction for F.O.R destination contract.

In the case of imports, the contractual delivery date shall be considered from the date of

Letter of Credit (L/C) or the date of L/C amendment because of Buyer’s fault plus one week

(to take care of transit time for receipt of L/c) plus the delivery schedule as indicated by the

vendors.


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In case of the shipment taking place on “Cash against documents”, the contractual delivery

shall be taken from the date of purchase order plus one week (to take care of transit time

for receipt of order) plus delivery period.

Further the date of B/L or House airway bill shall be considered to find out the delay with

respect to contractual delivery date. In case of FOB shipments if the vessel is not available

then the intimation by vendors regarding readiness of the goods for the shipment shall be

considered for calculating the delay if any. So vendor shall inform the readiness of material

for shipment on FOB (Free on Board)basis / FCA (Free on Carrier) basis.

20.3.2. Cancel the order in part or full and purchase such cancelled quantities from elsewhere on

account at the risk and cost of the vendor, without prejudice to its right under 20.3.1 above

in respect of goods delivered.

21. RISK PURCHASE CLAUSE:

BPCL reserves the right to curtail or cancel the order either in full or part thereof if the vendor

fails to comply with the delivery schedule and other terms & conditions of the order. BPCL also

reserves the right to procure the same or similar materials/equipment through other sources at

vendor's entire risk, cost and consequences. Further, the vendor agrees that in case of

procurement by the owner from other sources the differential amount paid by the owner shall

be on account of the vendor together with any interest and other costs accrued thereon for

such procurement.

22. FORCE MAJEURE CLAUSE:

(A) Definition: The term “Force Majeure” means any event or circumstance or combination

of events or circumstances that affects the performance by the vendor of its obligations

pursuant to the terms of this Agreement (including by preventing, hindering or delaying such

performance), but only if and to the extent that such events and circumstances are not within

the vendor’s reasonable control and were not reasonably foreseeable and the effects of which

the vendor could not have prevented or overcome by acting as a Reasonable and Prudent

person or, by the exercise of reasonable skill and care. Force Majeure events and

circumstances shall in any event include the following events and circumstances to the

extent they or their consequences satisfy the requirements set forth above in this

Clause:

(a) the effect of any element or other act of God, including any storm, flood, drought,

lightning, earthquake, tidal wave, tsunami, cyclone or other natural disaster;

(b) fire, accident, loss or breakage of facilities or equipment, structural collapse or

explosion;

(c) epidemic, plague or quarantine;


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(d) air crash, shipwreck, or train wreck;

(e) acts of war (whether declared or undeclared), sabotage, terrorism or act of public

enemy (including the acts of any independent unit or individual engaged in activities in

furtherance of a programme of irregular warfare), acts of belligerence of foreign

enemies (whether declared or undeclared), blockades, embargoes, civil disturbance,

revolution, rebellion or insurrection, exercise of military or usurped power, or any

attempt at usurpation of power;

(f) radioactive contamination or ionizing radiation;

(B) Notice and Reporting:

(a) The Vendor shall as soon as reasonably practicable after the date of commencement of the event of force Majeure, but in any event no later than two (7) days after such commencement date, notify BPCL in writing of such event of Force Majeure and provide the following information:

i. reasonably full particulars of the event or circumstance of Force Majeure and the

extent to which any obligation will be prevented or delayed;

ii. such date of commencement and an estimate of the period of time required to

enable the vendor to resume full performance of its obligations; and

iii. all relevant information relating to the Force Majeure and full details of the

measures the vendor is taking to overcome or circumvent such Force Majeure.

(b) The Vendor shall, throughout the period during which it is prevented from performing,

or delayed in the performance of, its obligations under this Agreement, upon request,

give or procure access to examine the scene of the Force Majeure including such

information, facilities and sites as the other Party may reasonably request in

connection with such event. Access to any facilities or sites shall be at the risk and

cost of the Party requesting such information and access.

(C) Mitigation Responsibility:

(a) The Vendor shall use all reasonable endeavours, acting as a Reasonable and Prudent

Person, to circumvent or overcome any event or circumstance of Force Majeure as

expeditiously as possible, and relief under this Clause shall cease to be available to

the Vendor claiming Force Majeure if it fails to use such reasonable endeavours

during or following any such event of Force Majeure.

(b) The Vendor shall have the burden of proving that the circumstances constitute valid


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grounds of Force Majeure under this Clause and that it has exercised reasonable

diligence efforts to remedy the cause of any alleged Force Majeure.

(c) The Vendor shall notify BPCL when the Force Majeure has terminated or abated to an

extent which permits resumption of performance to occur and shall resume

performance as expeditiously as possible after such termination or abatement.

(D) Consequences of Force Majeure. Provided that the Vendor has complied and continues

to comply with the obligations of this Clause and subject to the further provisions:

(a) the obligations of the Parties under this Agreement to the extent performance thereof

is prevented or impeded by the event of Force Majeure shall be suspended and the

Parties shall not be liable for the non-performance thereof for the duration of the

period of Force Majeure; and

(b) the time period(s) for the performance of the obligations of the Parties under this

Agreement to the extent performance thereof is prevented or impeded by the event of

Force Majeure shall be extended for the duration of the relevant period of Force

Majeure except as provided herein.

(E) Force Majeure Events Exceeding 60 Days

If an event or series of events (alone or in combination) of Force Majeure occur, and

continue for a period in excess of 60 consecutive days, then BPCL shall have the right

to terminate this agreement, whereupon the Parties shall meet to mitigate the

impediments caused by the Force Majeure event.

23. ARBITRATION CLAUSE :

23.1. Any dispute or difference of any nature whatsoever, any claim, cross-claim, counter-claim

or set off of BPCL/Vendor against omission or on account of any of the parties hereto

arising out of or in relation to this Contract shall be referred to the Sole Arbitration of

Director(Marketing) / Director (HR) / Director (R) of BPCL as the case may be or to some

officer of BPCL who may be nominated by them.

23.2. In the event the Arbitrator being unable or refusing to act for any reason whatsoever, the

said Directors of BPCL shall designate another person to act as an Arbitrator in accordance

with the terms of the said Contract/Agreement. The Arbitrator newly appointed shall be

entitled to proceed with the reference from the point at which it was left by his predecessor.

23.3. It is known to the parties herein that the Arbitrator appointed hereunder is an employee of

the Corporation and may be Share holder of the Corporation.


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23.4. The award of the Arbitrator so appointed shall be final, conclusive and binding on all the

parties to the contract and the law applicable to arbitration proceedings will be the

Arbitration and Conciliation Act, 1996 or any other enactment in replacement thereof.

23.5. The language of the proceedings will be in English and the place of proceedings will be

Mumbai.

23.6. The parties hereby agree that the Courts in the city of Mumbai alone shall have jurisdiction

to entertain any application or other proceedings in respect of anything arising under this

Agreement and any Award or Awards made by the Sole Arbitrator hereunder shall be filed,

if required, in the concerned Courts in the City of Mumbai alone.

24. INTEGRITY PACT (IP) :

Vendors are requested to sign & return our pre-signed IP document provided as ANNEXURE

VII. This document is essential & binding. Vendor's failure to return the IP document duly

signed along with Bid Document may result in the bid not being considered for further

evaluation.

25. RECOVERY OF SUMS DUE :

Whenever, any claim against vendor for payment of a sum of money arises out of or under the

contract, the owner shall be entitled to recover such sums from any sum then due or when at

any time thereafter may become due from the vendor under this or any other contract with the

owner and should this sum be not sufficient to cover the recoverable amount of claim(s), the

vendor shall pay to BPCL on demand the balance remaining due.

26. CONFIDENTIALITY OF TECHNICAL INFORMATION :

Drawing, specifications and details shall be the property of the BPCL and shall be returned by

the Vendor on demand. The Vendor shall not make use of drawing and specifications for any

purpose at any time save and except for the purpose of BPCL. The Vendor shall not disclose

the technical information furnished to or organized by the Vendor under or by virtue of or as a

result of the implementation of the Purchase Order to any person, firm or body or corporate

authority and shall make all endeavors to ensure that the technical information is kept

CONFIDENTIAL. The technical information imparted and supplied to the vendor by BPCL shall

at all time remain the absolute property of BPCL. Imparting of any confidential information by

the Vendor will be breach of contract.

27. PATENTS & ROYALTIES :

The vendor shall fully indemnify BPCL and users of materials specified herein/supplied at all

times, against any action, claim or demand, costs and expenses, arising from or incurred by

reasons of any infringement or alleged infringement of any patent, registered design,


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trademark or name, copy right or any other protected rights in respect of any materials

supplied or any arrangement, system or method of using, fixing or working used by the vendor.

In the event of any claim or demand being made or action sought against BPCL in respect of

any of the aforesaid matter, the vendor shall be notified thereof immediately and the vendor

shall at his/its own expense with (if necessary) the assistance of BPCL (whose all expense

shall be reimbursed by the vendor) conduct all negotiations for the settlement of the same

and/or litigation which may arise thereof.

28. LIABILITY CLAUSE:

In case where it is necessary for employees or representatives of the Vendor to go upon the

premises of owner, vendor agrees to assume the responsibility for the proper conduct of such

employees/representatives while on said premises and to comply with all applicable

Workmen's Compensation Law and other applicable Government Regulations and Ordinances

and all plant rules and regulations particularly in regard to safety precautions and fire hazards.

If this order requires vendor to furnish labour at site, such vendor's workmen or employees

shall under no circumstances be deemed to be in owner's employment and vendor shall hold

himself responsible for any claim or claims which they or their heirs, dependent or personal

representatives, may have or make, for damages or compensation for anything done or

committed to be done, in the course of carrying out the work covered by the purchase order,

whether arising at owner's premises or elsewhere and agrees to indemnify the owner against

any such claims, if made against the owner and all costs of proceedings, suit or actions which

owner may incur or sustain in respect of the same.

29. COMPLIANCE OF REGULATIONS:

Vendor warrants that all goods/Materials covered by this order have been produced, sold,

dispatched, delivered and furnished in strict compliance with all applicable laws, regulations,

labour agreement, working condition and technical codes and statutory requirements as

applicable from time to time. The vendor shall ensure compliance with the above and shall

indemnify owner against any actions, damages, costs and expenses of any failure to comply

as aforesaid.

30. REJECTION, REMOVAL OF REJECTED GOODS AND REPLACEMENT:

In case the testing and inspection at any stage by inspectors reveal that the equipment,

materials and workmanship do not comply with specification and requirements, the same shall

be removed by the vendor at his/its own expense and risk, within the time allowed by the

owner. The owner shall be at liberty to dispose off such rejected goods in such manner as he

may think appropriate. In the event the vendor fails to remove the rejected goods within the

period as aforesaid, all expenses incurred by the owner for such disposal shall be to the

account of the vendor. The freight paid by the owner, if any, on the inward journey of the

rejected materials shall be reimbursed by the vendor to the owner before the rejected materials


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are removed by the vendor. The vendor will have to proceed with the replacement of the

equipment or part of equipment without claiming any extra payment if so required by the

owner. The time taken for replacement in such event will not be added to the contractual

delivery period.

31. NON-WAIVER:

Failure of the Owner to insist upon any of the terms or conditions incorporated in the Purchase

Order or failure or delay to exercise any rights or remedies herein, or by law or failure to

properly notify Vendor in the event of breach, or the acceptance of or payment of any goods

hereunder or approval of design shall not release the Vendor and shall not be deemed a

waiver of any right of the Owner to insist upon the strict performance thereof or of any of its or

their rights or remedies as to any such goods regardless of when such goods are shipped,

received or accepted nor shall any purported oral modification or revision of the order by BPCL

act as waiver of the terms hereof. Any waiver to be effective must be in writing. Any lone

incident of waiver of any condition of this agreement by BPCL shall not be considered as a

continuous waiver or waiver for other condition by BPCL.

32. NEW & UNUSED MATERIAL:

All the material supplied by the vendor shall be branded new, unused and of recent

manufacture.

33. PURCHASE PREFERENCE CLAUSE:

Owner reserves its right to allow Public Sector Enterprises (Central/State), purchase

preference as admissible/applicable from time to time under the existing Govt. policy.

Purchase preference to a PSE shall be decided based on the price quoted by PSE as

compared to L1 Vendor at the time of evaluation of the price bid.

Owner reserves its right to allow Micro and Small Enterprises (MSEs) and MSEs owned by

Scheduled Caste (SC) or the Scheduled tribe (ST) entrepreneurs, purchase preference as

admissible/applicable from time to time under the existing Govt. policy. Purchase preference to

a MSE and a MSE owned by SC/ST entrepreneurs shall be decided based on the price quoted

by the said MSEs as compared to L1 Vendor at the time of evaluation of the price bid.

34. CANCELLATION:

34.1. BPCL reserves the right to cancel the contract/purchase order or any part thereof through

a written notice to the vendor if.

34.1.1. The vendor fails to comply with the terms of this purchase order/contract.

34.1.2. The vendor becomes bankrupt or goes into liquidation.


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34.1.3. The vendor fails to deliver the goods on time and/or replace the rejected goods promptly.

34.1.4. The vendor makes a general assignment for the benefit of creditors.

34.1.5. A receiver is appointed for any of the property owned by the vendor.

34.2. Upon receipt of the said cancellation notice, the vendor shall discontinue all work on the

purchase order matters connected with it. BPCL in that event will be entitled to procure

the requirement in the open market and recover excess payment over the vendor's

agreed price if any, from the vendor and also reserving to itself the right to forfeit the

security deposit if any, made by the vendor against the contract. The vendor is aware that

the said goods are required by BPCL for the ultimate purpose of materials production and

that non-delivery may cause loss of production and consequently loss of profit to the

BPCL. In this-event of BPCL exercising the option to claim damages for non delivery

other than by way of difference between the market price and the contract price, the

vendor shall pay to BPCL, fair compensation to be agreed upon between BPCL and the

vendor. The provision of this clause shall not prejudice the right of BPCL from invoking

the provisions of price reduction clause mentioned in 20.3.1 as aforesaid.

35. ANTI –COMPETITIVE AGREEMENTS/ABUSE OF DOMINANT POSITION:

The Competition Act, 2002 as amended by the Competition (Amendment) Act, 2007 (the Act),

prohibits anti- competitive practices and aims at fostering competition and at protecting Indian

markets against anti- competitive practices by enterprises. The Act prohibits anti- competitive

agreements, abuse of dominant position by enterprises, and regulates combinations

(consisting of acquisition, acquiring of control and M&A) wherever such agreements, abuse or

combination causes, or is likely to cause, appreciable adverse effect on competition in markets

in India. BPCL reserves the right to approach the Competition Commission established under

the Act of Parliament and file information relating to anti-competitive agreements and abuse of

dominant position. If such a situation arises, then Vendors are bound by the decision of the

Competitive Commission and also subject to penalty and other provisions of the Competition

Act.

36. ASSIGNMENT

The Vendor can / does not have any right to assign his rights and obligations under these

general purchase conditions without the prior written approval of BPCL.

37. GOVERNING LAW

These General Purchase Conditions shall be governed by the Laws of India.

38. AMENDMENT


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Any amendment to these General Purchase Conditions can be made only in writing and

with the mutual consent of the parties to these conditions.

39. SPECIAL PURCHASE CONDITIONS

In case of a conflict between the clauses, terms and conditions of General Purchase

Conditions and Special Purchase condition, the clauses, terms and conditions of Special

Purchase Condition will have an overriding effect over General Purchase Conditions and the

same shall be applicable.

40. NOTICES

Any notices to be given hereunder by a Party to the other shall be in English and delivered by

hand or sent by courier or facsimile to the other Party at the address or facsimile number

stated below or such other address or number as may be notified by the relevant Party from

time to time.


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ENCLOSURES SECTION X

LIST OF ANNEXURES

1 Annexure I Details of Hardware and System Software of Backend setup

2 Annexure II Existing Loyalty program details & EPS

3 Annexure III Partner loyalty Program Details

4 Annexure IV Performance Bank Guarantee Format

5 Annexure V Arbitration

6 Annexure VI Non –Disclosure Agreement (NDA)

7 Annexure VII Integrity Pact

8 Annexure VIII Knowledge Transfer Documents and Handholding documents

9 Annexure IX List of Reports

10 Annexure X Loyalty Card Specifications

11 Annexure XI Agreement

12 Annexure XII Checklist


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ANNEXURE I

BPCL – Existing Hardware / Database/Application server

PRIMARY Data Centre SERVER DETAILS

1) Sun Enterprise T5240*2

a. 2 x 1.4 GHz 8 Core Ultrapsarc T2+ Processor (Each core supporting 8 threads. Total

8x8x2=128 threads visible through OS)

b. 64 GB RAM

c. 6 x 300 GB SAS HDDs.

d. 4 x Gigabit Ethernet Ports onboard.

e. 2 x Quad Gigabit Ethernet PCI Card.

f. 2x 8 GBPS Dual-Port FC HBAs.

Virtualization details in T5240s are as below:

Hostname (T5240 *2) Purpose Core Memory (GB)

diamond1 Production db 6 24

diamond2 Production db 6 24

diamonda1 Production AS 5 20

diamonda2 Production AS 5 20

emeraldapp1 Web AS (Active) 4 16

emeraldapp2 Web AS(Passive) 4 16

1) Sun Enterprise M4000 (BDF1114055)

a. 1 x 2.5 GHz Quad CPU board with each having 4-core (2-Threads) SPARC64-VII

Processor.

b. 64 GB RAM



e. 1 x Quad Gigabit Ethernet PCI Card.

f. 3 x 8 GBPS Single-Port FC HBAs.


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Server/Domain Purpose Hostname core Memory

(GB)

M4000 (Domain0-pearl

zone)

Report DB pearl.bpcl.com 4(assigned

to the zone)

32

M4000

(Domain1-emerald2-

zone)

Passive Web DB emerald2.bpcl.com 2 (assigned to

the zone)

32

* Emerald2.bpcl.com is passive node of emerald1.bpcl.com

3) Sun Enterprise M3000 (PX61118012)

a. 1 x 2.7 Ghz 4-core (2-Threads) SPARC64-VII system board.

b. 32 GB RAM



e. 2 x 8 GBPS Single-Port FC HBAs.

4) EMC Clarion CX4-120 SAN storage (CKM0010701243)

a. 2 controllers, each controller consisting of 2 GB Cache, 2 Back-end ports for drive

connectivity, and 4 front-end 4 GBPS ports for host-connectivity.

b. This gives total 4 GB Cache, 4 ports for host-connectivity.

c. Total 14 drive trays, holding 8 drives of 300GB

5) 2* Brocade 300 SAN Switch (ALJ2509G0MY & ALJ2509G0MZ)

a. 24 ports.

b. All ports activated through licenses.

6) SL-24 Tape library

Server Hostname Purpose Core Memory (GB)

M3000 emerald1.bpcl.com Global zone 4 32

M3000 emerald1-zone Active Web DB 2 32


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a. The SL-24 tape library has one 4gb drive.

b. It has 24 slots, 12 each on the left and right magazine.

c. LTO-4 cartridges have been supplied to be used for the backup

7) SUN V240

2CPU 8GB RAM

8) SUN V480

2CPU 4GB RAM

9) SUN 3510

Disaster Recovery (DR) SERVER DETAILS

Server Purpose CPU Memory GB

SUN V240 HTTP Proxy 2 4

SUN V490 Standby DB 2 16

SUN V240 Standby AS 2 8

EMC CLARiiON CX4-300 DR storage

SL-24 Tape library


118

Architecture diagram:

Database

Oracle 11G

Application Server

Weblogic suite 11 G


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ANNEXURE II

BPCL Current Loyalty Program

Purpose of the Document

The purpose of this document is to describe the Current Loyalty application, other associated

applications and its processes in brief,. This has been prepared based current functional/business

activities.

Abbreviations and Definitions

This section will explain some of the terms and abbreviations used in this document so as to facilitate

the reader in comprehending the terminology used in the document.

Sr. No Abbreviation Description

1 BPCL Bharat Petroleum Corporation Limited

2 EDC Point of Sales Terminal

3 SAM Security Access Module

4 EOD End of day

5 ROC Receipt of Count

6 CMS Central Cash Management System

7 CUG Closed User Group

8 PIN Personal Identification Number

9 PAN Personal Account Number

10 PUK PIN Unblocking Key

11 DES / 3DES Digital Encryption Standard / Triple DES

12 PSTN Public Switched Telephone Network

13 GUI Graphical User Interface

14 PCt Personalization Centre

15 CAP file Card Applet file

Host Processes

The Host is the hub of all storage, processing and entire program management. It shall be the main

powerhouse of controlling various components of the Loyalty Card program. Some of the primary

activities in the Host shall be:

Transaction Schema Management

Transaction Schema is a set of business rules applicable to a particular type of transaction. All

schemes/promotions of BPCL Petro Card Program shall be handled using the concept of

Transaction Schemas.


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For example, one Transaction Schema can be created for awarding 5% of Sale amount as

loyalty points on SALE of petrol. This schema can then be assigned to a set of EDCs.

Whenever any such EDC settles with the Host, the latest Transaction Schema will be

downloaded on it. Thus all future schemes can be configured at the Host and conveniently

downloaded to the EDC. Schemas can be assigned to individual EDC or even to a group of

EDC belonging to a particular Merchant, Region or territory.

There shall be two interfaces for schema management, one for creating / modifying a schema

and the other for allocating/de-allocating a Schema to/from a EDC.

Terminal Parameters Management

Terminal parameters are changeable parameters that can be defined for a EDC. The behavior

of a EDC can be controlled through these parameters. For example, “Settlement Time” is a

parameter which can be set to 12 hours for one EDC and 24 hours for another EDC. Based on

this parameter, the EDC will prompt the batch settlement after 12 or 24 hours respectively.

These parameters shall be configurable at the Host and changes downloaded to the respective

EDC at the time of settlement.

An interface shall be provided to edit the values of the parameters for a EDC. When a EDC

registers, all the parameter values specific to that EDC get downloaded. In case no specific

parameters are defined for a EDC, a list of default parameters defined at the Host shall be

downloaded on the EDC. The parameters can be changed at any time, even after registration.

For example, if the footer message is changed for a specific duration, the changed parameter

gets downloaded to the EDC at the time of settlement and the new value in the footer is

printed.

Hotlisting Management

Hotlisting is a process in which Customer Card is marked with a flag so that no further

transaction can be performed on it.(Has 2 variants-Permanent & temporary hot listing)

On the other hand, de-hotlisting is the process of removing the flag from any hotlisted card.

Whereas, the hotlist process prevents the usage of a card, de-hotlisting enables the Customer

to use the disabled card again.

Hotlisting of cards can be done for:

User Cards

SAM Cards

Following is the process for User Card hotlisting:

Customer calls up the Issuer and makes a request for card hotlisting.

The request is entered into the System through GUI.


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At the end of the day, when Merchant connects to the Host for settlement, all the

new hotlisted cards are downloaded and saved in the hot list file at the Point Of Sale

terminal.

In case, card is hotlisted and then dehotlisted before being sent, the hotlist will not

be sent.

During settlement, first hotlisted cards are downloaded, then de-hotlisted cards are

downloaded and only then the transactions are transferred from POS to host.

If any hot listed card comes to the terminal for transaction, it checks if the card id is

present in the hot list file. If the hot list type is Temporary, the terminal simply

declines the transaction. If on the other hand the card is hot listed permanently, the

card is physically blocked by the terminal so that it cannot be activated again.

User Card Hotlisting

The Hotlist on the POS terminal will be maintained for last 90 days (number of days is configurable by

the system administrator). The advantage of maintaining only 3 months hotlisted data is to reduce the

size of the Hotlist file on the POS to minimum. It will provide more space on POS for transaction

storage. It will also help in time reduction when a POS is registered for the first time (quick hotlist

loading on POS as the size is restricted to only 3 months). Whenever, a Customer visits the Merchant

outlet to use the card and the Hotlist data for the card is available on the POS, the Hotlist flag on the

card will be marked. At the end of the day, POS will send the transaction to Host – informing that the

card has been marked (hotlist flag on card) as hotlisted, Host will subsequently send the request for

deletion of the card from POS (all POS terminals) hotlist file. This will also help to reduce the size of

the hotlist file on the POS terminals. Customer will not be able to use the card unless it is de-hotlisted

through a request on host.

SAM Card Hotlisting

SAM can be hotlisted under following circumstances:

The Merchant reports the host of the stolen or damaged SAM card.

Merchant gets unregistered from the scheme, and then SAM Issued to the Merchant for

some specific period is marked as hotlisted.

Note: Issuer may mark any SAM as hotlisted as it deems fit. This can be done if some foul play is

suspected and Issuer wants to stall the usage of SAM for the time being.

When any terminal with hotlisted SAM connects to Host for settlement and the SAM id is downloaded

as hot listed SAM, the terminal blocks the SAM When the SAM is blocked, no further transaction is

allowed in the terminal. Only the settlement is allowed so that the old transactions can be sent to

Host.

De-hotlist (Reactivation)

This process describes the De-hotlist synchronization in a smart-card system. Customer calls up

BPCL and reports that he has found his lost card. BPCL Host runs the De-hotlisting process. At EOD,


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the Terminal downloads the latest de-hotlisted entries. Following shall be the process for de-hotlisting

a card:

Customer calls up the Issuer and makes a request for card de-hotlisting.

Host records the reasons for de-hotlisting the card.

The card ID is marked as de-hotlisted at the Host end.

At the end of the day, when a Merchant connects to the Host for settlement, all new

hotlisted cards and then de-hotlisted cards are downloaded on the Point Of Sale terminal.

The terminal removes the cards entry from the hot list file.

Note:

1. If a card is hotlisted and also de-hotlisted before hot list parameter is sent to EDC, the record will

not get transmitted to EDC..

2. Only the Temporary hot listed cards can be de-hotlisted.

Services Management

Services include items and other services provided to the Customers at the retail outlets. Items are

the products being sold at BPCL retail outlets like petrol, diesel, lubes etc. And other services are

Reload, Enrolment, Complaint, Fund transfer etc. Services can be allowed or disallowed to/from a

EDC. An interface shall be provided through which Services can be added/modified and can be

allowed or disallowed to a EDC. This change shall be done at the Host and the information is

downloaded to the concerned EDC on settling.

Profile Management

Interface shall be provided to maintain (add/modify) details of various entities involved in the program.

These entities shall be:

Customer

There shall be an interface by which a Customer profile can be added or modified in the system. The

profile captures information like mailing address, corporate information, number of cards etc. The

Card Member information is stored in the database and can be altered using this interface.

Corporate

Corporates are the Customers who own or manage a fleet of vehicles. There can be sub transporters

under a Corporate who manage the vehicles owned by a Corporate. There shall be an interface

enabling the operator to add sub transporters for a Corporate Customer, to add the number of

vehicles, to provide limits on the fleet (user) cards and to generate reports on the usage of fleet (user)

cards, to issue duplicate cards in case of loss or damage. Loyalty points are awarded and Customers

can redeem them later.


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Merchant / SAM

An interface shall be provided for adding or modifying Merchant profile. In the profile, Merchant’s

name, phone number, location etc is captured so that area wise reports can be generated. If a

Merchant has a SAP account, the SAP ID is also captured in his profile. After creation of Merchant,

SAMs can be created under his profile. SAM can be grouped in different categories like Admin, City,

Highway etc. A SAM can be issued physically only after its profile is created in the Host.

Administrator

An administrator’s role shall be given special privileges to carry out the following tasks:

Hotlist Management

Upcoming Customer luring schemes

Promotional schemes

Fleet Schemes for Corporate Customers

User Management

Add missing transactions

Coupon printing

Recharging fleet limits

Note: Administrators can be created through the Server’s Management Console.

Cards and Card Limits

When a Card Member profile is created, User Cards can be added for that Card Member. An

interface shall be provided to add new User Cards and maintain their profile containing Card name,

Vehicle Registration number, Cash/Credit option etc.

Petrocards (Cards for individual Customers) do not have any limits. Card limits can be only for Fleet

Cards. An interface is provided for defining various limits/parameters a Fleet Card.

These limits are written on the Fleet Card during its personalization.

Four types of limits can be defined for FleetCard:

Unlimited

Unlimited means there is no limits. One can have a Fleet Card for any amount for any or all of

the products or services.

Umbrella Limit

Under this kind of limit, one amount is specified and the Customer can use all or any one of the

BPCL services for this kind of amount. For example, the Customer can buy Petrol for Rs.5000


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and buy lubricant for Rs.3000 and can spend rest Rs.2000 on some other BPCL product or

service.

Item-wise Limit

This limit has been defined so that a card can use a certain amount for a specific product only.

Allowed Services

Allowed services are the list of services specified by the Fleet Card owner for a Card. This

restricts the cardholders to purchase of these selected services only, with that Card.

Regions/ Business Areas

BPCL has 4 major business areas. Every business area contains multiple territories. When a

Merchant is created, a business area and territory code is selected for him. On the basis of this

information, reports can be generated to retrieve data on Sale or Reload of cards.

Manual Batch Creation

This interface shall be provided to manually create a batch or enter transactions in the Host database.

Customer Database Management

Entities

Accounts

Account is a generic term which is used to refer to any entity that performs transactions in the

Petrocard system. Account can be of following types:

Customer/Corporate

An entity that gets enrolled to the Petrocard program for availing Petrocard or Fleet card is

called a Customer. In case of Petrocard, a Customer is an individual while in case of Fleet card

it is a Corporate e.g. an owner of a fleet of trucks, taxis etc.

Subtransporter

Subtransporter is basically small corporate who works under an existing Corporate in the

system. So a Corporate can have one or many Subtransporter under him

Vehicle

A Corporate or Subtransporter has multiple vehicles under him. Each vehicle is considered to

be one account in the system. For each vehicle, a card is issued.


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Merchant

A Merchant is an entity, which is responsible for making the Petro/ Fleet Card transactions for

BPCL Customers - using the Terminal.

SAM Card

The Security Access Module (SAM) Card is a security card for EDC. It contains the issuer keys

and the Merchant profile. It is present inside the EDC and is used to authenticate User Cards

as well as store and process transactions.

Petro Card/ Fleet Card

Petrocard is a smart card, using which one can do cashless transactions for purchasing

fuel/lubricants/In & Out items etc. at BPCL Retail outlets. Petrocard is essentially a pre-paid

card and is meant for individuals who want to avail convenience of prepayment. The user has

to load money on this card before it can be used for making purchases at BPCL retail outlets. It

is also being referred to as User Card - in this document. Fleet cards can have credit option or

central Cash (CMS) option in addition to the normal prepaid facility.

Schemes

A scheme is a reward that is given to a Petro/ Fleet Card user. Various schemes are formed for BPCL

Customers; for example, in the Loyalty scheme they are rewarded for their loyalty.

Services

A Service is an item or service that is provided to Customers at BPCL retail outlets. Items are the

products being sold at retail outlets like petrol, diesel, lubes etc. And services include Reload,

Enrolment, Complaint, Fund transfer etc.

Transaction type

The Petrocard system supports different types of transaction in EDC. Each transaction type has its

own definition and business rules attached to them. At the time of installation of the system,

Transaction types are defined. Then transaction schemas are defined for each type of transaction.

When those schemas get downloaded to the EDC, that type of transactions can be performed at that

EDC

Currency

Currency is an entity which suggests the mode of payment for performing transactions using a Petro/

Fleet Card. There are four types of currencies defined in the system. They are Cash, Credit, Loyalty

and Cash Management System (CMS)


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Hotlist

Hotlist is a list of accounts (SAM, User cards, Customers, Corporate Customers, Fleet Vehicles)

disabled from performing any transaction. For example, if loss of a card is reported, it is hotlisted on

request on the Host. When such a card is presented at any EDC, it will be marked as Blocked. Upon

getting blocked the card cannot be used on any EDC. Hotlist is of temporary and permanent nature.

Terminal Parameters

Terminal parameters are list of parameters that control the behavior of a EDC. These parameters are

configurable at the Host and then downloaded to the EDC during Registration or Batch Settlement.

Downloadable Terminal Parameters provide a powerful mechanism to remotely control the behavior

of a EDC from the Host.

Transaction Processing

Different types of transactions that are supported by the system Transactions are done and stored

offline at the Terminal and are sent to the Server in batches. Each transaction at the Terminal is

identified by its Receipt of Count (ROC), which starts from 1 for a batch. Terminals are allowed to

perform transactions offline until they exceed the defined limit of maximum transactions, maximum

amount or maximum time. On reaching the maximum limit, the Terminal sends the details of all

transactions to the host. This process is known as Settlement.

Settlement

To begin with, the Terminal sends its identity (Terminal No) and the Batch No. to the Host. Host

verifies with the database if this Terminal is trying to settle the Batch for the first time or it had tried

earlier and terminated abnormally. If no previous entry is found, the host stores this information in the

Settlements table and sends “Terminal 0 (zero)” as response. Each row of this table corresponds to

one settlement from Terminal identified by a unique settlement ID. On the contrary, if the entry for this

batch is already found in the database, the Host returns the information on the last transaction that it

had received.

Once the Terminal and Batch identification is over, the Terminal sends the transaction data for that

batch one by one. If the Terminal tries to settle the batch for the first time, it receives ‘0’ from Host

and therefore starts sending transactions beginning from ‘1’. And if it had already sent transactions till

ROC = x in the previous attempt, it sends all transactions starting from x+1 in the current batch.

Transaction data received at the Host is in a predefined XML format. The Host verifies if the

transaction data is complete and satisfies the predefined format. If it is found in an invalid format,

Host rejects the transaction and prompts the Terminal to send the data again. Else, the transaction

data is stored in the Raw Transactions table and a response code is sent to the terminal. Thus, the

Host receives and verifies all the transactions for the batch. Once all the transactions are sent to the


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Host, the Terminal finally sends the summary of the batch. On receiving the summary, Host verifies

all the transactions of the batch against it. If the transactions match with the summary, the batch is

marked complete and it’s processing starts. But in case of a mismatch, the Host rejects the whole

batch and asks the Terminal to resend the missing transactions (only). For a mismatch in the amount,

all the transactions for the batch are requested again. These exceptional cases are taken care of

automatically without manual intervention.

When a batch is marked complete, each transaction of the batch is processed based on its type. In

the first step, all the relevant data of a transaction is extracted from XML, validated and stored in a

table. In the next step, amount is calculated for different entities and their ledger is updated in the

LEDGER table. A ledger is maintained for all the accounts and is updated instantaneously.

For special type of transactions, the data processing will be as follows:

Sale

When a sale transaction is processed, the transaction amount is debited from the ledger balance and

the real balance sent by the Terminal is used to update the Real balance in the Ledger. Sale

transactions can be of three types:

1. Offline Sale

2. Online Sale

3. CMS Online Sale

Offline Sale Transactions

In case of Offline sale transactions, all the transaction details are loaded at the Host end at the time of

Settlement. No extra processing is required for these types of transactions.

Online Sale Transactions

For these kinds of transactions, all the transaction details are loaded at the Host at the time of

transaction and at the time of Settlement. Both the details are matched and if they do not match, the

details at the transaction time are replaced by the latest details loaded at the Settlement time. The

ledger is updated only after the Settlement. The transaction amount is debited form the Card balance

in the ledger.

CMS Online Sale Transactions

This is a special sale transaction, in which, transaction amount is debited from the Fleet Owner’s

account and not Card account. Therefore this transaction needs to be processed immediately.


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Whenever the transaction is done, it comes to the Host, gets processed and ledger is updated.

Owner’s account is debited by the transaction amount. Same transaction details also come at the

time of settlement and if a mismatch occurs, earlier processing is undone i.e. the owner’s account is

credited by the transaction amount and the transaction detail is replaced by new transaction details.

Hence, new details are processed.

Petro Enrollment

Petro enrollment refers to applying for a Petro Card by filling out an application form at a BPCL outlet.

Fleet Enrollment

Fleet Enrollment refers to applying for a Corporate Card where a Corporate Customer fills out the

Number of vehicles he/she has and the number of people who will be using these Fleet cards.

Inventory

Inventory refers to the inventory of gifts, which are a part of various schemes. For example, a scheme

can enable a Customer to be entitled to a gift of 10 parker pens on buying a product during the

specified period.

Complaint

Terminals provided at the BPCL outlets also have a feature of filing a complaint if a Customer is not

happy with a Merchant. Predefined complaints can be lodged from the Terminal, which are forwarded

to the Host and an action can be taken on them.

Loyalty Award

From time to time, BPCL would award his Customers for their loyalty. These awards are given in the

form of loyalty points which can be redeemed later. Every time a Customer makes a transaction using

the Petro/Fleet Card, ledger table is updated with the loyalty points awarded.

Loyalty Redeem

When a Customer requests for loyalty redemption against an Item ID, the Inventory table gets

updated at the Host end. Ledger table in the database is also updated.

CMS Recharge

When a fleet card owner or a corporate Customer puts money in his account it is called CMS

Recharge. It is an online transaction. For this type of transaction, ledger is not updated. Ledger is

updated only at the time of settlement. If ledger details for a transaction do not match with the details

arrived at the time of settlement, these details are overwritten with the latest settlement details.


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Tracking

Tracking of vehicle is done depending upon the usage of cards at various locations. When a

transporter makes a transaction using the Fleet card at a certain location, the details are sent to the

Host informing of the location of the transporter. These details are updated in the database.

Void

If any wrong entry is made while performing a transaction, it is cancelled and considered void. When

a void transaction comes, all the earlier transactions roll back. So both the transactions would not

appear in the report.

Utilities

Not implemented yet

Reload

When a Reload transaction is processed, the transaction amount is credited in the ledger balance

and the real balance sent by the Terminal is used to update the Real balance in the Ledger. Reload

transactions can be of three types:

Offline Reload

Online Reload

CMS Online Reload

Offline Reload Transactions

In case of Offline reload transactions, all the transaction details are loaded at the Host end at the time

of Settlement. No extra processing is required for these types of transactions.

Online Reload Transactions

For these kinds of transactions, all the transaction details are loaded at the Host at the time of

transaction and at the time of Settlement. Both the details are matched and if they do not match, the

details at the transaction time are replaced by the latest details loaded at the Settlement time. The

ledger is updated only after the Settlement. The transaction amount is credited form the Card balance

in the ledger.

CMS Online Reload Transactions

For these types of transactions, when some amount is reloaded (or credited) on a transporter’s card,

it is debited from its parent (i.e. Fleet owner’s or Corporate Customer’s) account.


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Report Generation

The Report Server’s functionality is to generate reports from the data that has come from the

Database at the Production Server end.

Three types of reports are generated for information review:

1. Daily

2. Monthly and

3. Ad-Hoc

Daily Reports

Daily reports have been further divided into various kinds of reports:

Monthly

Monthly reports generated are of the following types:

1. Customer Statement / Vehicle Analysis

2. Corporate Statement

3. MIS Report

4. Multi-Xpec Master

Ad- Hoc Reports

In addition to the Daily and Monthly Reports there are many reports that are generated on ad hoc

demands. Few of ad hoc reports are as below:

1. Customer statement for a particular Customer for a specific period

2. Details of transactions done at a Terminal for a particular batch or for a particular day

3. Details of the batches that were deleted from the terminal manually

4. Business area wise total sale amount for a specific period

5. Business area/ territory wise total number of Customers registered for a specific period

6. Number of cards hot listed / de hot listed in a specific period of time.

BPCL Web Based Application

The Web based application provides role-based access. The people at the BPCL end, who have

been divided into various groups, interface this application. An Operator or an Administrator gets

access to a particular page to perform functions - only if their group has the permission to do so.


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Application Access

For logging on, the web application prompts for User credentials.

After validating the credentials, the Home page appears providing the access to various other

modules of the applications. These modules are accessed using the corresponding tabs:

Home (Login), Customer, Corporate, Merchant, Admin, Config, Search and Logout

The Home page also enables a User to change the password.

Configuration:

The Configuration module provides options to configure the following:

Region Master, Service Master, Transaction Scheme Manager, Transaction Schema, Parameter

Master, and Event Master

Region Master

The Region Master screen provides the functionality to add mandatory region details when this new

region starts providing BPCL services. The Region Master screen enables BPCL to add the details of

a new region (which does not exist in the database already) where it has just started providing

services.

Service Master

On the addition of new services to the existing services, BPCL uses the Service Master screens to

add those services in the database. The Service Master screen provides options to add new services

and edit the existing services.

The Add a New Service screen provides the functionality of adding all the details pertaining to a new

service in the database for Merchants use.

The Edit an Existing Service screen provides the functionality of editing the existing Service details.

The operator can select the service name and edit the corresponding details.

Transaction Scheme Manager

This page provides the options to configure Transaction Schemas by accounts as well as by setting

criteria. The Transaction schemes could be sale of Petrol, Diesel, Various kinds of enrolments,

Reward schemes and so on.

Transaction Scheme Manager -> Configure by Account

This page provides options to choose a scheme name and specify the Account ID to configure it for.

For example, it could be for a Merchant, Customer or a Corporate Customer.


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Transaction Scheme Manager -> Configure by Criteria

This page provides options to configure criteria by selecting SAM Category and Merchant specific

details.

Transaction Schema

This page provides options to define new schemas and edit the existing ones.

Transaction Schema -> Define a New Transaction Schema

This page enables to define a new Transaction Schema. The new Transaction schema is defined by

selecting a Transaction type and specifying the Implementation and Expiry dates. This page leads to

another page to configure Services and Currencies for the new Schema.

Transaction-> Configure Services and Currencies

This page enables to select the Service details and currency details for the new schema. The Service

details entails selecting which kind of services are provided for the selected transaction type.

Note: Currency details refer to the payment modes for the services availed.

Transaction Schema-> Configure Limits

This page provides options to configure the minimum and maximum limits for the new Transaction.

Transaction Schema -> Configure Follow Up Transactions

This page enables to configure follow up transactions for new Schema. Currently, Follow Up

transactions are of two types: Customer Bonus and Merchant Share. The option to select the

payment mode for these transactions is also configured on this page.

Three other options provide by this page are:

1. Add/Edit Slabs

For any Follow Up transaction, slabs can be added or edited. A slab has the following features:

1. Min Amount: The min amount of slab.

2. Max Amount: The max amount of slab.

3. Constant Amt: The Constant amount for follow-up transaction.


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4. Factor Amount*: The percentage amount of main transaction amount.

If the main transaction amount falls within this slab then the follow-up amount is calculated

accordingly. Maximum of 5 slabs can be added to a follow-up.

2. Add/Edit Events

Events can also be attached to a follow-up. If the main transaction falls within the specified Event

period then the corresponding points defined are added to the follow-up amount. Max of 5 events can

be added to a follow-up.

3. Hot time zones

Hot time zones are also defined for follow-ups. If the main transaction falls within the specified time

zone then the corresponding amount attached is added to the follow up amount. Hot Time Zones has

the following features:

Month of year: Month for the hot-time – it can be defined for all the months

Day of Week: Any day of the week

Date of Month: Any date or every day of the month

Start Time: Start time of the Hot-time

End Time: End time of the Hot-time

If the main transaction falls within the defined Hot-time then the follow-up amount is calculated

according to following property of Hot-time:

Constant Amt: The Constant amount for follow-up transaction.

Factor Amount*: The percentage amount of main transaction amount

Maximum of 5 hot-time zones can be added to a follow up transaction

Choose Parameter

This page provides the options to select parameters and update them.

Event Master

This page provides options to add and edit events.

Event Master -> Add a New Event

This page prompts to enter a name for the new event and the period till which it will be valid. Some

bonus points are associated with it, which can be availed by the Customers during the specified time

period.


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Event Master-> Edit Existing Events

This page enables the users to edit the details of an existing event.

Admin

The Admin tab provides options to be accessed only by the Administrator.

The Administrator manages the following:

Hot list Management, Customer Scheme, Promotional Scheme, Fleet Scheme, Feel Limits Recharge,

Coupon Print, and Add Missing Transactions

Hot List Management

The Hot List Management page provides links for hot listing an account and editing existing hot list

accounts.

Hotlist Management -> Hotlist Account

Hot listing an account requires inputting mandatory information pertaining to the account. A success

message notifies of the hotlisting of the account.

Hotlist Management -> Edit existing Hotlist Account

Account ID is entered and a query is performed to validate the details. The results are displayed to

enable the editing of the hot listed account.

Customer Scheme

The page enables the administrator to create a new scheme.

Promotional Scheme

Promotional schemes are formulated to lure more Customers into purchasing BPCL products.

Fleet Scheme

This page provides an option to formulate fleet schemes. A valid Scheme No. and Scheme Name are

entered to develop the new scheme. A success message notifies of the formulation of the new

scheme.

Fleet Limit Recharge


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The fleet limit for a Corporate Customer can be recharged using this option. Entering a valid

Corporate ID (FO01000000010) having the Credit facility with the specified limit displays a success

message notifying that the transaction has been done.

Coupon Print

This page provides options to print coupons for a range of Card IDs or print directly from an uploaded

file.

Coupon Print -> Print from Uploaded File

File format not known yet

Print for Range

Entering a valid range of Card ID’s that is active and clicking on Print button displays a file download

dialog box for saving the loyalty points for the range of card specified here.

Add Missing Transactions

This page provides an option to add a missing transaction from the Batch Summary. The SAM Card

ID, Batch ID and ROC No is the mandatory information that must be specified.

Merchant

The Merchant tab provides various options to manage the Merchant details. The options are:

Merchant Profile, SAM Card Status, Issue SAM Card, SAM Card Approval, SAM Label Print,

Transaction History, Merchant Collection, Terminal Parameters, Manual Batch Delete and

Charge-Sheet Entry.

Merchant Profile

The Merchant Profile page provides links to add, edit and view Merchant details:

Merchant Profile-> Add a New Merchant

On entering all the mandatory details on this page saving them displays a success message screen

with a new Merchant Id (ME0000006001).

Merchant Profile -> Edit Merchant


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This page enables you to perform a search for a Merchant by specifying the Merchant ID. After

verifying the ID, corresponding details are displayed.

Merchant Profile -> View

Searching for a Merchant ID displays the pertaining details to view.

SAM Card Status

To find out the SAM Card Status for a Merchant requires Merchant’s ID. On performing a search for

the Merchant ID, all the SAM IDs for this Merchant are displayed. The user can select the SAM Card

ID to view the SAM Card details. The SAM card details can be edited and updated followed by a

success message.

Issue SAM card

The Issue SAM Card page prompts to enter a Merchant ID. A search is performed for the Merchant

ID and after verifying the details of the Merchant a success message is displayed with a SAM ID.

SAM Card Approval

This page provides options to enter the Operator’s name and the time period during which he/she

would have issued the cards. The Cards displayed are approved.

SAM Label Print

This page enables the Operators to specify a date to check on which SAM Cards were issued on this

date.

Transaction History

This page provides options to view the transaction History of a Merchant whose Merchant ID or SAM

ID has been provided. To narrow down the search, a time period can also be specified.

Merchant Collection

This page enables the Users to download a file which contains the collection details from a Merchant.

Terminal Parameters


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The Terminal Parameters page prompts for a valid Merchant ID and SAM Account No. After

validating the same, the Terminal Parameters page is displayed. This page enables the Users to

enter or update the Terminal parameters.

Corporate

The Corporate tab provides options to mage details of all the corporate Customers and their

vehicles. This tab displays a page providing the following options:

Corporate Profile, Add Sub Transporter, Corporate Vehicles, Fleet Card Vehicles, Fleet Card Report,

Loyalty Redeem and Loyalty Award.

Corporate Profile

The Corporate Profile page provides links to select among adding, editing or viewing Corporate

Customer details.

Corporate Profile -> Add a new Corporate

This page prompts to input mandatory information specific to the Fleet Operators (Corporate

Customers). Adding the details displays a success message screen with a Fleet Operator ID

(FO01000000020) generated by the system. The Fleet Operator ID generated is used for editing and

viewing Fleet Operator (Corporate Customers) records and performing all other operations specific to

Fleet Operators.

Corporate Profile -> Edit existing Corporate Profile

Based on the valid information (Corporate Id and Company Name) entered on this page, the search

is performed on the Fleet Operators and the Corporate Profile details the specific Corporate ID are

displayed to edit.

Corporate Profile -> View existing Corporate Profile

This page prompts for mandatory information specific to a Corporate Customer and after validating

the input displays the results to view.

Reward Redemption Process

PetroBonus:


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1. Member redeems Petromiles for the desired reward by swiping and inputting certain

information on terminal and the transaction is online.(Reward items are pre designed and

configured on the host/EDC)

2. The data received at host in batch mode.

3. Host generates the redemption file 3 times a week.

4. Host generates another set of exception reports clearly indicating the cases of negative

Petromiles if any to enable us to drop such case from PO.

SmartFleet:

1. Member registers the redemption request through physical RRF(Reward Request Form) or

online , except for fuel redemption.

2. RFSM authorizes the RRF for redemption to be carried out by HQ. FO is to be made trusted

by RFSM in case of an online redemption for 1st time. Subsequent redemptions are automatic

as the customer initializes on Web.

On successful redemption, redeemed PM are reduced from the a/c balance. Redeemed value

of the PM is accounted on quarterly basis by Finance.

3. Host generates another set of exception reports clearly indicating the cases of negative

Petromiles if any to enable us to drop such case from PO.

4. HQ processes the redemption request in the GUI and places the PO on vendor

PART 2:

Add Sub Transporter

Entering valid mandatory details (Customer ID (Fleet Operator ID), Sub Transporter Code and

Details) and clicking on Add button displays a success message with Sub Transporter ID (Fleet

Partner ID: FP01000000020).

Corporate Vehicles

Clicking on this link displays a screen with links to Add, Edit and View corporate profiles. Entering all

the mandatory details with Parent Account Id as the Corporate ID (Fleet Operator ID) and clicking on


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Add button displays a success message with a Fleet Vehicle ID (FV0100000020). This Fleet Vehicle

ID is used to edit and view the fleet vehicle records in the system.

Corporate Vehicles -> Add Corporate Vehicle

Clicking on this link displays a screen with links to add corporate profiles.

Corporate Vehicles-> Edit existing vehicle

On entering the mandatory parameters, Corporate Vehicle ID and Parent Account ID (Corporate or

Fleet Operator ID), validation is performed and search results are displayed for editing.

Corporate Profile -> View Corporate Profile

On entering the valid parameters values for Corporate Vehicle ID and Parent Account ID (Corporate

or Fleet Operator ID), verifications is performed and search results are displayed for viewing.

Fleet Card Values

The Fleet Card Values page prompts for Fleet Vehicle Account ID. A search is performed on this

Fleet Vehicle Account ID and a page to assign limits to this vehicle is displayed. The user of the Fleet

Vehicle is assigned various kinds of usage limits. The user can have an unlimited usage of the items

selected from list or can have limits defined for the selected items. Some users can be assigned

Umbrella limit, which is a global limit and can be availed on all the selected items.

Fleet Card Report

The page enables to enter a valid range of Corporate ID’s and to generate a report. The report can be

saved in the desired location.

Loyalty Redeem

Entering a valid Corporate ID and clicking on Get Loyalty points button shows the Loyalty points to be

redeemed for this ID. The owner can redeem the points by writing directly to BPCL and BPCL informs

them of what all items they can have as gifts.

Loyalty Award

If BPCL wants to reward some Fleet Owner for some reasons, they bestow them with a gift or some

points.


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Customer

The Customer module enables to manage Petro card Customer details. The Customer tab displays a

page with the following options:

Customer Profile, Customer Approval, Duplicate Card, Transaction History, Card Print, Edit Check

Print and Customer Offline Entry

Customer Profile

This page provides links to Add, Edit and View a Customer’s profile.

Customer Profile -> Add a new Customer Profile

Clicking this link displays a page with various input fields and buttons to save the details. When the

user tries to save the details, a confirmation message is displayed prompting the user to commit the

details if he/she wants to save them. On the successful creation of a Customer’s account, a message

is displayed with the new Customer ID. This Customer ID is a unique identifier for a Customer; and is

used for editing and viewing Customer details.

Customer Profile -> Edit an Existing Customer

Clicking this link displays a page with various input fields and buttons to save the details. When the

user tries to save the details, a confirmation message is displayed prompting the user to commit the

details if he/she wants to save them. On the successful creation of a Customer’s account, a message

is displayed with the new Customer ID. This Customer ID is a unique identifier for a Customer; and is

used for editing and viewing Customer details.

Customer Profile -> View Customer Profile

This page enables the users to search for a Customer by entering the mandatory details (Customer

ID and Card Name). The application verifies the details with the ones existing in the Database and

displays the pertaining details.

Customer Approval

The Customer Approval page provides search options to search for a Customer to approve. The User

can read through the details displayed and approve them. A Success message is displayed to

suggest that the selected Customer has been approved.

Duplicate Card

The Duplicate Card page also provides you options to search for a Customer by inputting the

mandatory information (Customer ID and Card Account ID).the old card is hotlisted and against the


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Customer ID duplicate card is issued. A success message is shown to notify that a Duplicate card

has been issued.

Transaction History

The Transaction History page enables to search for the transaction history of a particular Customer

by specifying the Customer ID or Card ID.

Card Print

The Card Print page enables the selection of options to write Welcome Letter or print Cards or for

Label Printing for the selected Customers.

Edit Check Print

This page enables the Operators to recheck the data entered.

Customer Offline Entry

Offline Customer Entry – Sometimes, when there are too many entries required to add new

Customers, all the entries can be made in a .txt file in a specified format. This file is later uploaded to

save all those entries in the database. All the added Customers are approved from the GUI only.

Card Personalisation

BPCL application is a suite of applications interacting with each other facilitating a

transaction process.

Card Issuance

The Card Issuance application involves issuance of Master Card, SAM Card, User Card,

Unblocking, Fund Transfer and Refund. The Card Issuance application issues various

cards ( Magnetic / Smartchip card) for the terminal as well as for the users after

authenticating them. Card authentication involves authenticating various keys which are

matched against some parameters in the application. Key Management system has to be

specifically implemented for the security reasons required for the application success in

line with available highest security standard.

Key Management System

Key management is required for the following:

1. At the time of issuing new cards for security purpose


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2. At the time of validating a card

The Key Management system necessitates that the keys be provided through a secure

Master Card. The security implementation on java Master Card is done as per the highest

available security standard with the approval of BPCL authority. The security features

implemented on the Master card include:

1. PIN Verification: It prompts the user to input the right PIN for authentication

2. Expiry: The expiry of the Master card on the specified date terminates the usage of

Master card

3. Usage Counter: This counter limits the total number of User or Terminal cards that

can be issued using any Master card.

Note: The PIN, Expiry Date and the Usage Counter on the Master card can be changed

using an Admin Master Key in presence of cross function team authorizing the activity.

When the Usage Counter expires on the Master card, Admin key is used to change the

Counter.

Security Features:

1. User cards are protected with a PIN which is mandatory to perform any transaction.

The PIN can be changed at any time as requested by the card holder

2. SAM (Terminal) cards are again protected by PIN which can be changed as desired

by the card holder

3. All the keys are stored on the cards to provide maximum security to the card to avoid

fraud . These Card Keys cannot be read/ tampered or deleted by an external entity.

4. All important keys should be stored at loyalty server, with a adequate security to

ensure that none of the external/unauthorized entity could read /tamper or delete the

info.

5. Injection of required keys shall be done on any card only through the loyalty server.

6. All the security keys are used during Authentication, Validation while performing a

transaction on the card.

7. A comprehensive secured log has to be maintained for audit/investigation and

analysis purpose. These logs should have access restriction, cannot be read/

tampered with or deleted by an external/unauthorized entity.

Issuance of Master Card

BPCL Master Keys, SAM card applet and KMCs, ZMKs keys are stored on the Master

card. These keys are used while personalizing a User card or SAM card. The keys from the

Master card are read in a secure way and injected on to the User/SAM card.

MasterCardPerso


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This application enables the creation and personalization of the Master card. It is a

standalone PC application which interacts with the Card Reader and card. Since Master

card is a java card, a customized java card applet (cap file) is required to load on to the

Master card. This Master card applet is loaded first on the Master card followed by all other

keys.

Perso application allows the card issuer to perform several card specific operations. The

master card / SAM card / user card has to be initiated through central server, with trace,

risk analysis and proactive risk mitigation module. The integration between perso

application and central server for extraction of card data and keys shall be done through

secured web services. The server shall maintain a list of whitlisting IP address from which

perso application can be invoked for better control and security apart from the centralized

role based authentication.

Issuance of SAM Card

SAM card (Terminal card) is a security module card for terminal. The SAM card is a java

card placed inside the Terminal. SAM card contains a SAM card applet, security keys, and

other SAM card specific information. The SAM card should hold the required keys for

authenticating user cards. The SAM card should be personalized with expiry date .

Issuance of User Card

The Card Issuance application provides a GUI for issuance and personalization of the

cards. The application fetches the information from the backend, initializes the card and

writes the customer specific information on it and finally updates the account status and

other information at the backend.

Important Features of the CARD PERSO GUI:

1. Read

This option enables the Card Issuer to read the data on the physical card and display

the common basic information from card to screen.

2. Fleet Items Reallocation

Fleet operators are allowed to change their fleet vehicles limits. Once the limits are

decided they are updated at the backend. The Fleet Items Reallocation option in the

application enables the Card Issuer to reallocate the new limits to the vehicle card. In

this case, the old limits from the card are erased. (This option is valid only for fleet card.)

Card Personalisation

BPCL application is a suite of applications interacting with each other facilitating a

transaction process.

Card Issuance


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The Card Issuance application involves issuance of Master Card, SAM Card, User Card,

Unblocking, Fund Transfer and Refund. The Card Issuance application issues various

cards (Magnetic strip / Smartchip card) for the terminal as well as for the users after

authenticating them. Card authentication involves authenticating various keys which are

matched against some parameters in the application. Key Management system has to be

specifically implemented for the security reasons required for the application success in line

with available highest security standard.

Key Management System

Key management is required for the following:

1. At the time of issuing new cards for security purpose

2. At the time of validating a card

The Key Management system necessitates that the keys be provided through a secure

Master Card. The security implementation on java Master Card is done as per the highest

available security standard with the approval of BPCL authority. The security features

implemented on the Master card include:

1. PIN Verification: It prompts the user to input the right PIN for authentication

2. Expiry: The expiry of the Master card on the specified date terminates the usage of

Master card

3. Usage Counter: This counter limits the total number of User or Terminal cards that

can be issued using any Master card.

Note: The PIN, Expiry Date and the Usage Counter on the Master card can be changed

using an Admin Master Key in presence of cross function team authorizing the activity .

When the Usage Counter expires on the Master card, Admin key is used to change the

Counter.

Security Features:

1. User cards are protected with a PIN which is mandatory to perform any transaction.

The PIN can be changed at any time as requested by the card holder

2. SAM (Terminal) cards are again protected by PIN which can be changed as desired

by the card holder

3. All the keys are stored on the cards to provide maximum security to the card to avoid

fraud. These Card Keys cannot be read/ tampered or deleted by an external entity.

4. All important keys should be stored at loyalty server, with a adequate security to

ensure that none of the external/unauthorized entity could read /tamper or delete the

info.

5. Injection of required keys shall be done on any card only through the loyalty server.


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6. All the security keys are used during Authentication, Validation while performing a

transaction on the card.

7. A comprehensive secured log has to be maintained for audit/investigation and

analysis purpose. These logs should have access restriction, cannot be read/

tampered with or deleted by an external/unauthorized entity.

Issuance of Master Card

BPCL Master Keys, SAM card applet and KMCs, ZMKs keys are stored on the Master

card. These keys are used while personalizing a User card or SAM card. The keys from the

Master card are read in a secure way and injected on to the User/SAM card.

MasterCardPerso

This application enables the creation and personalization of the Master card. It is a

standalone PC application which interacts with the Card Reader and card. Since Master

card is a java card, a customized java card applet (cap file) is required to load on to the

Master card. This Master card applet is loaded first on the Master card followed by all other

keys.

Perso application allows the card issuer to perform several card specific operations. The

master card / SAM card / user card has to be initiated through central server , with

trace , risk analysis and proactive risk mitigation module. The integration between perso

application and central server for extraction of card data and keys shall be done through

secured web services. The server shall maintain a list of white listing IP address from which

perso application can be invoked for better control and security apart from the centralized

role based authentication.

Issuance of SAM Card

SAM card (Terminal card) is a security module card for terminal. The SAM card is a java

card placed inside the Terminal. SAM card contains a SAM card applet, security keys, and

other SAM card specific information. The SAM card should hold the required keys for

authenticating user cards. The SAM card should be personalized with expiry date.

Issuance of User Card

The Card Issuance application provides a GUI for issuance and personalization of the

cards. The application fetches the information from the backend, initializes the card and

writes the customer specific information on it and finally updates the account status and

other information at the backend.

Important Features of the CARD PERSO GUI:

1. Read

This option enables the Card Issuer to read the data on the physical card and display

the common basic information from card to screen.


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2. Fleet Items Reallocation

Fleet operators are allowed to change their fleet vehicles limits. Once the limits are

decided they are updated at the backend. The Fleet Items Reallocation option in the

application enables the Card Issuer to reallocate the new limits to the vehicle card. In

this case, the old limits from the card are erased. (This option is valid only for fleet card.)

Important Features of the SmartFleet/PetroBonus Program

1) Cash Management System – Money is available in central account for customer, multiple cards

belonging to same customer can transact by debiting the central account. Provision for voiding the

transaction.

2) Customer’s cards transact as per limit defined on each card. Limits can be monthly, daily and

adhock. Limit can be set thru web/SMS/Mobile apps.

3) Terminals can run campaign selectively depending on the region, territory and even customer like

birthday bonus points.

4) Rewarding the customer based on recencency / monetary / frequency in the forecourt.

5) Transaction processing with each transaction confirmation between post and host. Any breaking

in between is resorted from the same point.

6) Web based redemption online and through transaction by card swipe.

7) Terminal complaints thru transactions.

8) Availability of the separate pouch for sale on “rewards”.

9) Recharging of card from Retail outlet – collecting money at Retail Outlet.

10) Role based web authorization for various transactions. Maker and checker concept on web for

authorizing transactions which have financial bearing..

11) Categorization of customer based on the business rule defined and awarding of reward points

based on category on quarterly / monthly sale

12) Selection of network with priority depending upon the availability of network in that area.

13) Hotlisting management- card hotlisted do not transact after 24 Hrs

14) In forecourt no transaction is taking more than 25 seconds, except settlement which takes less

than 5 minutes.

15) Any transaction can be voided and its associated transaction like Petromiles reversal also

happens.


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ANNEXURE III

Loyalty Partner Program (TML) Business Process

The magnetic swipe card application should be made for multiple partners. The partners can be

deleted added based on configuration /parameter tables. This application shall be used for the loyalty

business partner. There could be the possibility that MOU with partner may remain for limited period

and after that it may end. We should be able to remove this partner from the tables easily. The

application should be such that it should not be partner oriented. The addition and deletion of partner

should not evoke changes in the application. The application roll out is costly affair which should not

be done by change addition/deletion of partner. The partner table should exist in terminal and

changes should be downloaded at the time of settlement.

This application should be separately with no relationship with the existing loyalty application. At the

server level also this application will have its own tables and database which will not have any

relationship with the existing loyalty database instance. As of now Tata Motors is the partner with we

are starting this application.

Terminal Application

Magnetic cards of Partner and BPCL are swiped at BPCL outlet. Transactions are to be processed

online

There will be four checks at the EDC level for the current partner BPCL-partner Motors

If first two characters are for the partners identification to be checked from configuration table

1. 1st Character identifies the Partner ( 3 for BPCL-PARTNER)

2. 2nd Character identifies the Type of program of partner ( 1 & 2 for BPCL-PARTNER)

3. Every card should satisfy the Luhn formula

4. Terminal application should also check the expiry date of the card from the current date.

5. Card hot listing checking should be done from a hot listing table.

If any of the above conditions are not met decline the transaction with message “Card Not

Authorized”


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Once Cards satisfy these four checks, it will push all the transaction to Server level

At server it should check the daily limit defined for that particular card from another table for

Partner/type of program.

If daily limit is consumed the message should be shown as “Daily Limit Over- Trx Decline” and

the transaction should be declined. Similar check should also be introduced for monthly limit

checking.

The limit of no of transactions in a day (00.00 Hrs to 24.00 Hrs ) per card also to be checked from a

Config table.

If daily limit is consumed the message should be shown as “No. of Trx limit exceeds- Trx

Decline” and the transaction should be declined.

At the BPCL level, all points gets converted into BPCL Petro Miles based on the mapping table of

product purchased value and PM calculation. The PM will be based on the product purchased by the

customer.

The exception provision is to be made to check if customer is the BPCL-Loyalty member then no PM

to be awarded. If the card is in Hotlist table no PM should be awarded. This should be checked from

the tables available.

Printing Slip

Each transaction should trigger printing of the slip mentioning

Merchant name/ Terminal ID/Batch No/ROC no

Name of product / Amount Purchased

Incorporate date and time stamp which is from host.

Print slip count for the day, mentioned on the charge slip.

Version No of Software

Configurable Message from server: Thanks for Fuelling At BPCL Retail Outlet

Settlement

The batch should be settled with following condition parameterized in a table. The settlement should

be auto for following parameter.

If transactions have reached the count 75 (configurable)


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If the time gap between last transaction and current time is more than12 Hrs or 24 hrs depending on

the terminal limit as Rs. 75 K or 150K respectively.

The settlement should also pass the parameter of changes in partner table on the terminal. In case

any partner is added or deleted the same information should flow to terminal.

The settlement and transaction should be supported by all modes of communication e.g.

RAS/SNC/NAC/VSAT/INTERNET

There should be one settlement for all the transactions on that terminal.

Recreation of data

Since data will come online, in case there is crash on terminal side data should be created from the

online data on server. There should be facility to recreate data from the server and EDC.

Void

There should be facility available to void a transaction as per the best practice.

Performance

The time of transaction should not exceed 15 seconds from command to end.

The settlement should not take more than 5 minutes from command to end.

Technical

The Java code on the server should J2e 1.5 compatible with Weblogic 11G and Oracle 10g also

which will be phased out soon. The database will be Oracle 11g.

Care has to be taken for any incomplete transaction. In case of any failure from terminal to server link

the transaction should be taken only complete. Incomplete transactions have to be rejected with

proper message to the customer. The software should have this intelligent built. The charge slip

should not be printed in case of incomplete transactions.

The table structure and database design can be made by bidder to the best of their expertise in

consideration with BPCL. The files which will come from partner and update will be following

a) Every third day the daily settlement data of Petromiles awarded and owner card no

update.(B2B)

b) Quarterly data of redemption by the customers out of BPCL Petromiles earned.(B2B)

The proposed B2B will be developed by BPCL after bidder decides the table structure and database

design.


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Back End Activity – At BPCL

The transaction data of all the accumulations done every day will be sent to Partner in flat file by B2B

interface.

The partner will send back the file with ACTUAL PM rewarded based on the profile of customer and

their card hot listing status. The change in PM rewarded will have the remark column reason of

change. The BPCL shall pay to BPCL-partner on the actual redemption of PM by BPCL-PARTNER,

this settlement at present is decided to be done on Quarterly basis, the redemption file will come

quarterly from partner and the same will be updated in BPCL server database. There wi ll be proper

checks on the file transfer, the file sent and received will be tracked, checked for validity in the B2B

interface.

The information transactions which are not qualified is sent back to BPCL in as status file for the

same flat file. There is addition of field in the reverse file with the reason of rejection. In the reverse

file owner card number will also come from the partner, which will enable us to get accumulation at

owner card level.

Accumulation of points done through different products of BPCL will be get calculated by logic which

is maintained with BPCL. BPCL will just upload the transaction as per the data provided for the

products for the Points accumulated

By using BPCL-partner Delight cards (chassis) BPCL-PARTNER Delight members would be eligible

to earn point for all products available at BPCL outlet like Diesel, Lubes, and CNG etc.

Petro miles will be different for different products but value of Petro miles remain constant

BPCL-PARTNER Delight members should be allowed to earn points on IN and OUT stores

It was proposed by BPCL that both IT and business process should be designed to prevent misuse of

card. Following steps were discussed and suggested,

Daily and Monthly consumption caps depending on vehicle type for diesel

No. of transactions allowed in a day

Unique logic at EDC level to reject card transactions

The details of same would be documented in process document, MOU and T&C.

BPCL-PARTNER should debar a customer from earning the Petromiles, if the customer is a member

in SmartFleet. BPCL will confirm the activity level of such customers upon receipt of such information

from BPCL-PARTNER.

BPCL-PARTNER would share its entire key accounts data with BPCL.


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BPCL/BPCL-PARTNER will identify common members and provide their membership details for

BPCL-PARTNER to maintain in Siebel system to avoid duplication of points

BPCL will push all transaction data to BPCL-PARTNER including those having BPCL points but

members with BPCL Fleet card will be flagged and their Petro miles will be update as zero BPCL-

partner points.( if a SmartFleet member does not use the fleet card and uses the BPCL-partner card,

then the customer should be given the benefits of BPCL points on BPCL-partner card)

BPCL program members would not be allowed to earn points on Delight/Emperor membership (As

explained above)

BPCL team to convey on the vendor code they would like to use with BPCL-PARTNER for all

financial transactions

Back End Activity- At BPCL-PARTNER

BPCL-PARTNER has a process set to capture BPCL membership on its enrollments form.

Necessary developments in CRM would ensure points earned are not duplicated

The petro miles will show as a reference in Siebel for handling member queries if any.

BPCL-PARTNER would share data of its loyalty members performing exceptionally well on BPCL

front with BPCL for them to offer members their program.(Need more clarification)

Data would be shared in a predefined format which would be shared by BPCL team. The same would

have field like Terminal ID, Terminal location, date, time, product etc.

BPCL-PARTNER CRM team to propose a template on details they would require or confirm once the

format shared by BPCL

The data would be shared daily basis at a predefined time

Format of the File will be text and as of now it is decided that file will be push through FTP access

The updated file after changed data will be pushed back to BPCL. BPCL will simply replace existing

records

If Card Number changed in case of renewal or loss of cards, it has no impact at BPCL end, but

BPCL-partner has to merge the transaction happened with the old card number at BPCL end with the

new card number allotted.

BPCL would share all points earned by members in form of petro miles.

The BPCL-PARTNER IT team would have to convert the same to BPCL-PARTNER points basis the

conversion factor that will be provided by BPCL as per MOU


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The realization of liability will only happen against actual redemptions

The reconciliation of accounts will be done by the team either on a monthly or quarterly basis

BPCL petro miles would lapse with the same frequency as BPCL-PARTNER points i.e. 2 years (e.g.

the points earned in FY 13 will laps on 01/04/2014, with 3 months grace period)

BPCL-PARTNER to confirm to BPCL on vendor code they would like to use with BPCL for all

financial transactions

All customer issues will be dealt with by BPCL-PARTNER motors being their program and members

and the process and T&C should contain the same explicitly

Process

Card Issuance / Operations

The card will be issued by BPCL-PARTNER motors the design of the card shall be decided by mutual

consent of BPCL/BPCL-PARTNER Motors as per MOU. The card layout and any changes in the card

layout, if any, have to be incorporated by BPCL-PARTNER so that card can be recognized as

BPCL/BPCL-PARTNER with complete security. Card should have compulsorily pin which will enable

the secured usage of the card In case Pin is blocked by entering more than 3 times wrong pin , the

call centre of BPCL-PARTNER has to be contacted for new pin. All card related issues will be

resolved by BPCL-PARTNER through their card operations and call centre like card hotlisting,

replacement of card, issuance or any other issue with card. The helpline is also provided by BPCL-

PARTNER motors to the customers.

Loyalty execution of BPCL/BPCL-PARTNER

BPCL will develop the terminal and host application to accept the card on the loyalty terminal as a

separate application . The card issued by BPCL-PARTNER has to be swiped at loyalty terminals

when customer comes to BPCL retail outlet to purchase fuel or their products. The fuel to be

activated on the card will be configurable . The card swiped will have following features.

Card has to be authenticated at the terminals in BPCL retail outlet.

Customer will get only loyalty points based on the product purchased.

This will be a pure loyalty program, no financial transaction of money.

The transaction will be online, there will not be any offline transaction.

There will be limit on award of points for the amount of fuel purchased daily/monthly (this was not

discussed earlier)

Apart from the daily monthly limit it will have an umbrella limit on the amount.


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The new application of terminal & host will be separate and will not have any linkage with the current

loyalty program

The data of transaction like terminal id/batch id, amount, date/time of transaction, Merchant code,

loyalty points awarded ETC will get stored on the BPCL server.

The data shall be sent to BPCL-PARTNER on regular interval thru B2B interface scheduled in cron.

IF the data is not going in any of the exchange then it should go in the next exchange and so on.

The data shall be again authenticated at BPCL-PARTNER server using the profile data where final

points will be arrived based on profile data like card is hotlisted or not , the settlement data shall be

generated by BPCL-PARTNER at their end after data validation and send the invoice to BPCL

supported by the data.

The points rewarded at POS (No display of the points at POS) and points rewarded by Jv partner will

be returned and stored in DB.

The card hotlist/de-hotlist data shall be sent to BPCL in the B2B communication for use at anytime

At BPCL host customer profile data will not be maintained( It is better, if BPCL-PARTNER is sharing

the profile data and maintained at our end for next EIGHT years, which will enable us to target these

customers, if they are no more a member in BPCL-PARTNER programme) .

There should be option on card to void any transaction fully.

Server Level

The transactions should confirm to ISO standard and EMV certified.

The database for this application has to be maintained separately with no linkage to current loyalty

tables

Each transaction should confirm the data authenticity at the server.

Some mechanism should be built to decline the transaction at terminal in case data on server is not

proper.

The JV partner master should be maintained at server in configurable mode so that later any partner

addition should be a just configurable job.

Every hour (frequency shall be decided later) the transaction should be accumulated and sent to JV

partner server thru B2B interface

A confirmation from the JV partner server should come that the data is reached accurately

This exchange can happen as many as 24 times in a day.


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Proper tracking to be kept for the data sent to avoid duplication of data.

Every day basis a report need to be generated on the

BPCL-PARTNER need to provide the redemption file with card and the parent ID to verify the same at

our end.

The logic for aging of the Petromiles should be built up along with the issuance to enable us to inform

BPCL-PARTNER about lapsing of the same.

Date/ Rewarded point/ Rewards as per JV Partner / Difference/


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ANNEXURE IV

On Rs. 100/- Stamp Paper

BANK GUARANTEE

1. In consideration of Bharat Petroleum Corporation Limited having its registered office at Bharat

Bhavan 4&6 Currimbhoy Road, Ballard Estate, Mumbai 400001 (hereinafter called “BPCL”)

having entered into a _____________ Agreement dated ___________ (hereinafter called

“contract”, which expression shall include all the amendments agreed to between BPCL and

Host Manager, thereto) with M/s ___________ having its registered Office at

_________________ (hereinafter referred to as “Host Manager”, which expression unless

repugnant to the context or meaning thereof include all its successors, administrators,

executors and assigns) appointing him as SMART CARD HOST MANAGER and Host

Manager shall furnish to BPCL a bank guarantee (hereinafter referred to as “Guarantee”)

towards its obligations as provided in the Contract for in Indian Rupees for the performance of

its obligations under the Contract.

2. We _______ (name of Bank) (hereinafter referred to as “Bank” which expression unless

repugnant to the context or meaning thereof include all its successors, administrators,

executors and assigns) having its registered office at _____________ do hereby guarantee

and undertake to pay immediately on the first demand in writing and any / all money(s) to the

extent of Indian Rs. ___________ (in figures) and (Indian Rupees _________ in words)

without any demur, reservation, contest or protest and / or without any reference to the Host

Manager. Any such demand made by BPCL on the Bank by serving a written notice shall be

conclusive and binding, without any proof, on the Bank as regards the amount due and

payable, notwithstanding any dispute(s) pending before any Court, Tribunal, Arbitrator, Sole

Expert, Conciliator or any other authority and /or any other matter or thing whatsoever, as

liability under these presents being absolute and unequivocal. We agree that the guarantee

herein contained shall be irrevocable and shall continue to be enforceable until it is discharged

by BPCL in writing. This guarantees shall not be determined, discharged or affected by the

liquidation, winding up, dissolution or insolvency of the host manager and shall remain valid,

binding, and operative against the Bank.

3. The Bank also agree that BPCL at its option shall be entitled to enforce this Guarantee against

the Bank as a principal debtor, in the first instance, without proceeding against the

……………… Host Manager and not withstanding any security or other guarantee that BPCL

may have in relation to the Host Manager’s liabilities.

4. The Bank further agrees that BPCL shall have fullest liberty without our consent and without

affecting in any manner our obligations hereunder to vary any of the terms and conditions of

the said Contract or to extend time of performance by the said Host Manager from time to time


156

or to EDCpone for any time or from time to time exercise of any of the powers vested in BPCL

against the said Host Manager and to forebear or enforce ay of the terms and conditions

relating to the said agreement and we shall not be relieved from our liability by reason of any

such variation, or extension being granted to the said Host Manager or for any forbearance act

or omission on the part of the BPCL or any indulgence by BPCL to the said Host Manager or

any such matter or thing whatsoever which under the law relating to sureties would, but for this

provision, have effect of so relieving us.

5. The Bank further agree that the Guarantee herein contained shall remain in full force during

the period that is taken for the performance of the Contract and all dues of BPCL under or by

virtue of this Service Contract have been fully paid and its claim satisfied or discharged or till

BPCL discharges this guarantee in writing, whichever is earlier.

6. This Guarantee shall not be discharged or by any change in our constitution, in the constitution

of Contract or that of the Host Manager.

7. The Bank confirms that this Guarantee has been issued with observance of appropriate laws

of the country of issue.

8. The Bank also agree that this Guarantee shall be governed and construed in accordance with

Indian Laws and subject to the exclusive jurisdiction of Indian courts at ……………….. India.

9. Notwithstanding any thing contained hereinabove, our liabilities under this Guarantee is limited

to Indian Rupees……………………………… (in figures) Indian Rupees…………………. (in

words) and our guarantee shall remain in force upto and including sixty (60) days after the

expiry date / extended date. Any claim under this Guarantee must be received before the

expiry of sixty (60) days or before the expiry of sixty (60) days from the extended date, if any.

If no such claim has been received by us within sixty (60) days after the said date/extended

date BPCL’s right under this will cease. However, if such a claim has been received by us

within and up to sixty (60) days after the said date/extended date, all BPCL’s rights under this

Guarantee shall be valid and shall not cease until we have satisfied that claim.

In witness “hereof, the Bank through its authorized officers has set its hand and stamp on this

day of 2006 at.

The seal of…………………………was hereto duly affixed by ………………………this day

of……………………….200 in accordance with its bye-laws and this guarantee was duly

signed by and as signed by…………………and …………………………..as required by the said

bye-laws.


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ANNEXURE V

ARBITRATION

(a) Any dispute or difference of any nature whatsoever any claim, Gross-claim, or set off the

Corporation against the Vendor of regarding any right, liability, act, omission or account of any of

the parties hereto arising out or in relation to this agreement shall be referred to the Sole Arbitration of

the Director (Marketing) of the Corporation of to an Officer of the Corporation who may be nominated

by the Director (Marketing). The Vendor will not be entitled to raise any objection to any such

arbitrator on the ground that the arbitrator is an Officer of the Corporation or that he has dealt with the

matters to which the contract relates or that in the course of his duties as an Officer of the

Corporation he had expressed views on all or any other matters in dispute or difference. In the event

of arbitrator to whom the matter is originally referred being transferred or vacating his office for being

unable to act for any reason, the Director (Marketing) as aforesaid at the time of such transfer,

vacation of office of inability to act may in the discretion of the Director (Marketing) designate another

person to act as arbitrator in accordance with the terms of the agreement to the end and intent that

the original Arbitrator shall be entitled to continue the arbitration proceedings notwithstanding his

transfer or vacation of office as an Officer of the Corporation if the Director (Marketing) does not

designate another persons to act as arbitrator on such transfer, vacation of office or inability of

original arbitrator. Such persons shall be entitled to proceed with the reference from than the Director

(Marketing) or a person nominated by such Director (Marketing) of the Corporation as aforesaid shall

act as arbitrator hereunder. The award of the arbitrator so appointed shall be final conclusive and

binding on all parties to the agreement subject to the provisions of the Arbitration Act. 1940 or any

statutory modification or reenactment thereof and the rules made there under for the time being in

force shall apply to the arbitration proceeding under this clause.

(b) The shall be in writing and published by the Arbitrator within two years after entering upon the

reference or within such extended time not exceeding further twelve months as the sole Arbitrator

shall be a writing under his own hands appoint. The parties here to shall be deemed to have

irrevocably given their consent to the Arbitrator to make and publish the award within the period

referred to herein above and shall not be entitled to raise any objection or protest there to under any

circumstances whatsoever.

(c) The arbitrator shall have power to order and direct either of the parties to abide by, observe and

perform all such directions as the arbitrator may thin fit having regard to the matters in difference i.e.

dispute before him. The arbitrator shall have all summary powers and may take such evidence oral

and/or documentary, as the arbitrator in his absolute discretion thinks fit and shall be entitled to

exercise all powers under the Indian Arbitration Act. 1940, including admission of any affidavit as

evidence concerning the matter in difference i.e. dispute before him.


158

(d) The parties against whom the arbitration proceedings have been initiated, that is to say,

Respondents in the proceedings, shall be entitled to prefer a cross-claim, counter-claim or set off

before the Arbitrator in respect of any matter in issue arising out of or in relation to the Agreement

without seeking a formal reference of arbitration to the Director (Marketing) for such Counter-claim or

set off and the Arbitrator shall be entitled to consider and deal with the same as if the matter arising

therefore has been referred to him originally and deemed to form part of the reference made by the

Director (Marketing).

(e) The arbitrator shall be at liberty to appoint, if necessary any accountant or engineer or other

technical person to assist him, and to act by the opinion so taken.

(f) The arbitrator shall have power to make one or more awards whether interim or otherwise in

respect of the dispute and difference and in particular will be entitled to make separate awards in

respect of claims or cross-claims of the parties.

(g) The arbitrator shall be entitled to direct any of the parties to pay the costs of the other party in

such manner and to such extent as the arbitrator may in his discretion determine and shall also be

entitled to require one or both the parties to deposit funds in such proportion to meet the arbitrators

expenses whenever called upon to do so

(h) The parties hereby agree that the courts in BPCL of Mumbai..........................alone shall have

jurisdiction of entertain any application or other proceedings in respect of anything arising under this

agreement and any award or awards made by the sole arbitrator hereunder shall be filed in the

concerned courts in BPCL of Mumbai only.


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ANNEXURE VI

NON DISCLOSURE AGREEMENT

This Confidentiality Agreement ("Agreement") is entered into on this the 7th day of March 2008 by

and between:

Bharat Petroleum Corporation Ltd., (“BPCL”), a company incorporated under the Companies Act,

1913 and having its Registered office at Bharat Bhavan, Ballard Estate, Mumbai, (which expression

shall unless repugnant to the context thereof mean and include its successors and assigns);

AND

M/s XXXXXXX Pvt. Ltd., (“XXXXX”), a company incorporated under the provision of the companies

act 1956 and having its Registered office at ……………………………………………………………..,

(which expression shall unless repugnant to the context thereof mean and include its successors and

assigns);

RECITALS:

WHEREAS BPCL and XXXXXXXX (hereinafter individually referred to as the “party” or collectively as

the “Parties”) have entered into an agreement dated …………. (hereinafter referred to as Said

Agreement) for managing the Loyalty Card Program called “PetroBonus” & “SmartFleet” of Bharat

Petroleum.

WHEREAS, each party has agreed that, subject to the terms and conditions of this Agreement, it will

maintain in confidence any and all such confidential and proprietary information of the other as may

be disclosed to it by the other during the term hereof; and will not, either directly or indirectly, on its

behalf or on behalf of others, solicit for employment or hire, or attempt to solicit for employment or

hire, any employee of the other party.

NOW IT IS HEREBY AGREED AS FOLLOWS:

1. The Parties agree to execute this Agreement and be bound by the terms and conditions hereof

as a precondition to the proposed negotiations and discussions between the Parties in relation

to the Purpose.

DEFINITIONS

2. In this Agreement, the following terms shall have the meaning ascribed thereto as given below:

(a) "Confidential Information" shall mean all information, know-how, ideas, designs,

documents, concepts, technology, manufacturing processes, industrial, marketing,

commercial knowledge, and other materials of a confidential nature and includes but is

not limited to, information of a commercial, technical or financial nature which contains


160

amongst other matters, trade secrets, know- how, patent and ancillary information and

other proprietary or confidential information, regardless of form, format, media including

without limitation written or oral, and also includes those communicated or obtained

through meetings, documents, correspondence or inspection of tangible items, facilities

or inspection at any site or place including without limitation:

i) research, development or technical information, confidential and proprietary

information on products, intellectual property rights;

ii) business plans, operations or systems, financial and trading positions;

iii) details of customers, suppliers, debtors or creditors;

iv) information relating to the officers, directors or employees of the Disclosing Party

and its Related Corporations;

v) marketing information, brochures, printed matter, rates and rate tables;

vi) details of the Disclosing Party's telecommunication network.

vii) formulae, patterns, compilations, programmes, devices, methods, techniques, or

processes, that derive independent economic value, actual or potential, from not

being generally known to the public,

viii) all agreements and contracts

ix) all documents relating to litigations and disputes.

(b) "Related Corporation" means a company which is the holding company or subsidiary

of either Party or a company which shares a common holding company with either

Party. The words "holding company" and "subsidiary" shall have the same meanings as

given to them in the Companies Act, 1956.

SCOPE

3. Except as otherwise provided in this Agreement, the Receiving Party shall keep confidential

all Confidential Information of the Disclosing Party which:

(a) is disclosed, communicated or delivered to the Receiving Party in furtherance to the

Purpose for which the Parties are entering into negotiations/discussions;

(b) comes to the Receiving Party's knowledge or into the Receiving Party's possession in

connection with negotiations/discussions towards the Purpose.

irrespective whether such Confidential Information is received before or after the date of this

Agreement.

OBLIGATIONS OF PARTIES:


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Except as otherwise provided in this Agreement, neither Party shall disclose to any other person the

status, terms, conditions or other facts concerning the negotiations/discussions as contemplated

between the Parties in terms hereof.

4. The Receiving Party shall not use or copy the Confidential Information of the Disclosing Party

except in connection with the Purpose and as both Parties may agree in writing from time to

time.

5. In the event of the Receiving Party visiting any of the facilities of the Disclosing Party, the

Receiving Party undertakes that any further Confidential Information which may come to its

knowledge as a result of any such visit and any Confidential Information relating to plant and

equipment which may be seen at such facilities, the methods of operation thereof and the

various applications thereof shall be kept strictly confidential and that any such Confidential

Information will not be divulged to any third party and will not be made use of in any way,

(whether for its benefit or that of any third party) except in connection with the Receiving

Party's negotiations with the Disclosing Party in terms hereof.

6. Except as otherwise provided in this Agreement, the Receiving Party shall not disclose or

communicate, cause to be disclosed or communicated or otherwise make available

Confidential Information to any third party other than:

(a) the Receiving Party's directors, officers, employees, or representatives to whom

disclosure is necessary for the purpose of negotiations/discussions;

(b) the Receiving Party's professional adviser only to the extent necessary for that adviser

to advice or protect the rights of the Receiving Party under this Agreement;

(c) the Receiving Party's appointed financial adviser or appointed banker only to extent

necessary for the financial adviser or appointed banker to provide financial advice

and/or financial services to the Receiving Party.

(each an "Authorised Person", and collectively, the "Authorised Persons").

7. The Receiving Party hereby agrees to advise the Authorised Person(s) that they are obligated

to protect the Disclosing Party's Confidential Information in a manner consistent with this

Agreement. The Receiving Party may disclose some or all of the Confidential Information to

the Authorised Person(s) provided that prior to such disclosure, the Receiving Party shall

obtain and provide to the Disclosing Party a written undertaking in favour of the Disclosing

Party from the Authorised Person(s) to comply with the terms of this Agreement as if the

Authorised Person(s) is a party hereto. In any event, the Receiving Party shall remain liable for

any disclosure by the Authorised Person(s) to any other person.


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8. A Receiving Party may disclose Confidential Information to a Related Corporation to the extent

necessary to adopt and implement the Purpose or any part thereof, subject to the Related

Corporation under-taking to comply with obligations equivalent to those of a Receiving Party,

as contained in this Agreement.

PUBLIC ANNOUNCEMENTS

9. Save as provided in this Agreement, no news releases, public announcements or any other

form of publicity concerning this Agreement or the terms of this Agreement shall be conducted

or released by either Party without the prior written consent of the other Party.

EXCLUSION

10. The Receiving Party's obligations hereunder, shall not apply to Confidential Information if the

same is:

(a) in or enters the public domain, other than by breach by the Receiving Party or any of its

Authorised Person(s) or

(b) known to the Receiving Party on a non-confidential basis prior to disclosure under this

Agreement, at the time of first receipt, or thereafter becomes known to the Receiving

Party or any of its Authorised Person(s) without similar restrictions from a source other

than the Disclosing Party, as evidenced by written records, or

(c) is or has been developed independently by the Receiving Party without reference to or

reliance on the Disclosing Party's Confidential Information.

MODE OF DISCLOSURE

12. Except as otherwise provided in this Agreement, a Receiving Party may not disclose the

Confidential Information of the Disclosing Party except in the following circumstances:

(a) the disclosure is authorised in writing by the Disclosing Party to the extent as so

authorized;

(b) the disclosure is made pursuant to a directive or order of a Government entity or

statutory authority or any Judicial or governmental agency provided however that the

Receiving Party shall promptly notify the Disclosing Party so as to enable the Disclosing

Party to seek a protective order or other appropriate remedy;


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(c) the disclosure is made pursuant to any applicable laws, rules or regulations or direction

of statutory or regulatory authority or stock exchange or order of a relevant court of law.

13. The Receiving Party shall inform in writing, the Disclosing Party, of any disclosures made to

third parties under Clause 12 b, prior to any such disclosure.

14. A Receiving Party shall exercise no lesser security or degree of care than that Party applies to

its own Confidential Information of an equivalent nature, but in any event not less than the

degree of care which a reasonable person with knowledge of the confidential nature of the

information would exercise.

15. Confidential Information provided by one Party to the other Party is provided for the benefit of

that Party only and shall be used solely for the purposes for which it was disclosed.

INJUNCTIVE RELEIF

16. Each Party acknowledges that a breach of this Agreement by one Party may cause the other

Party irreparable damage for which monetary damages would not be an adequate remedy.

Accordingly, in addition to other remedies that may be available, a Party may seek injunctive

relief against such a breach or threatened breach.

RETURN OF CONFIDENTIAL INFORMATION

17. Unless agreed to otherwise between the Parties, all written Confidential Information or any part

thereof or copies thereof (including, without limitation, information incorporated in computer

software or held in electronic storage media) together with any analyses, compilations, studies,

reports or other documents or materials prepared by the Receiving Party or on its behalf which

reflect or are prepared from any of the Confidential Information provided by the Disclosing

Party shall be returned to the Disclosing Party or destroyed by the Receiving Party, when

requested by the Disclosing Party at any time, or when the Receiving Party's need for such

information has ended or when this Agreement expires or is terminated, whichever is earlier

provided however, the Receiving Party and/or its Authorised Persons shall retain such portions

of Confidential Information as are mandatorily required for the purpose of compliance with

applicable laws and regulations. In the event of destruction, the Receiving Party shall certify in

writing to the Disclosing Party within thirty (30) days that such destruction has been

accomplished. The Receiving Party shall make no further use of such Confidential Information

nor retain such Confidential Information in any form whatsoever.


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TERM AND TERMINATION

18. This Agreement shall be effective and binding from the date of execution and will continue until

and unless terminated in accordance with clause 19 herein.

19. This Agreement shall terminate upon the occurrence of the earlier of the following events:

(a) the execution of binding arrangements between the Parties in pursuance of the

Purpose;

(b) by written agreement between the Parties;

(c) when either Party notifies the other in writing electing to discontinue the negotiations

and discussions in respect of the purpose;

20. Notwithstanding the termination of this Agreement, the obligation to maintain confidentiality of

the Confidential Information provided hereof and the undertakings and obligations in this

Agreement shall continue for a period terminating on the later to occur of:

a) 2 years from the date of termination of this Agreement;

b) 3 years from the date on which the Confidential Information is disclosed.

MISCELLANEOUS

21. Nothing contained in this Agreement shall be deemed to grant to the Receiving Party either

directly or by implication, any right, by license or otherwise, under any patent(s), patent

applications, copyrights or other intellectual property rights with respect to any Confidential

Information of the Disclosing Party nor shall this Agreement grant either Party any rights

whatsoever in or to the other Party’s Confidential Information, except the limited right to use

and review the Confidential Information as necessary to explore and carry out the proposed

Purpose between the Parties.

22. Nothing contained in this Agreement shall be construed as:

a) requiring the Disclosing Party to disclose to the Receiving Party any particular

information;

b) creating any warranties of any kind in connection with any particular information;

c) soliciting any business or business changes or incurring any obligations of any kind not

specified herein.


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Notwithstanding anything contained in this Agreement, the Receiving Party agrees to

indemnify the Disclosing Party for any loss or damage suffered due to any breach by it of its

obligations under this Agreement. Damages shall include all costs, expenses and attorney’s

fees incurred by the Disclosing Party in the enforcement of this Agreement

23. This Agreement is not intended to constitute, create, give effect to, or otherwise recognize a

joint venture, partnership or formal business entity of any kind and the rights and obligations of

the Parties shall be limited to those expressed set forth herein. Any exchange of Confidential

Information under this Agreement shall not be deemed as constituting any offer, acceptance,

or promise of any further contract or amendment to any contract which may exist between the

Parties. Nothing herein shall be construed as providing for the sharing of profits or losses

arising out of the efforts or either or both Parties. Each Party shall act as an independent

contractor and not as an agent of the other Party for any purpose whatsoever and no Party

shall have any authority to bind the other Party.

24. This Agreement contains the entire understanding between the Parties with respect to the

safeguarding of said Confidential Information and supersedes all prior communications and

understandings with respect thereto. No waiver, alteration, modification, or amendment shall

be binding or effective for any purpose whatsoever unless and until reduced to writing and

executed by authorized representatives of the Parties.

25. The rights, powers and remedies provided in this Agreement are cumulative and do not

exclude the rights or remedies provided by law and equity independently of this Agreement.

26. This Agreement shall be governed and construed in all respects in accordance with the laws of

India.

27. It is irrevocably agreed that the Courts at Mumbai shall have exclusive jurisdiction to settle any

dispute which may arise out of or in connection with this Agreement and that accordingly any

suit, action or proceeding arising out of or in connection with this Agreement shall be brought

in such Court and that the Parties hereby submit to the exclusive Jurisdiction of such Court.

Each representative of the Parties executing this Agreement represents that he/she has the authority

to enter into this Agreement and caused it to be effective as of the date first written above.

IN WITNESS WHEREOF THIS AGREEMENT was entered into the day and year first above written.


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SIGNED for and on behalf of SIGNED for and on behalf of

M/s Bharat Petroleum Corporation Limited M/s .

Name: Name:

Title: GM ( IT & BI) Title:

WITNESSES

1. 2.


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ANNEXURE VII

INTEGRITY PACT (IP)

BIDDERS ARE REQUESTED TO SEND THE DULY SIGNED/STAMPED INTEGRITY PACT

(ALONG WITH SIGNATURES OF TWO WITNESSES) IN ORIGINAL IN THE EMD ENVELOPE.

INTEGRITY PACT

Between

Bharat Petroleum Corporation Limited (BPCL) hereinafter referred to as "The Principal",

And

The vendor whose authorized signatory has digitally signed this pact hereinafter referred to as

"The Bidder/Contractor/Supplier"

Preamble

The Principal intends to award, under laid down organization procedures, contract/s

for.............................................................................................................. The Principal values full

compliance with all relevant laws and regulations, and the principles of economic use of

resources, and of fairness and transparency in its relations with its Bidder/s, Contractor/s and

Supplier/s.

In order to achieve these goals, the Principal cooperates with the renowned international Non-

Governmental Organisation "Transparency international" (TI). Following TI's national and

international experience, the Principal will appoint an Independent External Monitor who will

monitor the tender process and the execution of the contract for compliance with the principles

mentioned above.

Section 1 - Commitments of the Principal

(1)The Principal commits itself to take all measures necessary to prevent Corruption and to

observe the following principles:

(a) No employee of the Principal, personally or through family members, will in connection

with the tender, or the execution of the contract, demand, take a promise for or accept,

for himself/herself or third person, any material or immaterial benefit which he/she is not

legally entitled to.


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(b) The Principal will, during the tender process, treat all Bidders with equity and reason.

The Principal will, in particular, before and during the tender process, provide to all

Bidders the same information and will not provide to any Bidder confidential / additional

information through which the Bidder could obtain an advantage in relation to the tender

process or the contract execution.

(c) The Principal will exclude from the process all known prejudiced persons.

(2) If the Principal obtains information on the conduct of any of its employees which is a criminal

offence under the relevant Anti-Corruption Laws of India, or if there be a substantive

suspicion in this regard, the Principal will inform its Vigilance Office and in addition can

initiate disciplinary actions.

Section 2 - Commitments of the Bidder / Contractor/Supplier

(1) The Bidder / Contractor/Supplier commits itself to take all measures necessary to prevent

corruption. He commits himself to observe the following principles during his participation

in the tender process and during the contract execution.

(a) The Bidder / Contractor/Supplier will not, directly or through any other person or firm,

offer, promise or give to any of the Principal's employees involved in the tender process

or the execution of the contract or to any third person, any material or immaterial benefit

which he/she is not legally entitled to, in order to obtain in exchange, any advantage of

any kind whatsoever during the tender process or during the execution of the contract.

(b) The Bidder / Contractor/Supplier will not enter with other Bidders into any undisclosed

agreement or understanding, whether formal or informal. This applies in particular to

prices, specifications, certifications, subsidiary contracts, submission or non-submission

of bids or any other actions to restrict competitiveness or to introduce cartelisation in the

bidding process.

(c) The Bidder / Contractor/ Supplier will not commit any offence under the relevant Anti-

Corruption Laws of India; further the Bidder / Contractor/Supplier will not use improperly,

for purposes of competition or personal gain, or pass on to others, any information or

document provided by the Principal as part of the business relationship, regarding plans,

technical proposals and business details, including information contained or transmitted

electronically.


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(d) The Bidder / Contractor/ Supplier will, when presenting his bid, disclose any and all

payments he has made, is committed to, or intends to make to agents, brokers or any

other intermediaries in connection with the award of the contract.

(2) The Bidder / Contractor/ Supplier will not instigate third persons to commit offences outlined

above or be an accessory to such offences.

Section 3 - Disqualification from tender process and exclusion from future contracts

If the Bidder, before contract award, has committed a transgression through a Violation of

Section 2 or in any other form such as to put his reliability or credibility as Bidder into question,

the Principal is entitled to disqualify the Bidder from the tender process or to terminate the

contract, if already signed, for such reason.

(1) If the Bidder/ Contractor/ Supplier has committed a transgression through a violation of

Section 2 such as to put his reliability or credibility into question, the Principal is also entitled

to exclude the Bidder / Contractor/Supplier from future contract award processes. The

imposition and duration of the exclusion will be determined by the severity of the

transgression. The severity will be determined by the circumstances of the case, in particular

the number of transgressions, the position of the transgressors within the company hierarchy

of the Bidder and the amount of the damage. The exclusion will be imposed for a minimum of

6 months and maximum of 3 years.

(2) A transgression is considered to have occurred if the Principal after due consideration of the

available evidences, concludes that no reasonable doubt is possible.

(3) The Bidder accepts and undertakes to respect and uphold the Principal's absolute right to

resort to and impose such exclusion and further accepts and undertakes not to challenge or

question such exclusion on any ground, including the lack of any hearing before the decision

to resort to such exclusion is taken. This undertaking is given freely and after obtaining

independent legal advice.

(4) If the Bidder / Contractor/Supplier can prove that he has restored / recouped the damage

caused by him and has installed a suitable corruption prevention system, the Principal may

revoke the exclusion prematurely.


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Section 4 - Compensation for Damages

a) No employee of the Principal, personally or through family members, will in connection

with the tender, or the execution of the contract, demand, take a promise for or accept,

for himself/herself or third person, any material or immaterial benefit which he/she is not

legally entitled to.

b) The Principal will, during the tender process, treat all Bidders with equity and reason. The

Principal will, in particular, before and during the tender process, provide to all Bidders the

same information and will not provide to any Bidder confidential / additional information

through which the Bidder could obtain an advantage in relation to the tender process or the

contract execution.

(2) If the Principal has terminated the contract according to Section 3, or if the Principal is

entitled to terminate the contract according to Section 3, the Principal shall be entitled to

demand and recover from the Contractor/Supplier liquidated damages equivalent to Security

Deposit / Performance Bank Guarantee.

(3) The Bidder agrees and undertakes to pay the said amounts without protest or demur subject

only to condition that if the Bidder / Contractor/Supplier can prove and establish that the

exclusion of the Bidder from the tender process or the termination of the contract after the

contract award has caused no damage or less damage than the amount of the liquidated

damages, the Bidder / Contractor/Supplier shall compensate the Principal only to the extent

of the damage in the amount proved.

Section 5 - Previous Transgression

(1) The Bidder declares that no previous transgression occurred in the last 3 years with any

other Company in any country conforming to the TI approach or with any other Public Sector

Enterprise in India that could justify his exclusion from the tender process.

(2) If the Bidder makes incorrect statement on this subject, he can be disqualified from the

tender process or the contract, if already awarded, can be terminated for such reason.

Section 6 - Equal treatment of all Bidders / Contractors/ Suppliers/ Subcontractors

(1) The Bidder/Contractor/Supplier undertakes to demand from all subcontractors a commitment

in conformity with this Integrity Pact, and to submit it to the Principal before contract signing.


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(2) The Principal will enter into agreements with identical conditions as this one with all Bidders,

Contractors/Suppliers and Subcontractors.

(3) The Principal will disqualify from the tender process all Bidders who do not sign this Pact or

violate its provisions.

Section 7 – Punitive Action (Criminal charges) against violating Bidders / Contractors /

Suppliers/Subcontractors

If the Principal obtains knowledge of conduct of a Bidder, Contractor, Supplier or Subcontractor, or of

an employee or a representative or an associate of a Bidder, Contractor, Supplier or Subcontractor

which constitutes corruption, or if the Principal has substantive suspicion in this regard, the Principal

will inform the Vigilance Office.

Section 8 - Independent External Monitors /Monitors (to be decided by the chairperson of

Principal)

(1) The Principal has appointed competent and credible Independent External Monitors for

this Pact.

The principal has nominated _______________and ____________as external

independent Monitor(s) for the purpose of administrations of this Pact.

The task of the Monitor is to review independently and objectively, whether and to what

extent the parties comply with the obligations under this agreement.

(2) The Monitor is not subject to instructions by the representatives of the parties and performs

his functions neutrally and independently. He reports to the Chairperson of the Board of the

Principal.

(3) The Bidder/Contractor/Supplier accepts that the Monitor has the right to access without

restriction to all Project documentation of the Principal including that provided by the

Bidder/Contractor/Supplier. The Bidder/Contractor/Supplier will also grant the Monitor, upon

his request and demonstration of a valid interest, unrestricted and unconditional access to

this project documentation. The same is applicable to Subcontractors. The Monitor is under

contractual obligation to treat the information and documents of the

Bidder/Contractor/Supplier/ Subcontractor with confidentially.

(4) The Principal will provide to the Monitor sufficient information about all meetings among the

parties related to the Project provided such meetings could have an impact on the

contractual relations between the Principal and the Bidder/Contractor/Supplier. The parties

offer to the Monitor the option to participate in such meetings.


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(5) As soon as the Monitor notices, or believes to notice, a violation of this agreement, he will so

inform the Management of the Principal and request the Management to discontinue or heal

the violation, or to take other relevant action. The Monitor can in this regard submit non-

binding recommendation. Beyond this, the Monitor has no right to demand from the parties

that they act in a specific manner, refrain from action or tolerate action. However, the

Independent External Monitor shall give an opportunity to the Bidder/Contractor/Supplier to

present its case before making its recommendations to the Principal.

(6) The Monitor will submit a written report to the Chairperson of the Board of the Principal within

8 to 10 weeks from the date of reference or intimation to him by the 'Principal' and, should

the occasion arise, submit proposals for correcting problematic situations.

(7) If the Monitor has reported to the Chairperson of the Board a substantiated suspicion of an

offence under relevant Anti-Corruption Laws of India, and the Chairperson has not, within

reasonable time, taken visible action to proceed against such offence or reported it to the

Vigilance Office, the Monitor may also transmit this information directly to the Central

Vigilance Commissioner, Government of India.

(8) The word 'Monitor' would include both singular and plural.

Section 9 - Pact Duration

This Pact begins when both parties have legally signed it. It expires for the Contractor/Supplier

12 months after the last payment under the respective contract, and for all other Bidders 6

months after the contract has been awarded.

If any claim is made / lodged during this time, the same shall be binding and continue to be valid

despite the lapse of this pact as specified above, unless it is discharged / determined by

Chairperson of the Principal.

Section 10 - Other provisions

(1) This agreement is subject to Indian Law. Place of performance and jurisdiction is the

Registered Office of the Principal, i.e. Mumbai. The Arbitration clause provided in the main

tender document / contract shall not be applicable for any issue / dispute arising under

Integrity Pact.

(2) Changes and supplements as well as termination notices need to be made in writing. Side

agreements have not been made.


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(3) If the Bidder/Contractor/Supplier is a partnership or a consortium, this agreement must be

signed by all partners or consortium members.

(4) Should one or several provisions of this agreement turn out to be invalid, the remainder of

this agreement remains valid. In this case, the parties will strive to come to an agreement to

their original intentions.

----------------------- --------------------------------

For the Principal For the Bidder/Contractor/

Supplier

Place MUMBAI Witness 1 : ………………

(Signature/Name/Address)

Date................... Witness 2 : ………………

(Signature/Name/Address)


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ANNEXURE VIII

Knowledge transfer/Handholding

The entire source code of loyalty engine along with associated peripheral application developed for

BPCL loyalty application shall be handed over to BPCL , The solution provider shall ensure that the

source codes follows best coding and inline documentation standard for ease of maintenance of

application and source code. The following documents shall be handed over to BPCL on quarterly

basis however in case of major changes same shall be deposited to BPCL immediately.

1. Functional Specs

2. SRS (Systems Requirement Specifications)

3. Data/Business Flow Diagrams

4. Source Code of all application modules along with software design document. Source code of

all application modules along with software design document. The said source codes shall be

compiled into a separate server (provided by BPCL) and shall be put in as a production server

to completely verify the veracity of all handed over source codes.

5. Application development/coding standard document.

6. Version control management document.

7. Application maintenance manual.

8. Data Dictionary

9. Event Tables

10. Entity Relationship Diagrams

11. Test plan (Black Box, White Box)

12. Implementation setup manual and User manual

13. Technical Manuals with description of XML & tables used

14. Successful bidder shall provide following details along with complete rights and perpetual

license to use the following:

Card Details like card layout, track details, Embossing File Details,

cryptographic keys, chip application, specifications and logic

PIN Details such as PIN generation method, keys etc.


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ANNEXURE IX

Report Generation The Report Server’s functionality is to generate reports from the data that has come from the Database at the Production Server end. Three types of reports are generated for information review:

Daily

Monthly and

Ad-Hoc

5.1 Daily Reports

Daily reports have been further divided into various kinds of reports:

Daily Reports Format Description

Merchants Payable/ Merchant Receivable (MPMR)

Pipe Delimited txt file

These reports display the net amount payable by all the BPCL Merchants and the net amount receivable by the Merchants.

Merchant Payable for SAP


These reports display the net amount payable by BPCL Merchants who are enrolled to perform transactions for the SAP system.

Merchant Receivable for SAP


These reports display the net amount receivable by BPCL Merchants who have performed transactions for the SAP system.

Merchant Payable for Highway


These reports display the net amount payable by BPCL Merchants with outlets located on a Highway

Merchant Receivable for Highway


These reports display the net amount receivable by BPCL Merchants with outlets located on a Highway

Merchant Payable for City


These reports display the net amount payable by BPCL Merchants with outlets located in a city

Merchant Receivable Pipe Delimited txt

These reports display the net amount receivable by BPCL


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for City file Merchants in city area.

SAP Detail Text file which is compatible with the SAP system

These reports detail the net payable/ receivable amount for all Merchants enrolled in SAP system. The Report is uploaded to the SAP system

SAP Summary Text file which is compatible with the SAP system

These reports show a summary of net payable/ receivable amount for all Merchants enrolled in SAP system. Summary is verified with the SAP details. But these reports are not uploaded to the SAP system

Batch Quality Pipe Delimited txt file

In these types of reports, count of transactions in a batch and count sent by the terminal in Batch Summary and the comparison (true / false) between the two. These reports are of three types.

1. All the batches

2. Batches with only True status

3. Batches with only False status

Tata Finance Pipe Delimited txt file

These reports display the transactions performed by the fleet cards whose Credit partner is Tata Finance

Ashok Leyland Pipe Delimited txt file

These reports display the transactions performed by the fleet cards whose Credit partner is Ashok Leyland

Reliance Pipe Delimited txt file

These reports display the transactions performed by the fleet cards whose Credit partner is Reliance

HDFC Bank Pipe Delimited txt file

These reports display CMS recharge done through HDFC

M-Xpec Pipe Delimited txt file

These reports display details of transactions performed for all the credit partners


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Exception Pipe Delimited txt file

Exception reports are of many types:

Batch Exception

Merchant Not Settling

Open Batch

High Transaction Amount

Only Sale Amount

Only Reload Amount

Balance Mismatch Report

- Batch Exception Pipe Delimited txt file

For these reports, batch amount is matched with the Summary of the batch and exceptions are reported

- Merchant Not Settling Pipe Delimited txt file

These reports are generated to figure out which Merchants have not settled for the defined number of days.

- Open Batch Pipe Delimited txt file

This report displays the batches whose status is “Open”. If even a single transaction has not been processed in a batch, its status remains as “Open”.

- High Transaction Amount


This report displays all the transactions performed beyond a specified amount of transaction

- Only Sale Amount Pipe Delimited txt file

If a batch shows all the transactions showing only Sale, it suggests a fraud. These fraud details are reported in these reports

- Only Reload Amount Pipe Delimited txt file

If a batch shows all the transactions showing only Reload, it suggests a fraud. These fraud details are reported in these reports

- Balance Mismatch Report


This report details the imbalance occurred between Database balance and Card balance

Complaint Report Pipe Delimited txt

This report got generated every after 6 hours, tells about how many


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file complaints logged from terminal during last 6 hours.

System verification for smart fleet & BI server


This report generated to check the sync of transaction for smart fleet & BI server.

Fleet tracking report Pipe Delimited txt file

This report got generated for all fleet tracking transactions for last one day.

FOCMS Check report Pipe Delimited txt file

This report got generated to check the sync of CMS balance from ledger & as per transaction.

SMS alert report NA This report got generated as a alert on mobile level, it consist of several alerts like daily report checking, settlement count etc.

SAP posting details Pipe Delimited txt file

This report got generated after the successful posting of SAP document details.

Online Redemption Report


This report contains online redemption which was carried out through fleet operator login.

Indus Report Pipe Delimited txt file

This report contains transaction & limit details for Indus telecom customer.

CMS Recharge Report Pipe Delimited txt file

This report contains CMS recharge done through BPCL finance team

Fleet SMS alert NA This is a alert report for fleet platinum customers.

Unposted SAP doc report


This report got generated when any of SAP doc got missed to get upload in SAP.

Talk time Daily Report Pipe Delimited txt file

This report contains the loyalty redemption transaction against mobile recharge

5.2 Monthly

Monthly reports generated are of the following types:

Customer Statement for platinum & gold customers

Vehicle Analysis


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Corporate Statement

Direm Report

Following are few :

Direm Reports

Smart Fleet PDF statement

Both Corporate and Vehicle Reports (Monthly). Also available criteria wise.

SmartFleet Text statement

Both Corporate and Vehicle Reports (Monthly). Also available criteria wise

Fleet Operator Details

MPMR OPEN (for OPEN Batches)

CMS Transactions (GUI/TERMINAL)

Merchant Wise Sales

1.3. Ad- Hoc Reports

In addition to the Daily and Monthly Reports there are many reports that are generated on ad hoc demands. Few of ad hoc reports are as below:

Customer statement for a particular Customer for a specific period

Details of transactions done at a Terminal for a particular batch or for a particular day

Details of the batches that were deleted from the terminal manually

Business area wise total sale amount for a specific period

Business area/ territory wise total number of Customers registered for a specific period

Number of cards hot listed / de hot listed in a specific period of time.

1.4. Quarterly Reports

Customer Statement for silver customer.

Various finance reports

a) Customerwise quaterwise opening –closing.

b) Customerwise quaterwise petromiles earned & redeemed details.

c) Customerwise quaterwise cash & cms details.

d) Customerwise itemwise petromiles redemption details.

e) Customerwise quaterwise petromiles expiry details.


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ANNEXURE X

Card Specification

Magstrip card specs

1. Off-set printing on non-photo loyalty card in 4 colours in front and 4 colours in back. 2. Hi-CO (2750 OE)Track1/ 2/3 Magnetic stripe. 3. Material: PVC—0.76 mm (laminated). 4. Size: 866 mm x 54 mm 5. Compliance: ISO 7816 &7811.

Smartcard specs:

1. Compliance:ISO 7816 2. Material: PVC- 0.76 mm Laminated 3. Capacity: min 8kb 4. Java card 2.1.0 5. Triple DES Alogirithm 6. Open platform

Contact Less card specification

1. MIFARE DESFire EV1 4K contactless multi-application IC 2. Read/write distance of 10 cm (4 inch) 3. Selectable cryptographic methods include 2KTDES, 3KTDES and AES128

4. ISO/IEC 14443A (part 1-4) using optional ISO/IEC 7816-4 commands


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ANNEXURE XI

AGREEMENT

This Agreement is made at Mumbai this ___ day of ________ 2013.

BETWEEN

Bharat Petroleum Corporation Limited, a company registered under the companies Act, 1913,

having its Registered Office at Bharat Bhavan, Ballard Estate, Mumbai, hereinafter referred to as

“BPCL” (which expression shall, unless it be repugnant to the context or meaning thereof, be deemed

to mean and include its successors and assigns) of the ONE PART;

AND

“Bidder Co” a company incorporated under the provisions of the Companies Act, 1956 and having

its registered office at ---------------------------------- hereinafter referred to as the ““Bidder Co”” (which

expression unless repugnant to the context or meaning thereof shall be deemed to mean and include

its successors and permitted assigns) of the OTHER PART;

WHEREAS:

A. BPCL is engaged inter-alia in the refining of crude oil and marketing petroleum products

throughout India. The retail sales of these products are being made through Retail Outlets

commonly known as petrol pumps, a large number of which are located at all strategic

locations in India.

B. BPCL is also operating a Loyalty Card Program called “PetroBonus” & “SmartFleet” wherein

subscribers are issued a Smart Card on which they can deposit money in advance or have a


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credit arrangement with BPCL partners and thereafter use the Smart Card at BPCL authorised

retail outlets for purchase of fuels and lubricants and for shopping at convenience stores

situated at such Retail Outlets. BPCL has enrolled Authorised dealers also known as Merchant

Establishments (ME’s) to accept such Smart Cards issued to the members of the Loyalty Card

Program in order to promote sales of merchandise and services on Smart Cards.

C. BPCL and “Bidder Co” now want to crystallize their relationship and understanding in writing

and BPCL is desirous of enlarging the role of activities to be performed by “Bidder Co” in the

developing, running and managing the Smart Card Program. “Bidder Co” has ensured that it

has the experiences, resources and skills to render such services. The scope of work to be

performed by “Bidder Co” is more specifically mentioned in Annexure I of this agreement. The

detailed deliverables of these services is mentioned in Section 4. The Annexures shall be read

in as part and parcel of this Agreement.

D. After due consideration by BPCL of “Bidder Co”’s proposal, BPCL is agreeable to appoint

“Bidder Co” for the purposes of rendering such services and “Bidder Co” is willing to accept

such appointment on the terms and conditions hereinafter appearing.

NOW THIS AGREEMENT WITNESS AS FOLLOWS:

1. DEFINITION & INTERPRETATION

1.1 Definitions and Preliminary: In this Agreement, unless inconsistent with or explicitly defined

or otherwise indicated by the context, the following terms shall have the meanings assigned to

them hereunder, namely:


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1.1.1 “Affiliates” shall mean any corporation, association, person, or other entity which directly or

indirectly controls, is controlled by, or is under the common control with the party in question.

The term "control" shall mean having the power to direct or cause the direction of the

management and/or policies of a corporation or other type of legal entity by reason of contract

and/or having any ownership interest therein;

1.1.2 “Agreement” shall mean this Agreement in its intent and spirit and all modifications thereto

from time to time in writing, in the way of an amendment, and the attachments, annexure and

schedules to this Agreement;

1.1.3 “Working Day” shall mean five days a week and 24 hours an day;

1.1.4 “Deliverables” means the services and materials to be supplied by “Bidder Co” to BPCL,

resulting from the provision of the Services by “Bidder Co” to BPCL pursuant to this

Agreement, as listed in Annexure B, which shall include all raw data and information collected

by “Bidder Co”, unless otherwise agreed by the Parties. The same shall also be deemed to

include any additions and modifications to the Deliverables mutually agreed in writing from

time to time;. .

1.1.5 “Effective Date” shall mean the ---------- day of -------------------2013;

1.1.6 “Fees” shall mean the fees to be paid to “Bidder Co” by BPCL in consideration of the Services

and in accordance with the provisions of applicable Section hereto;


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1.1.7 “HOST” shall mean the server application software running on set of servers on BPCL’s

premises to capture data from point of sale terminals. The application loaded on the Point of

sale terminals enables the card to transact whether through indoor terminal or outdoor

payment terminal or any other mode and sends the data to the server through the

communication network. These set of servers are located, by BPCL at BPCL’s Primary Data

Centre at Mumbai as well as at the Disaster Recovery Centre at Greater Noida. Terminal

Applications are located at various Retail Outlets, In & Out convenience stores and any other

merchant location as nominated by BPCL from time to time; The Host is precisely defined in

Annexure I. Any reference to “software” in this Agreement shall refer to the Host and Terminal

Application Software.

1.1.8 “Intellectual Property Rights” mean any and all copyright, moral rights, trademark, patent,

designs, cyber property rights, design rights, know how, and other intellectual and proprietary

rights, title and interests, world-wide, whether vested, contingent or future, whether registered

or not and capable of protection in any territory worldwide,;

1.1.9 “Laws” or “Law” shall mean and include laws, treaties, ordinance, judgments, decrees,

injunctions, writs, orders and stipulations of any court, arbitrator, tribunal or governmental

agency or authority and statutes, rules, regulations, orders and interpretations thereof of any

national, state, local, municipal, regional, environmental or other governmental body,

instrumentality, agency, authority, court having jurisdiction over the Parties;

1.1.10 “Party” shall mean a party to this Agreement when referred to individually or Parties, if referred

to, collectively;

1.1.11 “Services” shall mean the services to be provided by “Bidder Co” to BPCL under the terms of

this Agreement and as further defined in Appendix “A” hereto and the required levels of

services are detailed in Appendix “B”

1.1.12 “Service Deficiency” shall mean any defect in the services provided by “Bidder Co” on

account of “Bidder Co”’s negligence, delay or non compliance with agreed Specifications.


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1.1.13 “Bidder Co” Personnel” shall mean those of “Bidder Co”’s personnel as may be appointed or

employed by “Bidder Co”, inter alia, for providing the Services and/or fulfilling its obligations

under this Agreement;

1.1.16 “Territory” shall mean the territory falling within the geographical limits of India;

1.2 Interpretation

1.2.1 This Agreement shall be binding upon and shall inure to the benefit of the Parties hereto and

their successors. Unless specified otherwise herein, references to days, months and years are

to calendar days, calendar months and calendar years respectively;

1.2.2 The singular includes the plural and vice versa and, in particular (but without limiting the

generality of the foregoing), any word or expression defined in the singular has the

corresponding meaning when used in the plural and vice versa;

1.2.3 Any reference to either gender includes the other gender;

1.2.4 Where a word or phrase is defined, other parts of speech and grammatical forms of that word

or phrase shall have the corresponding meanings;

1.2.5 Any reference to an Article, Section, Appendix, Annexure, Clause, Sub-clause, Paragraph,

Sub-Paragraph, Schedule or Recital is reference to an Article, Section, Appendix, Annexure,

Clause, Sub-clause, Paragraph, Sub-paragraph, Schedule or Recital of this Agreement. Any

reference to any agreement, instrument or other document (a) shall include all appendices,

exhibits and schedules thereto and (b) shall be a reference to such agreement, instrument or

other document as amended, supplemented, modified, suspended, restated or novated from


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time to time any reference to any statute shall be construed as including all statutory provisions

consolidating, amending or replacing such statute;

1.2.6 A reference to a Party includes that Party’s successors and permitted assigns;

1.2.7 Any reference to “writing” includes printing, fax, email,.

1.2.8 The terms “hereof”, “hereby”, “hereto”, “hereunder” and similar terms shall refer to this

Agreement as a whole; and

1.2.9 The term, “including” shall mean “including, without limitation”.

1.2.10 Clause headings are for ease of reference and for the purpose of convenience only and are

not intended to be part of or affect the meaning, interpretation or construction of any of the

terms and conditions of this Agreement.

2. APPOINTMENT

2.1 BPCL does hereby appoint “Bidder Co” to perform and provide the Services as more

particularly detailed in Annexure I hereto.

2.2 “Bidder Co” hereby accepts such appointment by BPCL and in consideration of the Fees

agrees to provide and perform the Services during the Term.

3. SERVICES

3.1 “Bidder Co” shall provide the Services more particularly detailed in Annexure I hereto to BPCL

through itself and through such of “Bidder Co” Personnel or through its sub-contractor as shall

be required for this purpose. Any new BPCL requirement not expressly covered by this

Agreement, “Bidder Co” undertakes to analyse such special requirements, and, subject to

feasibility, provide the correspondent quotation and to negotiate in good faith with BPCL the

implementation subject to agreement on the applicable commercial terms. “Bidder Co” agrees

to support BPCL for the interfacing of BPCL Solutions (i.e. Petro Card and Fleet card

application, as integrated in the terminal) with a new available technology that “Bidder Co” is

not willing to provide,


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Consequently “Bidder Co” (through its own organisation or through any sub-contractor) is not

willing or is unable to provide such new technology to BPCL then BPCL can approach other

software developers for the same and “Bidder Co” agrees to support BPCL for such interfacing

of BPCL solution (i.e Petrobonus and Smartfleet solution ) with said technology by providing /

sharing all necessary information as may be required from them, subject to protecting the

intellectual property rights of “Bidder Co” and BPCL bearing the cost incurred for the

development and support.

3.2 The Services shall be provided by “Bidder Co” in accordance with the provisions of all

applicable mandatory Laws. It shall be the responsibility of “Bidder Co” to determine, act upon

and indemnify BPCL against the breach by “Bidder Co” of the relevant provisions of such

applicable mandatory Laws. “Bidder Co” shall be additionally responsible for obtaining and

keeping valid all such governmental authorisations and licenses, if any, as may be required by

“Bidder Co” to carry out this Agreement.

3.3 It is hereby expressly understood and agreed by “Bidder Co” that no liability shall accrue to

BPCL arising out of or through any failure on the part of “Bidder Co” or “Bidder Co” Personnel

or any other officers, employees or agents of “Bidder Co” to comply with the provisions of any

applicable Law, unless attributable to BPCL. In the event that any liability shall accrue to BPCL

due to any failure on part of “Bidder Co” to ensure compliance with the mandatory Laws,

“Bidder Co” hereby undertakes to indemnify BPCL in accordance with the provisions of Clause

12.

3.4 BPCL shall provide reasonable co-operation with “Bidder Co” in its provision of the Services to

BPCL in respect of each Project. BPCL shall endeavour to provide “Bidder Co” with accurate

and complete information concerning its operations and activities, answers to queries,

decisions and approvals which may be reasonably required by “Bidder Co” for the performance

of “Bidder Co”'s obligations under this Agreement.

BPCL shall provide appropriate access to its office space and infrastructure in order to enable

“Bidder Co” to perform the Services as provided for in this Agreement.


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3.5 “Bidder Co” shall, in all events where the provision of the Services requires the Parties to

agree on any matter, act reasonably and shall not withhold or delay its consent or agreement

to any proposal or suggestion made by BPCL, unless such proposal or suggestion is not

feasible, is impracticable or unreasonable.

3.6 If at any time during the acceptance testing it becomes apparent that the Services,

Deliverables or the Software are defective (which, for these purposes, shall mean any material

non-compliance with the Specification).

3.7 BPCL shall (as soon as it is reasonably able to do so) notify “Bidder Co” of the defect

concerned (and shall provide “Bidder Co” with such documentation and information relating to

the defect as “Bidder Co” shall reasonably request);

3.8 “Bidder Co” shall use its reasonable endeavours to correct the defect within a reasonable time;

and the Acceptance tests shall be extended for an additional period which will be mutually

agreed upon depending upon the extent of the problem

Upon the Acceptance test being completed without any defect arising in the Software,

Deliverables or Services BPCL shall sign an acceptance certificate and forward the same to

“Bidder Co”. Should BPCL fail to sign the acceptance certificate within the mutually agreed

time foreseen for the acceptance testing, for reason other than material non-compliance with

the Specifications of the Services, then the Services shall nevertheless be deemed accepted.

On acceptance, “Bidder Co” shall then be deemed to have performed all its obligations under

this Agreement except those defined in the Support Service

3.9 “Bidder Co” shall ensure that the Services shall be provided continuously during all business

hours. “Bidder Co” does however not warrant that the Software and Services will operate

uninterrupted or that it will be free from defects or that the Software is designed to meet all

requirements.

4. “BIDDER CO” PERSONNEL


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4.1 It shall be the responsibility of “Bidder Co” to appoint and deploy appropriate “Bidder Co”

Personnel for performing the Services. All such “Bidder Co” Personnel shall at all times be

treated as employees of “Bidder Co”.

4.2 “Bidder Co” shall ensure that at all times during the Term of this Agreement it shall have

sufficient “Bidder Co” Personnel as may be necessary to fulfil its obligations under this

Agreement. Additional Dedicated “Bidder Co” personnel may be provided if required by BPCL,

subject to reasonable request and availability.

4.3 It shall be the responsibility of “Bidder Co” to ensure that “Bidder Co” Personnel

while performing the Services or otherwise assisting “Bidder Co” in rendering

services under this Agreement shall dedicate sufficient time and effort as may

be required for such Services.

4.4 Any Personnel used by “Bidder Co” in fulfilling any of its obligations under this Agreement shall

at all time be employees of “Bidder Co” and not of BPCL. In this regard, it is clarified that

“Bidder Co” shall be solely liable for the discharge of all obligations of an employer towards

“Bidder Co” Personnel (including without limitation the payment of all remuneration of any type

whatsoever as may be contractually agreed between “Bidder Co” and “Bidder Co” Personnel

or under the provision of any Law or under the provisions of any collective bargaining

settlement) under applicable Law. For the purposes of clarifying any ambiguity or

misapprehension that may exist amongst any “Bidder Co” Personnel, “Bidder Co” shall inform

“Bidder Co” Personnel that at all times such “Bidder Co” Personnel shall be considered to be

employees of “Bidder Co” only and shall not be eligible to claim at any time to be employees of

BPCL.

4.5 “Bidder Co” shall ensure that all “Bidder Co” Personnel appointed by “Bidder Co” are efficient

and qualified for the services assigned to them

4.6 It is hereby agreed that all supervision, management and control over “Bidder Co” Personnel

will at all times vest with “Bidder Co”. “Bidder Co” shall ensure that all “Bidder Co” Personnel


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providing any of the Services shall provide the Services in accordance with the provisions of

applicable Law.

4.7 “Bidder Co” shall ensure that “Bidder Co” Personnel do not make any other warranties or

commitments on behalf of BPCL.

4.8 “Bidder Co” shall ensure and undertake all necessary steps to comply with the provisions of all

the applicable mandatory Laws including labour laws prevailing in India for employment, day-

to-day work, insurance, provident fund, statutory contributions, taxes of “Bidder Co” Personnel.

4.9 In the event that “Bidder Co” shall terminate the employment of any of “Bidder Co” Personnel

or should any of “Bidder Co” Personnel leave the employment of “Bidder Co” for any reason

whatsoever during the Term, “Bidder Co” shall ensure that all software design and code, tools,

data, promotional and other materials belonging to BPCL held by such “Bidder Co” Personnel

are returned to “Bidder Co” by the concerned “Bidder Co” Personnel at the time of such

termination or separation from “Bidder Co”’s service as the case may be.

4.10 In the event “Bidder Co” Personnel visit BPCL’s premises for or in relating to any services, they

shall continue to be under the sole disciplinary jurisdiction of “Bidder Co”. However, they shall

also comply with such safety, risk prevention and other measures as would be applicable to

any person visiting such premises on part of such premises. “Bidder Co” Personnel will comply

with all reasonable safety, risk prevention and other measures, knowing however that “Bidder

Co” Personnel shall be provided with these measures prior to accessing BPCL’s premises.

4.11 It shall be the duty of “Bidder Co” to inform “Bidder Co” Personnel that they have no claim or

right whatsoever against BPCL and shall not be entitled to raise any industrial dispute, either

directly or indirectly, with or against BPCL, in respect of their service conditions or otherwise.

5. CONSIDERATION

5.1 BPCL shall pay to “Bidder Co” the Fees in accordance with applicable Section, subject to the

issue of invoices by “Bidder Co” to BPCL in accordance with this Agreement. All fees payable

by BPCL under this Agreement shall be paid within thirty (30) days of receipt of invoice with all

appropriate supporting data required to process the invoice.


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5.2 It is hereby stipulated and agreed that the total cost to BPCL for the performance of each order

under this Agreement will be within the ‘Not to exceed funding limitation’ set forth in the order

and “Bidder Co” agrees to perform the work specified and all obligations under the order within

such funding limitation.

5.3 Notwithstanding the above, it is agreed that the fees are given for particular and specific

specifications, assumptions and conditions. Should any element of service delivery required

as detailed in Annexure I change, then “Bidder Co” reserves the right to review the fee.

6. TERM & TERMINATION

6.1 This Agreement shall be valid till ________ day of _____________ 20XX.

6.2 Termination:

This Agreement may be terminated by BPCL during the term of this Agreement upon the

occurrence of any of the following events without incurring any liability:

The other party commits any material breach of its obligations under this Agreement and

fails to take all necessary actions to remedy such breach within Ninety days from the service

of any written notice to do so by the party complaining of such breach:

If the other party goes into voluntary liquidation (otherwise than for the purpose of

reconstruction and amalgamation) or if the Court orders its compulsory liquidation or If the

other party enters into any composition or arrangement with its creditors, or If any receiver

or liquidator is appointed for the assets of the other party.

If any Force Majeure event affecting the performance of the obligation of the other party

continues beyond six months.

If “Bidder Co” fails to perform the deliverables as specified in the SLA over a continuous

period of thirty days and such default is not remedied within sixty days of BPCL giving a

notice to rectify the same.

BPCL terminates the Petro Bonus , SmartFleet Programme

For a period of eighteen months after the termination of this Agreement the parties shall fully

and reasonably co-operate with each other and/or provide access to such non confidential

information, data or documents as may be reasonably required in connection with preparation,


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accounts, filing of any returns under any taxing statues, responding to or any claim demand or

action or any notice or inquiry from any taxing or other authority or auditor or judicial/quasi-

judicial authorities or arbitrators.

6.3 Upon the termination of this Agreement for any reason whatsoever:

(a) “Bidder Co” shall forthwith return to BPCL and/or if requested to do so by BPCL, destroy all

document / data belonging to BPCL and all BPCL’s Confidential Information at “Bidder Co”’s

own cost;

(b) “Bidder Co” shall forthwith furnish to BPCL a certificate stating that it has removed all

Confidential Information belonging to BPCL from its systems;

(c) A reasonable transition period will be mutually established by and adhered to by the Parties

in order to enable as good as possible a smooth transition of the services.

(d) Termination of this Agreement for any reason shall not bring to an end any provision hereof

which expressly or by implication comes into or continues in force after the date of

termination.

(e) Subject to Clause 7 in case of termination due to “Bidder Co”’s bankruptcy or complete stop

by “Bidder Co” of its business, the treatment of source codes shall be governed by Clause 7:

“Bidder Co” shall be paid the outstanding balance of charges due in respect of any part of the

Software, documentation or Services performed prior to the date of termination

If the Agreement is terminated except for the reason that if “Bidder Co” is liquidated , “Bidder Co”

will co-operate and provide Services as defined in this Agreement for running the program for a

minimum period of twenty four months from the date of termination comes into effect or till the

time BPCL is able to locate and shift the program to an alternate system, whichever happens

earlier subject to fees payable under this agreement for such use by the BPCL to “Bidder Co”.

However a prior written notice period of 2 months will have to be provided by BPCL before

terminating the extended period. The period of twenty four months can be extended if the need


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be for such further period as the parties may mutually agree. For the sake of clarity this extended

period post termination will be governed by all the terms and conditions of this Agreement. “

7. INTELLECTUAL PROPERTY

7.1 It is hereby expressly understood by “Bidder Co” that this Agreement gives “Bidder Co” no right

to use BPCL trademarks, trade name, logos and brand names and any other intellectual

property belonging to BPCL (“BPCL Background Intellectual Property”). Unless BPCL

expressly permits in writing the use of BPCL Intellectual Properties, “Bidder Co” shall have no

right to use the same. “Bidder Co” hereby acknowledges that all right, title and interest in

BPCL Intellectual Property are and will remain the exclusive property of BPCL and that “Bidder

Co” does not and shall not acquire any ownership, right, title, interest, license over BPCL

background Intellectual Property through this Agreement. “Bidder Co” will not claim any title to

or take any action that jeopardizes or otherwise adversely affects BPCL’s proprietary rights in

and to BPCL Intellectual Property.

7.2 “Bidder Co” shall not alter, remove, modify, or suppress any proprietary notices or

confidentiality legends placed on or contained within BPCL Background Intellectual Property.

“Bidder Co” shall reproduce such proprietary notices and confidentiality legends on all copies

of BPCL Intellectual Property

7.3 The Intellectual Property Rights in all materials supplied or developed under this Agreement,

including the Software and the Documentation are and shall remain vested in “Bidder Co”, or

its licensors. BPCL hereby acknowledges that it has no right, title or interest in the Intellectual

Property Rights in such materials or software or any part thereof and shall do all such acts and

things as “Bidder Co” or its licensors may reasonably require for the purposes of preserving or

perfecting such vesting. “Bidder Co” grants to BPCL a licence in relation to the Software on the

terms set out hereinafter:

7.3.1 “Bidder Co” grants BPCL ownership of all Softwares used for loyalty program in source code

form for unlimited period. BPCL will have full rights on the software and in no form the “Bidder


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Co” can claim the rights. This clause will be applicable only after complete payment is made by

the BPCL for the software to the “bidder Co”.

7.3.4 “Bidder Co” shall not copy, adapt, disseminate, translate, decompile, reverse engineer,

disassemble, or otherwise reduce the Software or any part of the material provided pursuant to

this Agreement to human perceivable form.

7.4 “Bidder Co” agrees to provide to BPCL the source code of the all the applications used for

loyalty program of BPCL and the following documentation (hereinafter referred to the

“Documentation”), to the extent exclusively related to the Loyalty program .

1. THE SRS ( System Requirement Specification) along with data flow diagram

2. Entity relationship diagrams

3. Functional specification

4. User manual

5. Technical Manuals with description of XML & tables

6. Basis of testing ( Black Box and white box)

7. Event tables

8. Source code listing

9. Listing of Functions used (Purpose, Description and Logic followed per methods)

10. Data dictionary with clear relationship and dependency diagram between various entities.

11. Program write ups ( Pseudo code)

12. Test plans and outputs

13. Technology and frameworks used like Struts/JSF/Hibernate etc, if any.

14. Implementation setup with the steps involved.

“Bidder Co” acknowledges that the updates will be put at a central place of BPCL server and a

backup will taken, on a quarterly basis at BPCL premises.

However, before handing over the source code, the genuinely of the same shall be

demonstrated by “Bidder Co” by compiling the same and putting it on the production server on

a real time basis.


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8. “BIDDER CO” WARRANTIES

8.1 “Bidder Co” warrants to BPCL that:

(a) it has followed good industry practices for the provision of the Services, in accordance

with the agreed technical Specifications. Therefore, BPCL warrants that the Services

and Software Approved Environment shall remain unchanged.

(b) it shall provide the Service in a professional, diligent, timely and efficient manner, and to

the best of its ability.)

(c) All persons responsible for the provision of the Services are / will be suitably qualified

with the appropriate experience and skills.

(d) All matters and results set out in all Deliverables are / will be, to the best of its

knowledge, correct, accurate and complete.

(e) the provision and use contemplated under this Agreement of the Services and the

Deliverables themselves do not violate or infringe upon any Intellectual Property Rights

on any other rights and does not constitute a slander, libel or other defamation, of any

person or entity and that it has used only legal software for the development and

management of the program under this Agreement. BPCL would not be responsible for

any use by “Bidder Co” of illegal software chosen by “Bidder Co”. “Bidder Co” will

indemnify BPCL against the direct damages incurred by BPCL resulting from a direct

infringement by the Software of Intellectual Property Rights in India, in accordance with

clause 12 and provided BPCL has promptly notified “Bidder Co” of the claim and makes

no admissions.

(f) It shall not, knowingly, take any action or commit any omission which, , would or is likely

to jeopardise in any way the rights (including without limitation Intellectual Property

Rights) of BPCL


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(g) It has full capacity, power and authority to enter into this Agreement and has duly

authorised the execution, delivery and performance of this Agreement; and during the

continuance of this Agreement, will continue to have full capacity, power and authority

to carry out and perform all its duties and obligations as expressly agreed herein and

has already taken and will continue to take all necessary and further actions, (including

where applicable without limitation obtaining of all Governmental and other necessary

Licenses in all applicable jurisdictions for carrying out its business).

(h) It has the necessary skills, knowledge, experience, expertise, required capital net worth,

adequate and competent “Bidder Co” Personnel, systems, equipment and procedures

and capability to duly perform its obligations in accordance with the terms of this

Agreement.

(i) The execution of this Agreement and providing Services hereunder by “Bidder Co” to

BPCL, does not and will not, to the best of its knowledge, violate, breach any

covenants, stipulations or conditions of any agreement, Deed entered into by “Bidder

Co” with any third party/parties.

(j) The Services performed by “Bidder Co” pursuant to this Agreement shall be rendered

and performed by “Bidder Co” with reasonable care and diligence and shall conform to

the agreed functional specifications.

(k) “Bidder Co” shall take all reasonable steps to ensure that regardless of the occurrence

of any event which may result in or which may give reason to believe that there may be

work stoppage, slowdown, labour dispute, strike, any labour relates disruption of its own

staff or other impediment, there will be no disruption in the due performance of the

Services by “Bidder Co” under this Agreement.

(l) All documents and other informatory papers and any other data relating to the products,

schemes, etc., (“the Documents”) handed over to “Bidder Co” and/or “Bidder Co”

Personnel by BPCL in terms of the Agreement or which otherwise come into the hands

of “Bidder Co” and/or “Bidder Co” Personnel’s custody, power or possession, through


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disclosure of BPCL, pursuant to or in connection with this Agreement will remain the

sole and absolute property of BPCL, and “Bidder Co” and/or “Bidder Co” Personnel

shall not have and also shall not claim any charge, claim, lien, right of retention, sale or

set-off or other right, title or interest therein or thereon for any reason whatsoever.

“Bidder Co” and/or “Bidder Co” Personnel shall not at any time use or attempt to use

BPCL’s logo or letter heads for any purpose including for any purposes in terms of this

Agreement.

8.2 “Bidder Co” hereby acknowledges and accepts that BPCL has relied upon the above

warranties in deciding to enter into this Agreement.

8.3 These warranties are expressed in lieu of any other warranties or representations, expressed,

implied or statutory, including the implied warranties of fitness for a particular purpose and

merchantability. These warranties may be asserted only by BPCL and not by its own

customers, if any.

9. TAXES

9.1 Unless specifically provided otherwise under the provisions of this Agreement, “Bidder Co”

shall be liable for the payment to the correspondent tax authority of taxes and dutiesby

whatever name called as may become due and payable under any applicable tax Law

(whether in force as on the Effective Date or subsequently thereafter) in relation to the

Services.. All Fees shall be exclusive of taxes and duties and exclusive of all incidental

expenses incurred by “Bidder Co”. All such applicable taxes and duties will be reimbursed by

BPCL to “Bidder Co” for the Services rendered under this Agreement .

9.2 BPCL shall be entitled to deduct tax at source (TDS) on all payments made under this

Agreement to “Bidder Co” in accordance with the provisions of applicable Law and will provide

all required correspondent certificates.

9.3 “Bidder Co” shall co-operate fully in the defence of any claims by any local, state or union

authorities against BPCL with respect to any taxes and/or duties due and payable by the

BPCL. Without limiting the generality of the foregoing, “Bidder Co” shall upon the request by


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BPCL in this regard, promptly furnish to BPCL all documents and other information of any kind

whatsoever in a form satisfactory to BPCL to defend such claims.

9.4 The provisions of this Article shall survive the Term and termination of this Agreement.

10. MAINTENANCE OF RECORDS

10.1 “Bidder Co” shall maintain and keep updated records with respect to its software upgrades, or

alternations to established configurations and preserve system logs and alerts, maintain

system and process documentation, knowledge base and or any other data gathered during

the operation and management of the program under this Agreement and shall provide the

same to BPCL and or its any other authorized agent on demand.

10.2 All previously mutually designated books, records and documents related to the Services

under this Agreement shall be made available by “Bidder Co” to BPCL and its designated

agents for a period of three years after final payment, for purposes of audit and examination.

10.3 In addition to any other obligations that “Bidder Co” may have in this regard under this

Agreement and without derogation to the efficacy of such obligations, “Bidder Co” shall keep

true, complete and accurate records of the Services rendered pursuant to this Agreement and

shall provide these records for verification after grant of reasonable prior notice to “Bidder Co”

as and when required.

10.4 BPCL shall be free to appoint independent auditors to audit the process of the Services

including records and technical data pertaining to the Services to be carried out by “Bidder Co”

under this agreement, to the extent reasonable and provided such auditors shall comply with

the security and confidentiality rules in force at “Bidder Co”. Such auditors shall not directly or

indirectly compete with “Bidder Co”. “Bidder Co” will be bound by recommendation of such

internal or external auditors and will have to enforce reasonable corrective actions as

recommended, any changes to be implemented due to the outcome of this audit

recommendation (excepting for deficiencies in “Bidder Co”s delivery for Services under this


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agreement )may have a commercial implication, which shall be mutually discussed and agreed

upon prior to implementation .

11. INSURANCE

11.1 “Bidder Co” shall maintain at its sole cost and expense during the Term and any extensions

thereof, sufficient insurance coverage, including but not restricted to, comprehensive general

liability insurance covering bodily harm, injury and death of all “Bidder Co” Personnel

employed/assigned by “Bidder Co” to perform the Services (through general liability insurance

or Employer’s Liability insurance), fidelity insurance protecting against the dishonesty of any of

the “Bidder Co” Personnel, theft, robbery, forgery, altered documents, fidelity and/or any other

dishonest acts including acts like illegal data transfer to third parties, . on the part of “Bidder

Co” and/or “Bidder Co” Personnel, workmen compensation insurance, if applicable, covering

all “Bidder Co” Personnel, specific insurance covering loss and/or damage to any BPCL

Products that may be in the possession of “Bidder Co”

12. LIABILITY

12.1 “Bidder Co” shall indemnify BPCL from and against any and all direct damages incurred by

BPCL, resulting from any (i) wilful misconduct or gross negligent acts or omissions on the part

of “Bidder Co” or “Bidder Co” Personnel in the performance of this Agreement; (ii) violation by

“Bidder Co” or “Bidder Co” Personnel of any of “Bidder Co”’s statutory obligations applicable in

connection with the performance by “Bidder Co” of its obligations under this Agreement,

including the payment of taxes or any statutory workmen payments and insurance obligations;

and (iii) any injury or death of “Bidder Co” Personnel.


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12.2 “Bidder Co” will perform the services with reasonable skill and care. It is agreed between the

Parties that “Bidder Co” will be held liable for any damages or losses, consequential or not ,

done intentionally or wilfully.

12.3 “Bidder Co” agrees to be liable in the event BPCL has incurred damages as a direct result of

“Bidder Co”'s (or any of its employees) serious negligence in the performance of its material

obligations.

12.4 Notwithstanding anything to the contrary in this Agreement, in no event shall “Bidder Co”’s

aggregate liability arising out of any and all claims under this Agreement (whether asserted as

a tort claim or contract claim) exceed 10 (Ten)% of the total contract value of the Agreement at

the date of the claim.

12.5 These limitations shall apply even if any remedy fails its essential purpose.

13. CONFIDENTIALITY

13.1 Either Party (hereinafter referred to as the “Receiving Party”) shall not disclose the other

Party’s (hereinafter referred to as the “Disclosing Party”) Confidential Information without the

prior written approval of the Disclosing Party.

13.2 The Receiving Party shall take all reasonable steps to ensure that its officers, employees and

agents do not make public or disclose the Disclosing Party’s Confidential Information.

13.3 Notwithstanding any other provision of this Article, either Party may disclose the terms of this

Agreement to its solicitor, accountant, insurer and auditor or as may be required by any

statutory body or governmental authority having jurisdiction over the parties.


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13.4 For the purposes of this Agreement, “ Confidential Information” shall have the same

meaning as per the “Non Disclosure Agreement” entered by the Parties on the ___ th

day of __________2013

13.5 It is hereby agreed that neither party shall be entitled to make any announcements, press

releases or advertise the existence or the terms of this Agreement without the prior written

consent of the other party.

13.6 The Parties hereto agree that equitable relief, including injunctive relief and specific

performance, shall be available in the event of any breach of the provisions of this Article,

subject to applicable Law. Such remedies shall not be deemed to be the exclusive remedies

for a breach of the provisions of this Article but shall be in addition to all other remedies

available pursuant to this Agreement.

13.7 The provisions of this Article and the Parties’ obligations hereunder shall survive the expiration

or termination of this Agreement for a period of 5 (five) years following such termination or

expiration.

14. JURISDICTION:

14.1 In the event of any claim, controversy, or other dispute between the Parties hereto relating to

or pursuant to this Agreement, the same shall be subject to the exclusive jurisdiction of the

courts at Mumbai.

15. NOTICE

15.1 Any notice, demand or other communication required or permitted to be given or made

hereunder shall be in writing and shall be well and sufficiently given or made if:


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(a) To: Bharat Petroleum Corporation Limited :

Designation:

Address: Amenities Block Gr. Floor, Retail Technology Centre

Sewree Fort Road Sewree East Mumbai 400015

Telephone:

sent by registered post and/or courier and/or hand delivery to the abovementioned address

marked “For the Attention of GM (IT & BI)“ and/or faxed, during normal hours on a Business

Day and subsequently confirmed by registered post and/or courier as aforesaid to the address

above of BPCL marked “For the Attention of GM (IT & BI)”

(b) To : “Bidder Co”

Designation:

Address :

Telephone: +91

Fax

sent by registered post and/or courier and/or hand delivery to the abovementioned address

marked “For the Attention of Mr. XYZ and/or faxed during normal hours on a Business Day

and subsequently confirmed by registered post and/or courier as aforesaid to the address

above of “Bidder Co” marked “For the Attention of Mr. XYZ.


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15.2 Any notice, demand or other communication so given or made shall be deemed to have been

given or made and to have been received only on actual receipt:

15.3 Any Party may from time to time change its address for notice or the person designated by

such Party for receipt of any notices sent under this Agreement by giving notice to the other

Party in the manner aforesaid.

16. ASSIGNMENT AND SUB-CONTRACTING

16.1 This Agreement and/or its benefits, rights, duties and obligations thereof may be assigned at

any time by BPCL to any third party whosoever, upon prior written approval of “Bidder Co” and

mutually agreed terms.

16.2 BPCL shall have the right to take services of any other party to maintain the Host mentioned

under this agreement without reference to “Bidder Co” under following circumstance:

(a) “Bidder Co” (and its successor) decides to get out of this line of business;

(b) “Bidder Co” (and its successor) is in bankruptcy;

(c) “Bidder Co”'s (and its successor, if any) is still unable or refuses to undertake

corrections of the Petro & Fleet smart card server application software, as necessary to

correct non-conformities blocking the functioning of the Petro & Fleet smart card server

application software after unjustified material delays beyond the mutual agreed times

lines.

16.3 “Bidder Co” can sub-contract obligations under this Agreement to any third party . However,

the final responsibility for all subcontracting activities will rest with “Bidder Co”. “Bidder Co” will


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be responsible for all services rendered by it under this Agreement whether they are provided

or performed by “Bidder Co”, its employees, agent and or sub-contractor(s). Further, BPCL will

consider “Bidder Co” to be the sole point of contact with regard to matters under this

Agreement, including payment of any and all charges resulting from the cost of any sub-

contract. “Bidder Co” must identify all sub-contractor and the services they shall provide and

shall intimate about same in writing in advance to BPCL. BPCL and “Bidder Co” shall agree

upon the subcontractor and shall mutually review their performance periodically In case of any

issue with the subcontractor in the performance of this Agreement “Bidder Co” shall be

responsible to assume the proposed sub-contractor’s responsibilities. “Bidder Co” may

propose another sub-contractor who if found fit shall be approved by BPCL. “Bidder Co” shall

be responsible for all payments to its sub-contractor(s). Nothing contained in the Agreement

shall create or be construed as creating any contractual relationship between any sub-

contractor and BPCL.

17. WAIVER

17.1 The failure by any Party to enforce at any time or for any period of time any one or more of the

terms and conditions of this Agreement, shall not be construed as a waiver by such Party of

the respective performance by the other Party of such terms and conditions or of such Party’s

right thereafter to enforce each and every term and condition of this Agreement.

17.2 No waiver, express or implied, by any Party of any rights hereunder, or of any failure to

perform, shall be a continuing waiver or constitute or be deemed to constitute a waiver of any

other right hereunder or of any claim or remedies available in law in respect of any other

breach hereof by the other Party whether of similar or dissimilar nature

18. EXCLUSIVITY

It may happen under this Agreement that BPCL requests “Bidder Co” to develop Specific

Software. For the purpose of this Section 18 'Exclusivity' "Specific Software" shall be defined

as software to be designed and written by “Bidder Co” specifically and exclusively for BPCL

pursuant to BPCL's detailed specifications, and fully financed by the BPCL. With the additional

provision that “Bidder Co” shall refrain from sharing the ideas/design/specifications or any


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other form which translate to the disclosure of BPCL software feature of such Specific

Software as developed exclusively for BPCL to any other Oil Company in India for the period

of 48 months following use for or by BPCL of such Specific Software.

19. FORCE MAJEURE

If at any time during the term of this agreement the performance of any obligation of either

party in whole or in part under this agreement (other than the making of a payment) is

prevented or delayed due to Force Majeure circumstances such as war, revolution, riot, act of

public enemy, terrorism, sabotage, epidemic, quarantine, restrictions, accident, fire, flood,

tempest, earthquake, server breakdown, civil commotion, governmental action or inaction

(including without limitation, action under export or import control regulation and delay in

obtaining customs clearance or other permits or authorization) or other causes which are

beyond the reasonable control of the party (hereinafter referred as “Events”) neither party shall

be entitled to terminate this agreement nor shall either party have any claim for damages

against the other in respect of such non performance or delay in performance, provided notice

of the happening of any such events are given by the concerned party to the other within 45

days from the date of occurrence thereof and shall be resumed by such party as soon as

practicable after such events have come to an end or ceased to exist. Provided that if the

performance in whole or part of any obligations under this agreement is prevented or delayed

by reason of any such events for a period exceeding ninety days, the parties shall jointly

discuss the feasibility of a rescheduling of performance. If either of the parties can not with

reasonable diligence be expected to continue performance such party may at its option elect to

terminate this agreement or such part thereof as can be severed without affecting the

performance of the remaining portion.

20. DISPUTE RESOLUTIONS

20.1 Any dispute or difference of any nature whatsoever, any claim, cross-claim, counter claim or

set off of BPCL/”Bidder Co” against each other or regarding any right, liability, act, omission or

account of any of the parties hereto arising out of or in relation to this Agreement shall be


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referred to the Sole arbitration of Director (Marketing), BPCL or to some officer of BPCL who

may be nominated by the said Director (Marketing).

20.2 In the event, the Arbitrator being unable or refusing to act for any reason whatsoever, the

Director (Marketing), BPCL shall designate another officer of BPCL to act as an Arbitrator in

accordance with the terms of this Agreement. The Arbitrator newly appointed shall be entitled

to proceed with the reference from the point at which it was left by his predecessor.

20.3 The law applicable to such proceedings will be the Arbitration and Conciliation Act, 1996 or

any other enactment in replacement thereof.

20.4 The language of the proceedings will be in English and the place of the proceeding will be

Mumbai.

20.5 APPLICABLE LAWS - This Agreement shall be governed by and interpreted in accordance

with the laws of the Republic of India.

20.6 JURISDICTION - The courts in Mumbai shall have jurisdiction over any action arising under

this Agreement.

21. ENTIRE AGREEMENT

This Agreement expresses fully the understanding between the Parties and all prior

understandings, representations, Agreements, licenses or agreements, oral or written, related

to the same subject matter are hereby cancelled. The terms or provisions of this Agreement

may be modified, amended, supplemented, waived, or discharged only in writing signed by the

legal representatives of the Parties hereto.

22. SEVERABILITY

Should any clause, sentence, provision, paragraph, or part of this Agreement, for any reason

whatsoever, be adjudged by any court of competent jurisdiction, or be held by any other

competent government authority having jurisdiction over the Parties to be invalid,


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unenforceable or illegal, such judgment or holding shall not effect, impair or invalidate the

remainder of this Agreement, but shall be confined in its operation to the clause, sentence,

provision, paragraph or part of this Agreement directly involved in the matter, controversy or

proceeding in which such judgment or holding shall have been rendered, and the remainder of

this Agreement shall remain in full force and effect.

23. SET OFF

BPCL shall be entitled to set-off any amounts due to “Bidder Co” under or pursuant to this

Agreement against any amounts due to BPCL whether under this Agreement, provided this

has been previously authorised by “Bidder Co” on a case by case basis.

24. COSTS

All costs and expenses in the execution of this Agreement, including without limitation any

taxes and Stamp duties shall be borne solely by “Bidder Co”.

25. RELATIONSHIP

The relationship between BPCL and “Bidder Co” under this Agreement shall be on a principal

to principal basis. “Bidder Co” shall not represent itself as an agent of BPCL in any

circumstance whatsoever.Nothing herein is intended to or shall be construed to create a

partnership or joint venture between the parties.

26. COUNTERPARTS

This Agreement may be executed in one or more counterparts, each of which shall be deemed to be

an original.

IN WITNESS WHEREOF BPCL and “Bidder Co” have caused this Agreement to be duly executed

and delivered in duplicate as of the day and year first above written.


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EXECUTED FOR AND ON BEHALF OF


THROUGH THE HAND OF ITS AUTHORIZED

SIGNATORY-

NAME:

DESIGNATION:

DATE: PLACE: MUMBAI

IN THE PRESENCE OF

1.

2.

EXECUTED FOR AND ON BEHALF OF

M/S. “BIDDER CO”

THROUGH THE HAND OF ITS AUTHORIZED

SIGNATORY-

NAME:

DESIGNATION:


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DATE: PLACE: MUMBAI

IN THE PRESENCE OF

1.

2.

(Minor changes will take place as per requirement - Here “Bidder Co” term used for prospective

vendor)


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ANNEXURE XII

CHECKLIST

1

BIDDER PROFILE

1.1 Company Profile of Bidder, Partner Company profile (if any). □ 1.2 Letter from Parent Company / subsidiary company giving details of holding(if any) □

1.3 Copy of Agreement between Bidder and Partners(if any) □

1.4 Certification of incorporation, Memorandum of Association (MOA) and Articles of Association (AOA).

□

1.5 Certificates from approved TPIA (LRIS/ DNV/ IRS/ EIL/ UL/ TUV) / statutory auditors/

practicing Chartered accountants/ certified Public accountant verifying experience and

capacity

□

2 FINANCIAL STATUS 2.1 Copies of audited balance sheets and Profit & Loss Accounts for the financial years

2010-11, 2011-12 & 2012-13. □

2.2 Annual Report of Bidder □

2.3 Income tax Clearance Certificates □

2.4 Proof of positive Annual Net worth in the last financial year (2012-13)

□

3 PROOF OF SOFTWARE DEVELOPMENT & BACKEND MANAGEMENT

3.1 Proof for Backend Management of payment card program having 1 million cards base in any of the last 7 financial years.

□

3.2 Proof for Experience of handling min 45 lakh transactions per day/transactions worth 300 Crore per month

□

3.3 Proof for development experience on minimum 2 different manufacturer of EDC for card transaction processing.

□

3.4 Proof of software development experience in the field of card based prepaid/payment/loyalty solution in any of the last 7 financial years of any major retailing/banking organizations

□

4 PROOF OF CARD PERSONALIZATION CAPABILITY AND CALL CENTRE

4.1 Experience of sourcing and personalization of at least 1 lakh cards per annum in any of the last 3 years

□

4.2 Experience of handling call centre with minimum 5 seats in any of the last 3 years period including the current financial year

□

5 SOFTWARE SPECIFICATIONS


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NOTE1: For 3 & 4 above, documents are to be verified from approved TPIA /statutory auditors/practicing

CAs /Certified public and submitted.

NOTE2: All the documents listed are to be submitted in the same sequence

5.1 Documents of proposed software with process and flow. □ 6 OTHER LEGAL DOCUMENTS

6.1 Integrity Pact (To be signed and stamped) □ 6.2 Arbitration (To be signed and stamped ) □

6.3 General terms and condition (To be signed and stamped ) □ 6.4 Special term (To be signed and stamped ) □

6.5 EMD (should be enclosed in separate envelope and sealed) □ 7 PRICE BID 7.1 Un-price Bid ( Separate envelope – will be opened at the time of technical evaluation) □ 7.2 Price Bid (should be enclosed in separate envelope and sealed) □

RETAIL TECHNOLOGY CENTRE BHARAT PETROLEUM …

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