Bharat Sanchar Nigam Limited

(A Government of India Enterprise)

Enterprise Business Group

Office of the Chief General Manager (Telecom)
NE-1 Circle, Shillong.
Visit us at: www.ne1.bsnl.co.in (or) www.bsnl.co.in

TERMS AND CONDITIONS

FOR THE EMPANELMENT OF

OEMs/VENDORS/NETWORK INTEGRATORS
 TABLE OF CONTENTS

I. BSNL - AN INTRODUCTION

II. SCOPE OF WORK

III. TERMS AND CONDITIONS

IV. BANK GUARANTEE BOND

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 I. BSNL – AN INTRODUCTION

Bharat Sanchar Nigam Ltd. formed in October, 2000, is World's 7th

largest Telecommunications Company providing comprehensive range
of telecom services in India: Wireline, CDMA mobile, GSM Mobile,
Internet, Broadband, Carrier service, MPLS-VPN, VSAT, VoIP
services, IN Services etc. Presently it is one of the largest & leading
public sector unit in India.

BSNL has installed Quality Telecom Network in the country and now
focusing on improving it, expanding the network, introducing new
telecom services with ICT applications in villages and winning
customer's confidence. Today, it has about 43.74 million line basic
telephone capacity, 8.83 million WLL capacity, 72.60 Million GSM
Capacity, more than 38302 fixed exchanges, 68162 GSM BTS,
12071 CDMA BTS, 197 Satellite Stations, 686644 Rkm of OFC
Cable, 50430 Rkm of Microwave Network connecting 623 Districts,
7330 cities/towns and 5.8 Lakhs villages.

BSNL is the only service provider, making focused efforts and planned
initiatives to bridge the Rural-Urban Digital Divide ICT sector. In fact
there is no telecom operator in the country to beat its reach with its wide
network giving services in every nook & corner of country and operates
across India except Delhi & Mumbai. Whether it is inaccessible areas of
Siachen glacier and North-eastern region of the country. BSNL serves
its customers with its wide bouquet of telecom services.

BSNL is number one operator of India in all services in its license area.
The company offers vide ranging & most transparent tariff schemes
designed to suite every customer.
BSNL cellular service, CellOne, has 90.09 million cellular customers
and 5.06 million WLL customers as on 31.07.2011. In basic services,
BSNL is miles ahead of its rivals, with 24.58 million Basic Phone
subscribers i.e. 71.93 per cent share of the subscriber base.

BSNL has been adjudged as the NUMBER ONE ISP in the country.

BSNL has set up a world-class multi-gigabit, multi-protocol convergent

IP infrastructure that provides convergent services like voice, data and
video through the same Backbone and Broadband Access Network. At
present there are 8.09 million broadband customers.

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The company has vast experience in Planning, Installation, network
integration and Maintenance of Switching & Transmission Networks
and also has a world class ISO 9000 certified Telecom Training
Institute.

Scaling new heights of success, the present turnover of BSNL is

more than Rs. 29,700 Crores. The infrastructure asset on telephone
alone is worth about Rs.630,000 million (US $ 14.37 billion).

The turnover, nationwide coverage, reach, comprehensive range of

telecom services and the desire to excel has made BSNL the No. 1
Telecom Company of India. Add to which, BSNL's nationwide
coverage and reach, comprehensive range of telecom services and a
penchant for excellence; and you have the ingredients for restructuring
India for a bright future.

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 II. SCOPE OF WORK
BSNL, NE-1 Circle is one among the top
10 Telecom Circles in India and is No.2 in
meeting the Business Development targets.

Enterprise Business Group in NE-1 Circle is

proposing to take the services of
OEMs/Vendors/Network Integrators in the
following areas to cater to the needs of our
esteemed customers:

Customized WAN (Wide Area

Networking) Solutions.
Video Conferencing Solutions.
EPABX/CENTERX/WI-FI Solutions.
Video Surveillance Solutions.
Call Centre Establishment Solutions
Any other Equipment / solutions needed
by the customer.
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 III.TERMS AND CONDITIONS
The empanelment of OEMs/Vendors/Network Integrators is on the
following terms and conditions:

1. (i) BSNL will engage OEMs/Vendors/Network Integrators for

Supply of necessary Hardware/Electronics.

Design of the network / solutions.
Configuration/Integration of the network /
solutions.
Maintenance and support of the relevant Customer
end equipment /electronics.

(ii) BSNL and OEMs/Vendors/Network Integrators will jointly

address the Network/other requirements of the customer along
with any other services to be provided.

(iii) OEMs/Vendors/Network Integrators will adhere to SLA (Service

Level Agreement) which BSNL has offered to its Customers.

(iv) For providing last mile connectivity to the Customer, BSNL will
Co-ordinate internally with all agencies/departments (like
MTNL, Regional offices of BSNL) to enable the same.

(v) OEMs/Vendors/Network Integrators will also conduct technical

seminars for BSNL officers without any cost to BSNL to make
them conversant about their products and capabilities vis-à-vis
customer requirements.

(vi) OEMs/Vendors/Network Integrators will also arrange relevant

equipment/electronics free of cost for demonstrating the
Capabilities of OEMs/Vendors/Network Integrators.

2. The agreement is initially valid for a period of one year.

However, the contract /customer for which a OEMs/Vendors/
Network Integrators gets engaged, the same OEMs/Vendors/
Network Integrators will continue to provide service for the
period of engagement / contract even if it is beyond the above
date.

Signature/Stamp of OEM/Vendor/Network Integrator

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3. The mode of working and the payment terms will be as follows:

(i) Normally all offers to the customers will be made in the name of
BSNL and by BSNL.

(ii) The customer will make all payments including cost of

bandwidth/other services of BSNL and customer end
equipment/electronics to BSNL (either in lump sum or in
installments or as the case may be).

(iii) Back to back payment arrangement or the payment terms will be

arrived on project to project basis as it is deemed fit will be fixed
by BSNL for supply of hardware/electronics required for the
project, configuration/integration and maintenance of the
hardware/electronics.

(iv) For each requirement of WAN/LAN/any other project, BSNL

will issue a “Purchase Order” to OEMs/Vendors/Network
Integrators containing the details of hardware/electronics along
with approved price, terms and conditions of the same.

(v) Generally, 80% payment will be made on delivery, installation

and acceptance of the same by the customer and balance 20%
after satisfactory working of the same for a period of three
months from the date of commissioning after getting due
clearance from the customer. However these conditions may vary
from project to project and will be provided in the terms and
conditions of that particular project.

(vi) The AMC (Annual Maintenance Contract) payment, wherever

entered will be made on quarterly basis and after the expiry of
quarter subject to fulfillment of SLA and maintenance schedule
and getting necessary certificates from the customer. However
these conditions may vary from project to project and will be
provided in the terms and conditions of that particular project.

Signature/Stamp of OEM/Vendor/Network Integrator

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4. The other terms and conditions are as follows:
(i) The commissioning of WAN/LAN / any other project will be the
joint responsibility of BSNL and OEMs/Vendors/Network
Integrators. The hardware/electronics and services required for
commissioning of the projects must be made available within
four weeks from the date of purchase order.

(ii) OEMs/Vendors/Network Integrators will depute appropriate

resources and tools to monitor and manage the progress of the
project.

(iii) OEMs/Vendors/Network Integrators should give on site warranty

of twelve months from the date of commissioning of the project.
After warranty support, OEMs/Vendors/Network Integrators
should also provide the AMC of the equipment/electronics
supplied for minimum additional two years. AMC amount should
be quoted separately on annual basis.

(iv) OEMs/Vendors/Network Integrators shall provide maintenance

and support services and shall carryout preventive maintenance
tests as applicable for each project and also in respect of the
hardware/electronics for new customer sales. The report should
be submitted to BSNL after getting verified by the customer.

(v) OEMs/Vendors/Network Integrators shall carryout quarterly

preventive visit to each WAN site or as per the customer
requirement which will be notified in the terms and conditions
for respective project.

(vi) It is the responsibility of the vendor to makeover the equipment

to the customer duly and obtain certificate to that effect.

(vii) The empanelled system integrator should respond to more

than 70% of bids called by EB cell, else the PBG submitted
by System Integrator will be forfeited.

Signature/Stamp of OEM/Vendor/Network Integrator

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5. The support and spare conditions are as follows:
(i) OEMs/Vendors/Network Integrators shall provide to BSNL 24
hours, 7days a week help centre, either web based or IVRS
based. For emergency care, specifically for situations where
critical equipment is down, OEMs/Vendors/Network Integrators
shall ensure to provide consultation, assistance and advice within
four hours or as defined in SLA entered with the customer. In
other cases, the complaint must be attended within eight hours.

(ii) Sufficient spares need to be kept with the OEMs/Vendors/

Network Integrators to address any equipment related problem
within 24 hours in the same city and within 48 hours for out of
station site. However, this period may vary based on the
requirements of SLA signed with the customer if .

6. Now adherence of SLA which BSNL has committed to the

customer:

BSNL may also deduct the amount at actuals which BSNL

needs to pay to the customer on account of non-adherence to
SLA, from OEMs/Vendors/Network Integrators balance payment
or Security Deposit, if due to the failure on part of
OEMs/Vendors/Network Integrators, BSNL could not meet the
SLA condition.

7. In the event of BSNL participating in a open tender,

the empanelled OEMs/Vendors/Network Integrators
should not come as competition to the BSNL.

8. OEMs/Vendors/Network Integrators will provide the list of

Service Engineers and the Project Head for each project assigned
with bio-data and other particulars like telephone nos., Mobile
nos., FAX nos., E-Mail address, etc.

9. Project Head of each project shall make himself available

constantly and will keep in touch with the designated Project
Head from BSNL and shall send reports on daily/weekly basis as
requisitioned by the customer.

Signature/Stamp of OEM/Vendor/Network Integrator

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10. The OEMs/Vendors/Network Integrators should be represented
by a person heading at least Meghalaya state in their activities
and shall sign the agreement with BSNL. He should be
authorized by that Company at appropriate level.

11. During the course of interaction with the customer,

OEMs/Vendors/Network Integrators empanelled shall not work
against the interests of BSNL.

12. Interacting with BSNL for a project will not make that
OEMs/Vendors/Network Integrators eligible for award of
Purchase Order.

13. Empanelled Vendor/OEM/Network Integrator will need to

submit a refundable security deposit of 2 Lakhs in the form
of Bank Guarantee from any scheduled bank valid for the
period of their empanelment. Vendor/OEM/Network
Integrator shall also submit additional PBG of 5% of the cost
of the Hardware items supplied and cost of the work
assigned to them.

Signature/Stamp of OEM/Vendor/Network Integrator

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14. ARBITRATION

14.1 In the event of any question, dispute or difference

arising under these terms and conditions or in connection
there-with (except as to the matters, the decision to which is
specifically provided under this agreement), the same shall
be referred to the sole arbitration of the CGMT, NE-
1.Telecom circle, BSNL, Shillong or in case his designation
is changed or his office is abolished, then in such cases to
the sole arbitration of the officer for the time being entrusted
(whether in addition to his own duties or otherwise) with the
functions of the CGMT, NE-1.Telecom circle, BSNL,
Shillong or by whatever designation such an officer may be
called (hereinafter referred to as the said officer), and if the
CGMT, NE-1.Telecom circle, BSNL, Shillong or the said
officer is unable or unwilling to act as such, then to the sole
arbitration of some other person appointed by the CGMT,
NE-1Telecom circle, BSNL, Shillong or the said officer. The
agreement to appoint an arbitrator will be in accordance with
the Arbitration and Conciliation Act 1996. There will be no
objection to any such appointment on the ground that the
arbitrator is a Government Servant or that he has to deal
with the matter to which the agreement relates or that in the
course of his duties as a Government Servant he has
expressed his views on all or any of the matters in dispute.
The award of the arbitrator shall be final and binding on both
the parties to the agreement. In the event of such an
arbitrator to whom the matter is originally referred, being
transferred or vacating his office or being unable to act for
any reason whatsoever, the CGMT, NE-1 telecom circle,
BSNL, Shillong or the said officer shall appoint another
person to act as an arbitrator in accordance with terms of the
agreement and the person so appointed shall be entitled to
proceed from the stage at which it was left out by his
predecessors.

Signature/Stamp of OEM/Vendor/Network Integrator

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 14.2 The arbitrator may from time to time with the consent of
both the parties enlarge the time frame for making and
publishing the award. Subject to the aforesaid, Arbitration and
Conciliation Act, 1996 and the rules made there under, any
modification thereof for the time being in force shall be
deemed to apply to the arbitration proceeding under this
clause.

14.3 The venue of the arbitration proceeding shall be the

office of the CGMT, NE-1Telecom circle, BSNL, Shillong or
such other places as the arbitrator may decide.

Signature/Stamp of OEM/Vendor/Network Integrator

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 IV. BANK GUARANTEE BOND
In consideration of the Bharat Sanchar Nigam Limited
(hereinafter called "The Chief General Manager Telecom, NE-1
Shillong") having agreed to exempt ______________________________
(here in after called "the said contractor(s)") from the demand, under
the terms and conditions of an Agreement / Purchase Order No.
___________________ dated___________made between________________
and _______________ for ____________________________ (hereinafter
called "the said agreement"), of security deposit for the due fulfillment
by the said contractor(s) of the terms and conditions contained in the
said Agreement, on production of a Bank Guarantee for Rs.________
(Rupees ________________________ only), We,_________________________
(indicate the name of the bank) (hereinafter referred to as "the Bank")
at the request of _____________________________ contractor(s) do hereby
undertake to pay the Chief General Manager Telecom, NE-1, Shillong
an amount not exceeding Rs.___________ against any loss or damage
caused to or suffered or would be caused to or suffered by the Chief
General Manager Telecom, NE-1, Shillong by reason of any breach by
the said contractor(s) of any of the terms and conditions contained in
the said Agreement.

2. We, _________________________ (indicate the name of the Bank) do

hereby undertake to pay the amounts due and payable under this
guarantee without any demur, merely on a demand from the Chief
General Manager Telecom, NE-1, Shillong stating that the amount
claimed is due by way of loss or damage caused to or would be caused
to or suffered by the Chief General Manager Telecom, NE-1 Shillong
reason of breach by the said OEM/Vendors/NWI of any of the terms of
empanelment or by reason of OEM/Vendors/NWI failure to perform as
per the terms of empanelment. Any such demand made on the bank
shall be conclusive as regards the amount due and payable by the
Bank under this guarantee where Chief General Manager Telecom, NE-
1, Shillong in these counts shall be final and binding on the Bank.
However, our liability under this guarantee shall be restricted to an
amount not exceeding Rs. ______________.

3. We undertake to pay to the Chief General Manager Telecom, NE-

1, Shillong any money so demanded not withstanding any dispute or
disputes by the OEM/Vendors/NWI in any suit or proceeding pending
before any Court or Tribunal relating thereto our liability under this
present being absolute and unequivocal. The payment so made by us
under this bond shall be a valid discharge of our liability for payment

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thereunder and the OEM/Vendors/NWI shall have no claim against us
for making such payment.

4. We, _____________________________________ (indicate the name of

the Bank) further agree that the guarantee herein contained shall
remain in full force and effect during the period that would be taken for
the performance of the said empanelment and that it shall continue to
be enforceable till all the dues of the Chief General Manager Telecom,
NE-1, Shillong under or by virtue of the said terms for empanelment
have been fully paid and its claims satisfied or discharged or till Chief
General Manager Telecom, NE-1, Shillong certifies that the terms for
the empanelment have been fully complied by M/S ------------------------------
and accordingly discharges this guarantee. Unless a demand or claim
under this guarantee is made on us in writing on or before the expiry of
three years we shall be discharged from all liabilities under this
guarantee thereafter.

5. We, _________________________ (indicate the name of the Bank)

further agree with the Bharat Sanchar Nigam Limited that the Bharat
Sanchar Nigam Limited shall have the fullest liberty without our
consent and without affecting in any manner our obligations hereunder
to vary any of terms of empanelment conditions of the said agreement
or to extend time of performance by M/s ---------------------------------- from
time to time or to postpone for any time or from time to time any of the
powers exercisable by the Bharat Sanchar Nigam Limited against M/s---
-------------------------- and to forbear or enforce any of the terms and
conditions relating to the said terms of empanelment and we shall not
be relived from our liability by reason of any such variation, or
extension being granted to M/s------------------------- or for any
forbearance, act or omission on the part of the Bharat Sanchar Nigam
Limited or any indulgence by the Bharat Sanchar Nigam Limited to M/s-
------------------------------- or by any such matter or thing whatsoever which
under the law relating to sureties would, but for this provision, have
effect of so relieving us.

6. This guarantee will not be discharged due to the change in the

constitution of the Bank or M/s----------------------------

7. We, ___________________________ (Name of the Bank) lastly

undertake not to revoke this guarantee during its currency except with
the consent of the Bharath Sanchar Nigam Limited in writing.

Dated the _________ day of ________________________ for

_______________________________________________(Indicate the Name of
the Bank).

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