MM/IMP-COAL/CIF-IHC-2013/SMS Annex - IV (1/16)

ANNEXURE-IV TERMS AND CONDITIONS OF CIF TENDER

(Techno-Commercial Bid - CIF Tender)

1.00 SCOPE:

1.01 The scope under this Tender covers supply of total 1,30,000 MT +/- 10% of Non-coking Imported Steam coal having technical specifications as per Annexure-II(A) of this Tender to GNFC at any West Coast of India Port as may be convenient to the Bidder.

The deliveries are to be arranged in a phased manner (Tentative Shipment / Delivery Schedule is given in the Tender document) which is ranging over a period of 3 (three) to 6 (six) months. ETA of 1st vessel at discharge port would be around 1st ~ 2nd week of December, 2013.

1.02 The Bidder shall quote Rate in Schedule of Price Bid, as provided under Price Bid stage of

the e-Tender.

1.03 Bidder agrees that for; Option (A): Quoted CIF rate in US$/MT will remain firm and fixed during contract period, if the rate offered is with Foreign Exchange risk to GNFC’s A/c. and the payment is to be made in US$ to associate company of the Bidder, on whom GNFC can place order. Option (B): Quoted CIF rate in US$/MT will remain firm and fixed during contract period, if the rate offered is with Foreign Exchange risk to GNFC’s A/c. and the payment is to be made in INR. Option (C): Quoted CIF rate in US$/MT and Exchange rate (1US$ = Rs.) shall remain firm and fixed during contract period, if the rate offered is with Foreign Exchange risk to Bidder’s A/c. and payment is to be made in INR. Selection of option will be decided by GNFC at the time of finalization of contract.

1.04 The Bidder shall online quote his most competitive CIF (Cost, Insurance and Freight) Price (FOB Price, Ocean Freight and Marine Insurance in US Dollar) per metric ton (MT) of imported coal in the Rate Schedule.

1.05 All the payments in above options shall be direct and not through Letter of Credit. 1.06 The import shall be direct or on High Seas Sales basis, as the case may be.

1.07 The quoted rate in Rate Schedule shall be fixed and firm except for change in statutory

levies and duties in India directly on goods and services provided to GNFC subsequent to submission of Bid.

1.08 PARALLEL CONTRACT:

GNFC reserves the right to enter into parallel Contract/s with other Suppliers.

MM/IMP-COAL/CIF-IHC-2013/SMS Annex - IV (2/16) 1.09 SOURCE OF SUPPLY:

Non-coking Imported Steam coal meeting GNFC’s Specifications can be sourced / supplied from anywhere in the world. If Bidder offers coal from more than one source/s, option of selection of source will be solely at GNFC's discretion.

1.10 PORT OF DISCHARGE: In the event of Contract, Supplier can arrange the Coal Vessel at any West Coast of India

Port as may be convenient to him. However, it will be the sole responsibility of Supplier to give CIF delivery in spite of change

in port of discharge, for any reasons whatsoever, without any extra cost, expenditures and any delivery implications to GNFC. Demurrage and Dispatch of vessel shall be in Supplier’s account.

2.00 SALIENT SHIPPING TERMS: 2.01 Vessel Type: Vessel should not be older than 25 years. It is to be ensured that minimum

margin of 3 months should be available from B/L date for completion of 25 years age of vessel.

The Supplier should engage fully Sea Worthy vessel for loading and shipping of coal.

Further, it should be fit for bulk cargo movement and have sufficient validity for voyage. In this regard, necessary Certificate of P&I Club or any equivalent International Agency should be provided along with details of vessel fixed. Vessel meant for last voyage should not be deployed.

The nominated vessel shall have any of the following IACS classification marks;

(1) ABS (2) BV (3) CCS (4) CRS (5) DNV (6) GL (7) IRS (8) KR (9) LR (10) NK (11) PRS (12) RINA (13) RS

All extra costs, charges, insurance premiums etc. of engaged vessel shall be in the scope

of Supplier only. 2.02 Bidder shall select suitable size of vessel considering the delivery /shipment schedule given

by GNFC. For the given delivery /shipment schedule of about 65,000MT, Panamax vessel would be preferred.

However, the higher size of vessel (viz. Cape Size) may be accepted at the discretion of the GNFC. Also, the Bidder shall select suitable type of vessel (Geared or Gearless) with the required grab capacity and cranes suitable for the port of discharge and discharge period after ensuring the capacity and facilities available at the Discharge Port for which the prices are offered.

3.00 CONTRACT PERIOD: Up to end May-2014.

MM/IMP-COAL/CIF-IHC-2013/SMS Annex - IV (3/16) 4.00 QUANTITY:

The requirement of Imported Coal is approx. 1,30,000 MT +/- 10% as per Technical Specifications given in the Annexure-II(A), on firm basis.

5.00 DELIVERY / SHIPMENT SCHEDULE:

5.01 Delivery of imported coal from discharge port is likely to commence around mid December, 2013. Shipment on full PANAMAX vessel of 65,000 MT +/- 10% basis would be preferred. However, Supplier may arrange loading of the imported coal in vessels of suitable sizes (not less than 30,000 MT) for delivery of the coal at the discharge port.

Our tentative delivery schedule for supply of imported coal at discharge port(s) will be as

under; 1st Shipment: With ETA at discharge port during 1st ~ 2nd week of December, 2013.

2nd Shipment: With ETA at discharge port March / April, 2014. Supplier shall organize shipments in such a way that it meets the required delivery

schedule. GNFC reserves the right to change the Delivery Schedule to suit GNFC’s plant requirement. In case Supplier wants to bring vessel earlier than the shipment schedule, prior written approval is required to be taken. In such case/s, the basis of payment etc. shall be as per Clause No.: 8.03 (c) stipulated hereunder.

5.02 SHIPMENT DETAILS BY FAX AND COURIER:

One complete set of non-negotiable documents as detailed under Clause No.: 8.01.1 shall be faxed as well as sent through Courier service within 7 (seven) days from the date of B/L, at the following Address:

Mr. J. C. Bhatt Executive Director Gujarat Narmada Valley Fertilizers & Chemicals Ltd., P.O.: Narmadanagar - 392 015, Dist.: Bharuch (Gujarat) INDIA Phone: 00 91-2642-247001-02, (Direct): 663522 Fax : 00 91-2642-247122, 249059 This is important and is to be complied without any delay. 5.03 DEFAULT / LATE DELIVERY / SHORT SUPPLY QUANTITY - PENALTY:

(a) In the event, Supplier is not able to bring the Coal vessel within the span of the delivery/shipment schedule given by GNFC, GNFC shall recover as Penalty at the rate of 1% per week or part thereof for delay beyond schedule, subject to maximum of 5% of the CIF value of the vessel quantity (subject to standard shipping tolerance of +/- 10%) in question.

MM/IMP-COAL/CIF-IHC-2013/SMS Annex - IV (4/16) (b) In case, such delays (including raising of faulty invoice) result into payment of

additional Customs Duty (i.e. Basic duty + CVD + Clean Energy Cess + Education Cess), Stamp Duty etc., such amount will be recovered from balance payment. Similarly, payment of additional Customs Duty (i.e. Basic duty + CVD + Clean Energy Cess + Education Cess), Stamp Duty etc., on account of higher valuation in contracted price by the Customs Dept. (and when Foreign Exchange fluctuation is in Bidder’s A/c.) due to increase in foreign exchange rate, if any, shall be deducted from Supplier’s balance payment. Moreover, if the Customs duty (i.e. Basic duty + CVD + Clean Energy Cess + Education Cess) is to be paid higher in rupee term shall be recovered from Suppliers.

(c) In the event, more than one shipments are ordered and if the quantity received

happens to be short (beyond 10%) in any of the shipments, the shortfall shall be made good in subsequent shipments. If overall quantity received falls short of 58,500 MT (after considering tolerance) multiplied by the total number of shipments, Penalty for short supplied quantity shall be levied at landed cost (ex-GNFC basis).

(d) In case of one single shipment, the penalty of short quantity (after considering

tolerance) would be applicable at the rate specified at Clause No. 5.03 (c) above. 6.00 SAMPLING & QUALITY ANALYSIS AND WEIGHMENT / PRICE ADJUSTMENT /

REJECTION / PENALTIES: 6.01 AT LOAD PORT:

For Sampling, Analysis and Weighment of each coal shipment at Load Port, Supplier shall at their own cost appoint M/s. SGS as Load Port Inspection Agency irrespective of country of origin.

6.01.1 All parameters of the technical specifications as given in Annexure-II (A) (This is an inbuilt form in our e-Tender) shall be determined according to ASTM Standards at Load Port and the same should be stated on the Certificate of Analysis of the cargo. The analytical results of all the parameters are to be furnished maximum in 2(two) decimal value only except for various calorific values and HGI.

At the load port, the appointed Third Party Agency will collect one sample each from every 11000 MT (±) 10% lot on continuous basis while the cargo is being loaded. Ship composite sample will be prepared at completion of loading. Sample collection & analysis will be carried out as prescribed in ASTM standards. Ash mineralogical analysis, Ash fusion temperature, Size and HGI will be analyzed in Ship composite sample, whereas all other specified parameters will be analyzed in all the lot-wise samples. Lot-wise & consolidated weighted average analysis reports shall be submitted for GNFC’s approval along with @ 500 gm counter samples of each lot & Ship composite. It should be sealed and signed by the Load Port Inspection Agency and should be dispatched to GNFC through Courier without fail.

MM/IMP-COAL/CIF-IHC-2013/SMS Annex – IV (5/16)

(a) Load port analysis certificate shall also include the name of the Mine from which coal is

shipped.

(b) Agency shall have to arrange and include Proximate analysis, Ultimate analysis, detailed Mineralogical analysis of Ash, Size Distribution analysis and analysis of various other constituents in Analysis Certificate for Buyer’s reference and records.

(c) Agency to mention the relevant ASTM standard number used for sample collection,

sample preparation and its analysis including selected options from that method, if any, in the Certificate of Analysis.

(d) WEIGHMENT: Measurement and Certificate of Quantity at Load Port:

Quantity to be determined as per Draught Survey carried out by the appointed agency at Load port, upon completion of loading. The cost of such Draught Survey shall be to Supplier’s account.

6.01.2 PRICE ADJUSTMENT ON THE BASIS OF LOAD PORT ANALYSIS:

If NCV (ARB) derived in Load Port analysis is short of NCV (ARB) contracted by the Supplier, PRICE ADJUSTMENT would be applicable, as under:

CIF PRICE ADJUSTMENT FOR LOWER NCV (ARB): (CIF+IHC*) Price Contracted X Load Port NCV (ARB)

Revised CIF Price= ― (less) IHC Price NCV (ARB) Contracted

[* Inland Handling Charges (IHC) = Inland handling, transportation including Customs

Duty (i.e. Basic duty, CVD, Clean Energy Cess, Education Cess) & Stamp Duty]. If, Load Port NCV (ARB) exceeds 6000 Kcal/Kg, the portion above 6000 Kcal/Kg to be

ignored in above calculation.

In case, GNFC opts for CIF payment in US$/MT, the IHC rate (Rs./MT) under price adjustment for lower NCV (ARB) shall be considered on the basis of exchange rate prevailing on date of Bill of Lading.

6.01.3 FACILITY FOR TEST AND EXAMINATION:

The Buyer (GNFC) reserves the right, at its own expense, to witness the sampling, weighment and analysis at the load port. The Buyer also reserves the right to inspect the Mine site and any intermediate stack yard, at any time, during working hours. All the costs for deputation of the inspector(s) will be borne by the Buyer.

MM/IMP-COAL/CIF-IHC-2013/SMS Annex – IV (6/16)

6.02 AT DISCHARGE PORT: Upon arrival of vessel:

(a) At discharge port, Supplier shall appoint Draught Surveyor who shall be a reputed and competent Agency.

(b) GNFC team will witness the unloading of coal from the vessel. Supplier shall provide copy of all shipping documents to the team deputed.

(c) GNFC shall appoint M/s. IGI as Third Party Inspection agency (TPI) for joint sampling

and analysis at discharge and cost thereof will be borne by GNFC.

(d) At the time of unloading of cargo, Supplier shall arrange to provide a closed premises / area at disport for contamination free preparation of collected samples, crushing, preservation etc.

(e) At disport contractor shall arrange Gate Passes for the staff of TPI as well as

representative of GNFC during their visit to discharge port. This shall be arranged prior to commencement of unloading.

(f) Representative sample(s) would be drawn by TPI, appointed by GNFC, in presence of the representatives of Supplier, Inland Handling Contractor and GNFC at discharge port as per ASTM standards from the Coal being unloaded at Discharge port. The sample(s) would then be analyzed for all the parameters mentioned under Technical Specifications as per Annexure – II(A) (except for Ash Fusion Temperatures) as per relevant ASTM standards at the laboratory of TPI. The analytical results of all the parameters carried out at discharge port by third party inspection agency are to be furnished maximum in 2(two) decimal value only except for various calorific values & HGI.

(g) It will be mandatory that representative of GNFC, the Seller and TPI be present during

unloading of the cargo at the discharge port and for collection of samples. In case representative of the Seller fails to join the process, the work will be completed in his absence and it will be binding on the Seller. GNFC’s representative will be present round the clock till the complete cargo is unloaded and the sample collection is over.

(h) From every 4000 MT coal unloaded at disport, 1 lot-wise sample will be drawn by TPI

by drawing approx 100 kg sample for every 1000 MT coal. The lot-wise samples will be reduced by conning & quartering upto 30 kg. After drawing sample for moisture analysis, rest sample will be crushed to 4.75 mm. 1 kg will be kept aside for HGI analysis and rest quantity will be reduced upto approx 7 Kg. by Conning & Quartering. This will be crushed upto 2.36 mm. 03 sets of lot-wise samples will be prepared. 03 sets of Ship composite sample (2.36 mm) will be prepared by retaining fixed quantity from all lot-wise samples. All lot-wise as well as ship composite samples will be sealed with 100 % plastic pilfer proof, hand press, numbered seals & signed by TPI, GNFC,

Seller and IHC representatives. One set of samples will be used for testing at the TPI Laboratory and two sets will be spared for GNFC as a reference. Serial numbers of seals applied over each sample will be recorded on a paper, which will be counter signed by TPI, GNFC and Seller or IHC representatives. The seal numbers on sample bags will be matched with recorded sheet before opening the sample for analysis at the laboratory of TPI.

MM/IMP-COAL/CIF-IHC-2013/SMS Annex – IV (7/16)

(i) All analysis at laboratory of TPI will be jointly witnessed by the representatives of the Seller and GNFC also.

(j) Test report of analysis thus witnessed by representatives as mentioned above will be

counter-signed by both and it will be binding on the both Buyer and Seller.

6.02.1 REJECTION OF CARGO: The analysis results of Discharge Port samples, analyzed by Third Party Inspection Agency, would be compared with Load Port analysis to conclude Rejection of cargo as detailed below. Upon testing of Coal Sample drawn at discharge port, if; (i) FC/VM ratio exceeds 1.8 and/or (ii) FC/VM ratio falls below 1.2 and/or (iii) Sulphur content exceeds 1% and/or (iv) Total moisture exceeds 13% and/or (v) NCV (ARB) reported below 5600 Kcal/Kg, the entire cargo stands rejected at the cost and risk of the Supplier. The Supplier has to deal with such rejected cargoes at his own cost and shall pay to the Buyer the cost incurred towards Customs Duty (i.e. Basic Duty + CVD + Clean Energy Cess + Education Cess), Stamp Duty, Port charges etc., within 10 days from the date of demand. Non-payment may lead to recovery of the same from the Security Deposit Bank Guarantee (SDBG).

6.02.2 ACCEPTANCE OF CARGO (WITH OR WITHOUT PENALTY):

(a) In case cargo meets the agreed/contracted specification / range, the same will be

accepted for onward dispatch from port to GNFC site, Bharuch.

(b) In case analysis of coal at Discharge port w.r.t. Load port analysis varies for other parameters except for five parameters stipulated under Clause No.: 6.02.1 above, then cargo will be accepted for onward dispatch from port to GNFC site, Bharuch subject to the following penalties.

6.02.3 PENALTIES ON THE BASIS OF DISPORT ANANLYSIS verses LOAD PORT

ANALYSIS OF COAL: (1) PENALTY FOR LOWER NCV (ARB):

In case the NCV (ARB) for the entire shipment quantity, as determined in Discharge

port analysis, is less than the Load Port NCV (ARB), penalty would be applicable for the entire shipment quantity, as follows:

Penalty in Indian Rs./MT = (Load port NCV ― Discharge port NCV) Landed Cost (ex-GNFC)* per MT X Load Port NCV

[* CIF Cost + Inland Handling Charges (i.e. Inland handling, transportation including Customs Duty (i.e. Basic duty, CVD, Clean Energy Cess, Education Cess) + Stamp Duty)].

If Load Port NCV (ARB) exceeds 6000 Kcal/Kg, the portion above 6000 Kcal/Kg is to be

ignored in above calculation.

MM/IMP-COAL/CIF-IHC-2013/SMS Annex – IV (8/16)

Similarly, if Discharge Port NCV exceeds 6000 Kcal/Kg, the portion above 6000 Kcal/Kg

is to be ignored in above calculation.

No premium would be payable for any increase in Discharge Port NCV (ARB) vis-à-vis Load Port NCV (ARB).

(2) PENALTY FOR HIGHER ASH CONTENT (ADB):

This penalty would be applicable only if Ash Content (ADB) for the entire shipment quantity, as determined in Discharge Port analysis, exceeds the upper limit of 14%. Tolerance of 1% would be allowed and no penalty would be applicable so long as the difference in analysis recorded at Load Port and Discharge Port Lab is 1% or below.

But, if the Ash Content (ADB) for the entire shipment quantity, as determined in Discharge Port analysis, exceeds 14%, and is also higher than the corresponding value in Load Port analysis by more than 1%, penalty would be applicable, as indicated below:

Penalty in Rs./MT= Rs. 100 X (Discharge port Lab Ash % ― Load Port Ash %) (Both the analytical figures in above computation as derived on ADB).

(3) PENALTY FOR HIGHER TOTAL SULPHUR CONTENT (AD):

Penalty to be worked out as follows, if the Total Sulphur content for the entire shipment quantity, as determined in Discharge Port Lab analysis exceeds the contracted value.

Contracted Value Discharge Port Analysis

Result Penalty (Rs./MT)

0.2% to 0.8% 0.81% to 0.90% 200/-

0.91 % to 1.00% 400/-

Cargo with Sulphur content > 1.00% shall stand rejected.

(4) PENALTY FOR FC/VM RATIO (AD):

This penalty would be applicable, if FC/VM Ratio as analyzed in Discharge Port analysis varies than the contracted FC/VM ratio. The penalty as stated below would be applicable for the entire shipment quantity. The mode of computation would be as follows.

Contracted FC/VM Ratio

Discharge Port Analysis

Penalty for Slab Slippage (Rs./MT)

≥1.30 & upto 1.70

1.71 to 1.75 120/-

1.76 to 1.80 350/-

1.29 to 1.25 120/-

1.24 to 1.20 350/-

If FC/VM Ratio exceeds 1.80 or falls below 1.20, the cargo shall stand rejected.

MM/IMP-COAL/CIF-IHC-2013/SMS Annex – IV (9/16)

(5) PENALTY FOR HIGHER TOTAL MOISTURE (AR):

If the Total Moisture content in Discharge Port analysis exceeds the upper limit of

12%, penalty would be applicable as follows: For example, if the Load Port Total Moisture (AR) is 12%, no weighment correction

would apply, if the Total Moisture (AR), as determined in Discharge Port analysis, for entire shipment quantity, is upto 12.5% (allowing 0.5% tolerance).

However, if Total Moisture (AR) exceeds 12.5% in Discharge Port analysis of entire

shipment quantity, penalty would be applicable, as indicated below: Penalty in Indian Rs./MT = Landed Cost (ex-GNFC) * per MT X

(Discharge Port Total Moisture % ― Load Port Total Moisture %)

[* CIF Cost + Inland Handling Charges (i.e. Inland handling, transportation including Customs Duty (i.e. Basic duty, CVD, Clean Energy Cess, Education Cess) + Stamp Duty)].

If more than one parameter falls under penalty, the amount to be deducted would be the

sum of all such penalties. In case, GNFC opt CIF payment in US$/MT, the same shall be calculated in US$ based on the exchange rate at which 90% CIF payment is released.

7.00 SECURITY DEPOSIT: In the event of award of Contract, the Supplier will pay 10% of order value towards

Security Deposit by DD or in form of one Single Bank Guarantee in prescribed form of GNFC from Nationalized Bank only and / or Bank approved by GNFC, which should be valid till faithful execution of contract plus 6 months claim period. Supplier shall furnish Bank Guarantee (BG) in GNFC’s standard ready-made form only, within 15 days from the date of issue of detailed Contract. The above Security Deposit shall be released on successful execution of the Contract. No interest is payable in case Security Deposit is paid in cash. Security Deposit Bank Guarantee shall be released upon complete execution of the contract and also on furnishing No Due Certificate from the Supplier.

8.00 PAYMENT (CIF VALUE): 8.01 TERMS OF CIF PAYMENT:

(i) Option (A) of Clause No. 1.03: For Foreign Exchange Fluctuation to GNFC’s A/c. and payment in US$.

(a) 90% payment of CIF value shall be made to your negotiating Bank (GNFC’s Banker’s are Bank of Baroda, GNFC Complex Branch, P.O.: Narmadanagar - 392 015, Dist.: Bharuch).

(b) The payment will be released on 30th day from the date of B/L or within 5 days from date of acceptance of cargo at disport (to be supported with Draught Survey report) whichever is later.

MM/IMP-COAL/CIF-IHC-2013/SMS Annex – IV (10/16)

(c) Also release of such payment is against submission of shipping documents as listed under Clause No. 8.01.1 and also fulfilling the requirement of special conditions as stipulated under Clause No. 8.02. Bank charges, if any, for this option shall be borne by respective parties for their respective banks.

(ii) Option (B) of Clause No.: 1.03: For Foreign Exchange Fluctuation to GNFC’s A/c.

and payment in Indian Rupees.

(a) 90% payment of CIF value shall be made (1) to you directly by GNFC (by at par Cheque) or (2) to your negotiating Bank (GNFC’s Banker’s are Bank of Baroda, GNFC Complex Branch, P.O.: Narmadanagar - 392 015, Dist.: Bharuch).

(b) The payment will be released on 30th day from the date of B/L or within 5 days from date of acceptance of cargo at disport (to be supported with Draught Survey report) whichever is later.

(c) Also release of such payment is against submission of shipping documents as listed under Clause No. 8.01.1 and also fulfilling the requirement of special conditions as stipulated under Clause No. 8.02. Bank charges, if any, for this option shall be borne by respective parties for their respective banks.

(iii) Option (C) of Clause No. 1.03: For Foreign Exchange Fluctuation to Bidder’s A/c. and payment in Indian Rupees.

(a) 90% payment of CIF value shall be made (1) to you directly by GNFC (by at par

Cheque) or (2) to your negotiating Bank (GNFC’s Banker’s are Bank of Baroda, GNFC Complex Branch, P.O.: Narmadanagar - 392 015, Dist.: Bharuch).

(b) The payment will be released on 30th day from the date of B/L or within 5 days

from date of acceptance of cargo at disport (to be supported with Draught Survey report) whichever is later.

(c) Also release of such payment is against submission of shipping documents as

listed under Clause No. 8.01.1 and also fulfilling the requirement of special conditions as stipulated under Clause No. 8.02. Bank charges, if any, for this option shall be borne by respective parties for their respective banks.

In above three options, the invoice should be raised after considering the price adjustment, if any, based on Load Port analysis as stipulated under Clause No. 6.01.2. In case invoice is not raised correctly, the additional cost like Customs Duty / CVD / Clean Energy Cess / Edu. Cess / Stamp Duty and other levy etc. as incurred by the GNFC shall be debited / recovered from due payment. The basis of payment shall be as per Clause No.: 8.03 as may be applicable.

MM/IMP-COAL/CIF-IHC-2013/SMS Annex – IV (11/16) 8.01.1 SUBMISSION OF DOCUMENTS:

(a) FOREIGN EXCHANGE FLUCTUATION TO GNFC’S A/C. OR BIDDER’S A/C. AND PAYMENT IN INR. [Ref. Clause No. 8.01 (ii) & (iii)]

The following documents are to be submitted / presented within 21 days from date of B/L for release of CIF payment in time. Only Draught Survey report carried out at discharge port is to be handed over immediately upon full discharge of the vessel.

1. Two original and four copies of the Supplier’s Commercial invoice showing the

name of the carrying Vessel, date of Bill of Lading, the actual tonnage shipped and the total value of the shipment, calculated on the basis of the Certificate of Mass, and Certificate of Analysis and based on the applicable price adjustment as provided under Clause No. 6.01.3 (CIF price adjustment).

2. Three originals and four non-negotiable copies of “Clean on Board” Bills of lading

signed by the Master or Agent of the carrying vessel. 3. One original and four copies of the Certificate of Sampling and Analysis issued by

appointed Agency. 4. One original and four copies of the Certificate of Mass issued by appointed Agency. 5. Marine Insurance Policy covering all risks duly endorsed in favor of GNFC by

concerned insurance company. 6. One original and four copies of the Certificate of Origin issued and certified by

Chambers of Commerce / or any designated agency.

7. Load Port Draught Surveys Report in triplicate duly signed by appointed Agency. 8. Copy of Certificate of P & I Club or any equivalent International Agency along with

the details of vessel fixed. 9. Disport Draught Survey Report duly signed by approved agency. 10. Copy of Security Deposit Bank Guarantee submitted to GNFC.

(b) FOR FOREIGN EXCHANGE FLUCTUATION TO GNFC’S A/C. AND PAYMENT IN US$: [Ref. Clause No.: 8.01 (i)]

One set of non negotiable shipping documents as stated at Sr. No.: 1 to 8 [Clause No.

8.01.1 (a)] above is to be submitted within 21 days from date of Bill of Lading to release payment in time upon receipt of original documents by our Bankers. Only Disport Draught Survey Report duly signed by approved agency and copy of SDBG are to be submitted directly to GNFC by your Indian associate company.

MM/IMP-COAL/CIF-IHC-2013/SMS Annex – IV (12/16) 8.02 SPECIAL CONDITIONS:

(i) For the import of Non Coking Steam Coal in India, presently, import license is not required.

(ii) All documents to indicate goods shipped as per latest Exim Policy as may be declared

by Government of India from time to time and also indicate our importers code No. 0888000685 and Updated BIN: AAACG8372QFT001.

Non-compliance of the required documents in correct manner and in time may lead to delay in releasing payment. GNFC is in no way shall be responsible for such delay.

8.03 BASIS OF PAYMENT:

(a) IN CASE OF FOREIGN EXCHANGE FLUCTUATION IN GNFC'S A/C. & PAYMENT IN US$.

The Commercial Invoice shall be raised by the Supplier as per the rate in US$/MT mentioned under the Rate Schedule as per Price Adjustment Formula stated under Clause No.: 6.01.2 and GNFC would release payment on due date as per the detailed covered under payment Clause No.: 8.01 (i).

(b) IN CASE OF FOREIGN EXCHANGE FLUCTUATION IN GNFC'S A/C. OR BIDDER’S A/C. AND PAYMENT IN INDIAN RUPEES.

Invoice shall be raised by Supplier at the Rate/MT in Rupees mentioned under Rate

Schedule considering Price Adjustment Formula stated under Clause No.: 6.01.2 and GNFC would release payment on due date as per the detailed covered under payment Clause No.: 8.01 (ii) and 8.01 (iii) respectively.

(c) IN CASE SHIPMENT IS ARRANGED EARLY AT SUPPLIER'S INSTANCE, THE BASIS OF PAYMENT SHALL BE AS UNDER.

(i) The payment shall be released only on scheduled date as per terms of contract as

worked out on the basis of voyage time of 18 days in case of China, 14 days in case of Indonesia / South Africa, 21 days in case of Australia, 25 days in case of Russia and 35 days in case of Colombia. The mean date shall be considered for calculation purpose when range is specified viz. shipment is requested during 2nd ~ 4th week of April (8th ~28th April), then 17th April (i.e. mean of 8th ~ 28th) shall form a basis of calculation for arriving at likely B/L date for payment purpose.

(ii) Further, for such early shipment, dispatches from Port to GNFC plant shall be

strictly as per requirement of GNFC. GNFC do not undertake payment of any extra storage rent charges / expenditure etc.

MM/IMP-COAL/CIF-IHC-2013/SMS Annex – IV (13/16) 8.04 Balance 10% amount will be paid within 15 days by cheque upon receipt of cargo of the

vessel at GNFC site, Bharuch and after effecting recovery for quality variations, if any, w.r.t. Discharge Port analysis v/s. Load port analysis as stipulated under Clause No. 6.02.3 sub-clause nos. (1), (2), (3), (4) and (5). In case, GNFC opt for payment in US$, the recovery towards quality variations, if any, w.r.t. Disport analysis v/s. Load Port analysis as stipulated under Clause No.: 6.02.3 shall be made in US$ on the basis of the exchange rate at which 90% CIF payment made.

9.00 CERTIFICATE OF ORIGIN: Certificate of Origin to be submitted as issued by Chambers of Commerce of the Exporting

Country or any designated Agency.

10.00 ARRIVAL NOTICE AT DISCHARGE PORT: On completion of loading, Master to send sailing cable to the Charterer and Receivers with

ETA of vessel at discharge port, total cargo loaded as per Bill(s) of Lading, cargo stowage plan, and name of Inspection agency kept for Sampling and Analysis at load port. Also, Master to cable the Charterers and Receivers arrival notices on 10th/7th/5th/ 3rd/2nd/1st day prior to arrival of vessel at discharge port for the purpose of planning for Customs Duty payment and site preparation etc. Supplier shall inform Discharge details on daily basis to the Buyer after arrival of vessel.

11.00 ARBITRATION: All disputes, differences, claims and questions whatever may arise either during the

continuance of the Contract or afterwards between Supplier and Buyer touching the interpretation and/or the execution of any clauses of the Contract, or any act, deed or omission of any party or as to any other matter in any way relating to these clauses or rights, duties, obligations or liabilities of either party under this clause shall be referred to the Arbitration in accordance with the provisions of the Arbitration and Conciliation Act 1996 or any statutory modification or reenactment thereof in force at that time. The venue of such Arbitration proceedings shall be Bharuch, Gujarat state, India.

12.00 ASSIGNMENT: Supplier shall not assign the whole or any part of its obligations herein to any other party

directly or indirectly without the prior written consent of the Buyer.

13.00 CONFIDENTIALITY: In case of award of contract, it has to be kept strictly confidential by either party. Neither

Buyer nor Supplier will discuss or disclose any content of the Contract without seeking the permission of the other party.

MM/IMP-COAL/CIF-IHC-2013/SMS Annex – IV (14/16) 14.00 INSURANCE: 14.01 The Supplier shall arrange and pay for a marine and inland insurance cover for 115% of

the value of coal upto coal stockyard (from warehouse to warehouse – anywhere in India) for each shipment covering the risks under Institute Cargo Clause “A” including spontaneous combustion and the risks of war, strike, riots and civil commotion from the Loading Port upto the coal stockyard at GNFC Site, Bharuch (Gujarat-India) or 120 days from the date of loading of cargo at Load Port, whichever occurs first.

14.02 The insurance policy(ies) shall specify that claims, if any, will be submitted, admitted and

paid in US$ or in INRs depending upon the terms of the contract. The Buyer shall be shown as beneficiary while obtaining such insurance. The Insurance policy should allow the Buyer to make claim in India and all the claims and settlement of dues shall be the responsibility of the Supplier.

14.03 Complete details of the relevant ocean going vessel shall be provided in the Insurance

Policy. Supplier shall provide Insurance Policies to Buyer evidencing insurance actually arranged.

14.04 If any claim arises against Insurance Policy, the same shall be prepared by GNFC in

consultation with the Supplier and the claim shall be settled by Supplier with the Insurance Co. and the claim amount shall be made payable directly by Insurance Company to GNFC. Differential amount of loss suffered by GNFC compared to insurance claim shall be borne by the Supplier.

14.05 All required formalities in connection with Insurance claim including but not limited to the

surveys to be made at any place or any point of time, photograph to be taken, obtaining the Surveyor Certificate, any other formalities required for lodging the claim shall be in the scope of Supplier.

15.00 FORCE MAJEURE: Either party shall be relieved off its obligations and responsibilities under the contract, if

the performance of the contract is wholly or partially prevented and/or delayed by acts of God and causes such as fire, strikes, lockout, riots or civil commotion, epidemics, war, act of Government and shut down of GNFC plants.

Either party shall within 7 (Seven) days of occurrence shall give notice by Fax and followed by confirmatory letter to the other party of any Force Majeure event affecting its obligations and responsibilities under the contract, the other party shall be relieved to the extent made necessary by and during the continuance of Force Majeure. Deficiencies and failures due to Force Majeure shall be made up according to mutual agreement, however, contract period shall be extended for such duration. In case the Force Majeure condition persists for more than 12 months in such event the contract shall be revalidated at mutually agreed terms and conditions.

16.00 TERMINATION OF CONTRACT: GNFC reserve the right to terminate the contract, in any of the event like (a) any

problem/s related to quality / production or any other dispute/s and (b) change in Import policy of Government of India.

MM/IMP-COAL/CIF-IHC-2013/SMS Annex – IV (15/16) 17.00 DEFAULT / RISK PURCHASE: The Buyer may, without prejudice to any other remedy for breach of contract, by written

notice of default sent to the Supplier, terminate the contract in whole or in part.

(a) If the Supplier fails to deliver any or all of the goods within the time period(s) specified in the contract or any extension thereof granted by the Buyer and / or

(b) If the Supplier fails to perform any other obligation(s) under the contract.

In the event the Buyer terminates the contract in whole or in part, pursuant to above, the

Buyer may procure, upon such terms and in such manner as it deems appropriate, goods similar to those undelivered, and the Supplier shall be liable to the Buyer for all excess costs incurred for such similar goods. However, the Supplier shall continue performance of the contract to the extent not terminated.

18.00 All other terms and conditions, not covered to the extent above, shall be as per General

Conditions of Purchase (GCP) as Annexed at Y except for some of the clauses listed at Annexure-Z.

19.00 EXECUTION OF THE CONTRACT: Deviation (s) to any of the above Terms & Conditions is to be subject to only prior written

approval of GNFC in advance. 20.00 (a) Bidder also confirm / agree that;

The prices offered are based on the tender terms and conditions and offer is valid

for 45 days from the due date of tender.

The selection of offers with various options as mentioned above viz. FOB and CIF will be at GNFC's suitability and discretion.

EMD paid / Bid Guarantee submitted is liable to be forfeited in case of non

acceptance of order placed within validity of the offer. Bidder also confirms and agrees that in such event, GNFC reserve the right to procure such order quantity from alternate sources at Bidder’s risk & costs.

(b) QUALIFYING / ELIGIBILITY REQUIREMENT:

Bidder confirms having noted that for the purpose of qualifying Bidder for bulk procurement shall be only from such technically qualified Bidders with good past experience in International trade for supply of Non coking Imported Steam Coal of foreign origin/s to the tune of total 10 lacs MT during last 3 (three) years. Necessary documentary evidence like copies of Purchase Orders/Contract / Bill(s) of Lading/Entry, Test Certificates etc. from the customers to be attached in this support as specified in this Tender.

MM/IMP-COAL/CIF-IHC-2013/SMS Annex - IV (16/16)

(c) Bidder agrees that; (1) CIF rate in US$/MT will remain firm during contract period, if

the Price offered is with Foreign Exchange risk to GNFC’s account. Further, in this option, there will be two modes namely (i) payment in INR and (ii) payment in US$. GNFC shall opt for one mode out of these two modes at the time of concluding of contract. (2) Quoted CIF rate in US$/MT and Exchange rate (1 US$=Rs.) shall remain firm during contract period, if the Price offered is with Foreign Exchange risk to Bidder’s account and payment is to be made in INR/MT.

(3) All the payments in above options shall be direct and not through Letter of Credit.

(d) Bidder reconfirms that the acceptance to all terms and conditions including General

Conditions of Purchase (GCP as uploaded Ref.: Annexure- Y) as mentioned at clause no.: 18.00 above.

21.00 GENERAL: The award of contract is subject to Government of India’s Policies in force from time to

time regarding Import / Export of Coal in respective countries. Offers without EMD and incomplete details are likely to be rejected.

GNFC may at its own option decide to place order on one or more parties. Therefore, the

part order should be acceptable to the Bidder at the same quoted Rates and Terms and Conditions. Moreover, in the event of placement of part order, the distribution of shipments shall be solely at the discretion of the GNFC and the same shall be binding to the Bidders. All these shall not call for any price revision / cost whatsoever.

GNFC reserves the right to accept or reject any Offer or all the Offers without assigning any reasons thereof. GNFC also reserves the right not to order any quantity against this Tender, if the Rates received do not prove to be economical and beneficial to the overall interest of the Company. In such cases, the EMD will be refunded to the Bidders without any interest, thereon. GNFC’s decision in this regard shall be final and binding to all the Bidders.

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