RFP For DC DR Outsourcing PDF
RFP For DC DR Outsourcing PDF
RFP For DC DR Outsourcing PDF
FOR
Table of Contents
SECTION – I ................................................................................................................................. 5
1. INTRODUCTION ....................................................................................................................................... 5
2. OBJECTIVE ............................................................................................................................................... 5
3. EMPANELMENT ....................................................................................................................................... 5
SECTION – II ............................................................................................................................. 31
4. OPENING OF PRE QUALIFICATION CUM TECHNICAL BID & COMMERCIAL BID ................. 37
ANNEXURE – I .......................................................................................................................... 44
ANNEXURE – II ......................................................................................................................... 50
ANNEXURE – IV ....................................................................................................................... 58
ANNEXURE – V ......................................................................................................................... 61
ANNEXURE-VI .......................................................................................................................... 63
ANNEXURE-VII......................................................................................................................... 65
ANNEXURE-VIII ....................................................................................................................... 66
ANNEXURE - IX ........................................................................................................................ 73
AD Active Directory
AMC Annual Maintenance Contract
APT Advance Persistent Threat
BGP Border Gateway Protocol
BIW Business Information Warehouse
BOBJ Business Object
BOQ Bill of Quantities
CAPEX Capital expenditure
CCTV Closed-circuit television
DB Database
DC Data Center
DMS Document Management System
DR Disaster Recovery
EMD Earnest Money Deposit
EP Enterprise Portal
ERM Enterprise Risk Management
GIC Re General Insurance Corporation of India Reinsurer
HO Head Office
IDS Intrusion Detection System
INR Indian Rupees
IP Internet Protocol
IPS Intrusion Prevention System
IS-IS Intermediate System - Intermediate System
IT Information Technology
ITMG Information Technology Management Group
LUN Logical Unit Number
MPLS Multiprotocol Label Switching
NIC Network Interface Controller
NOC Network Operations Center
OEM Original Equipment Manufacturer
OPEX Operational expenditure
OS Operating System
OSPF Open Shortest Path First
PERT Project Evaluation and Review Technique
PI Process Integrator
PO Purchase Order
RFP Request for Proposal
RPO Recovery Point Objective
RTO Recovery Time Objective
SAN Storage Area Network
SB Selected Bidder
SLA Service Level Agreement
SOC Security Operations Center
SOW Scope of Work
SPLA Services Provider License Agreement
SPLA Service Provider License Agreement
SR Service Request
VMs Virtual Machines
VPN Virtual Private Network
vSAN Virtual SAN
WAF Web Application Firewall
WAN Wide Area Network
SECTION – I
OUTSOURCING OF DATA CENTER AND DISASTER RECOVERY SITE AND
SERVICES
1. INTRODUCTION
General Insurance Corporation of India (hereinafter referred to as “GIC Re”) is a professional
Reinsurer and provides comprehensive reinsurance services to all the direct property and
casualty insurers in Indian Market.
GIC Re also assumes reinsurance from foreign insurance companies. GIC Re of India has started
leading the reinsurance programs of several insurance companies in neighboring SAARC
Countries, South East Asia, Middle East and African continent. To offer its international clientele
an easy accessibility and efficient service, GIC Re has enhanced its global presence by opening
offices in London, Dubai and Malaysia and representative office in Russia.
2. OBJECTIVE
GIC Re is issuing this RFP document (hereinafter referred to as “the RFP” which expression
shall include all attachments and annexures hereto as well as all amendments, addendums,
modifications and alteration hereto) to service providers, (hereinafter referred to as “the Bidder”)
to enable them to participate in the competitive bidding for “Outsourcing of Data Center and
Disaster Recovery Site and Services”. The selected Bidder has to provide, manage and maintain
all necessary infrastructure components and services that would be necessary as per the defined
requirements of the RFP. The selected Bidder has to ensure that the desired objectives of GIC
Re IT infrastructure are fulfilled.
3. EMPANELMENT
Besides selection of a Bidder for providing for “Outsourcing of Data Center, and Disaster
Recovery Site and Services” for GIC Re, all Bidders who are shortlisted based on the
prequalification cum technical criteria in this exercise, will be added to the “Panel of approved
Firms/Vendors/Consultants for providing Data Center and Disaster Recovery solutions for GIC
Re” (hereinafter referred to as “the Panel”). The panel would be valid for a period not exceeding
five years. GIC Re may directly approach the empaneled firms/vendors/consultants for
Commercial Bids to carry out this or any other similar project should the need arise.
4. BROAD REQUIREMENTS
GIC Re’s Data Center (DC) and Disaster Recovery (DR) Site are presently hosted and managed
by an external Professional Service Provider. The DC is located at Mumbai and DR is located at
Chennai. The current infrastructure in DC is in CAPEX model (Co-location, Total cost of
ownership, traditional Data Center) while DR infrastructure is in OPEX model.
GIC Re is in requirement of OPEX model services for all of its computing requirements , security
requirements, and networking requirements for its Data Center (virtualized private cloud setup
for entire structure), and its DR site for the applications listed in the table below. The entire
private cloud setup for GIC Re would be in OPEX Model.
For executing this activity, GIC Re wants a solution that will migrate the existing applications
at the DC and DR to Private Cloud setups at new DC and DR sites to be identified by the bidder.
1. The proposed cloud solutions have to be hosted in an India-based facilities.
2. The selected bidder should provide at least 99.95% availability per month.
3. The proposed solution should connect to all of GIC Re’s domestic branches over MPLS
links.
4. The selected Bidder has to propose Internet and MPLS connectivity based on the
application landscape.
5. The cloud environment should include the option to connect over internet seamlessly for
inbound traffic from end-users. The estimated bandwidth sizing has been given in
Section I Sub - Clause 5.4.
6. The cloud environment should have adequate security in place. A detailed list of
requirements are mentioned in the Section I Sub - Clause 5.2 of this document.
7. The selected bidder should provide 24*7*365 support for the overall environment. The
support mechanism has to be confirmed by the selected bidder with response times.
8. The selected bidder should have full time CCTV surveillance at the proposed Data Center
where private cloud setup is installed.
9. The selected bidder should provide software VPN connectivity for selected GIC Re’s
users at their residences. The selected bidder should propose suitable hardware and
software for VPN connectivity at the DC and DR in the proposed solution. The details of
licensing & capacities provided are to be mentioned in the proposal from the selected
bidder. Currently, GIC Re’s foreign office locations at London, Dubai and Kuala-Lumpur
are connected through site-to-site VPN. The selected bidder should enable connection to
these locations by making necessary changes for the site-to-site VPN configuration as
required.
10. The selected bidder should provide the backup solution as per GIC Re’s backup policy
mentioned in the SOW (under Section I clause 5).
11. The selected bidder should appropriately size and propose the options of virtual machines
and bare metal servers as per information given by GIC Re (Current Sizing as per
Annexure IV). The Virtual environment should not be sized beyond 80% utilization of
physical Workload.
12. The selected bidder should provision processing/compute, memory, storage, network and
security devices and other fundamental computing resources including Operating system,
Databases and Hypervisors. SAP Licensing will be provisioned by GIC Re.
13. The selected bidder should ensure IPv6 compliance for the entire solution.
14. Managed Services should include providing up/down status reporting, malfunction
alarms/alerts, fault monitoring, incident management, patch management, performance
management, change management (including device configuration, backups, and log
reporting), escalation, and resolution; 24/7 network monitoring; and online portal-based
device/network availability performance reporting.
15. Implementation services should include provision of VMs, Bare metal physical servers
as applicable, configuration of network and security devices, OS installation, DB setup,
Hypervisor Installation.
16. Implementation services should also include setup of application, configuration and
licensing as per Annexure V.
17. The scope includes provision of OS licenses for all the Servers (Virtual and Bare metal),
Hypervisor licenses, OS support subscription from respective OEMs and DB licenses.
18. Applicable SLAs and Delivery timelines should be submitted along with the proposed
solution.
19. The proposal should have deployment and operation support including, but not limited
to, design, architecture, implementation and support of all the proposed components.
20. The selected bidder should provide compliance, scope of work and SLAs for Services.
The selected bidder would be solely responsible for implementation of applications, OS and
databases at DC &DR sites, as mentioned in Annexure V. The bidder should provide a complete
virtual environment and necessary infrastructure in OPEX model for the Primary (DC) as well as
DR site. The detailed scope of work is mentioned in clause 5 under section I of this RFP.
The selection of bidder would be based on technical parameters given in Annexure II.
Bidders are requested to read through carefully the entire RFP prior to responding to it.
4.1 Existing Technology Environment
The following is a description of GIC Re’s current technology environment considered to be
within scope of the RFP.
5. SCOPE OF WORK
GIC Re’s Data Center (DC) and Disaster Recovery (DR) Site are presently hosted and managed
by an external Service Provider at Mumbai and Chennai respectively. The detail scope of work is
given below.
5.1.General Services
a) The selected bidder should understand the current infrastructure and application landscape
and propose a DC and DR Transformation leveraging the existing investments in software.
b) The selected bidder shall migrate GIC Re’s complete setup from existing Service
Provider’s premises to their own DC and DR premises. All necessary installations and
configurations are to be done by the selected bidder and the bidder has to propose a solution
strategy to migrate within a specified downtime.
c) The selected bidder shall ensure minimum downtime while migrating from the existing
system. This should include migrating applications, databases and associated services. The
selected bidder should ensure quick and efficient migration. The service provider shall
submit a detailed migration plan before carrying out the migration job.
d) The selected bidder shall make available required resources for the successful completion
of the entire assignment within the quoted cost to GIC Re.
e) Selected bidder shall provide all IT equipment required at DC site in OPEX Model
(Virtualized Private Cloud approach). Existing hardware will be bought back by the bidder.
The list of servers offered for buy back is attached herewith (Annexure VI). The selected
bidder shall not use any of these bought back equipment and must provide new equipment
for complete setup. The selected bidder shall install and commission the infrastructure as
per the architecture at proposed hosted/cloud location.
f) The selected bidder shall create a virtual environment for entire GIC Re setup (Virtualized
Private cloud approach) for both DC & DR sites. The selected bidder shall enable automatic
scale-up and scale-down of services, automatic switch over/ failover between DC & DR,
shall ease infrastructure management, should be acquainted with the underlying hardware,
storage, network, operating system, and hypervisor and should support open platforms for
virtual machines.
g) The proposed virtualized dedicated private cloud setup is to have relevant back-end
provisioning/integration to the Bidder’s Public Cloud setup, other physical setup in
bidder’s environment as well so that Hybrid Cloud setup can be implemented in future if
required.
h) The selected bidder shall provide i) the details of the monitoring and management tools, ii)
solution for Helpdesk, iii)the manpower deployment details at NOC and SOC, iv)
escalation matrix to be adopted, v) the detailed BOQ for Network, Security, backup,
storage, and compute elements, vi) the WAN transformation plan and, vii) other required
details.
i) The selected bidder shall provide security solution services as mentioned under section 5.2
(point no. 5) including all hardware, software and storages as part of the solution. Firewalls
with UTM features at DC & DR Firewalls, log analysis solutions to be considered.
j) The selected Bidder’s Scope shall include the proposal for SAP Infra consolidation. SAP
Application Servers should be consolidated in such a way that all SAP clients
(Development, Quality, Production) will integrate/communicate (SAP Landscape) with
each other.
k) The selected bidder shall propose the DR site with applications listed in Annexure V. DR
site should be in a different seismic zone from the DC site. The selected bidder shall
propose the solution for DR Management, DR Drill Plans. DR Drill has to be conducted
once every quarter.
l) Procurement, Supply, Installation & Commissioning of all the components & sub
components including all necessary hardware & software as per the proposed solution will
be the selected bidder’s responsibility. The selected bidder has to ensure that the solution
shall work as desired and the bidder is also responsible to supply and install any other
components that is inadvertently missed out but required for the overall solution to work,
without adding any line item in the Bill of Materials.
m) Selected bidder’s overall responsibility shall be - to host, maintain, monitor and support
applications as per Annexure V and to operate hardware, network and security
requirements for GIC Re’s applications, hosted in their DC and DR sites. The selected
bidder is required to provide the detailed architectural diagram and other required diagrams
i.e. network diagram etc.
n) Selected bidder has to carryout hardening of OS (Operating System), patch management
activity and other configuration on OS, private cloud and its related software, etc., (which
is provided under this RFP) as per the requirement of GIC Re or VAPT (Vulnerability
Assessment & Penetration Testing)Observations / audit during the contract period as per
GIC Re’s requirement. Selected bidder has to undertake BIOS, OS, etc. upgrade wherever
the requirement is felt by GIC Re (during contract period). GIC Re conducts VAPT and
Information Security audit based on GIC Re’s audit policy. The selected bidder needs to
comply with the findings of the VAPT in terms of the hardware / OS / applications provided
under this RFP.
o) The selected bidder shall submit a detailed PERT (Project Evaluation and Review
Technique) chart, location-wise, within 15 days from the date of receiving the PO. The
selected bidder shall submit weekly reports on the progress of the project and also the status
as on the scheduled date and actual date of each activity detailing any deviation from
baseline PERT chart. The selected bidder shall take total responsibility for working out
macro and micro level details of the project plan and the requirements while responding to
this RFP.
p) Selected bidder has to wipe out all data from existing hardware at the current DC&DR
sites, after completing migration activity.
q) The selected bidder has to configure and setup the existing Video Conferencing equipment
at GIC Re offices (i.e. GIC Re HO & GIC Re Delhi Office).
5.2.Description of activities for DC and DR Services
The expected minimum scope of work is given in the table below. The selected bidder shall
add additional components as they feel are required to meet the requirements given in the
Service Level Agreement (Annexure IX).
Sr. Nature of Activity Description
No.
1. Installation and The selected bidder shall install and configure the
Commissioning of proposed infrastructure/software at identified locations.
required hardware, OS, The list of existing equipment as per Annexure VI are
DB etc. as per application those that need to be given in buyback to the selected
architecture at proposed bidder. These will be taken by the bidder from the
hosted location. existing sites at the bidder’s cost on as-is-where-is basis.
2. Software application The selected bidder shall provide and manage all
licenses System Software (OS), Database, hyper-converged
solution, hypervisor Licenses under OPEX/SPLA
Model.
Management and monitoring software along with
helpdesk will be provided by Selected Bidder.
GIC Re will take care of Application Licensing as
per Annexure V.
3. Installation & The selected bidder shall conduct the Installation/
configuration of re-installation and Configuration/ re-configuration
equipment to suit the of all equipment as part of SOW. Thus the Selected
requirements. Bidder is required to unpack, assemble/upgrade,
mount and boot the equipment and install the
necessary service packs, patches, and fixes to the
Operating System, set up and configure the
o Configuration Management
o Log monitoring and Management
5. Security Managed SOC Team
Services for DC and DR Firewall Management
WAF
ATP, APT of the Servers
SIEM services for entire network
DDoS services
Intrusion Detection system
Intrusion Prevention system
Prevention Mechanism against Ransom ware/
Zero-Day-Attacks
Anti-Virus Management
Website Content Filtering Solution
6. Backup and DR Data Protection of the DC& DR Environment
Disaster recovery site in a different seismic zone
Backup Report Notification Alert
7. Data Center Deploy existing software to a Private Cloud Model. The
Transformation to a Cloud Selected Bidder has to install and configure the
Model proposed infrastructure/software at their proposed DC
and DR.
8. Software application The selected bidder has to provide all System Software
licenses (OS), Database, hypervisor Licenses under OPEX/SPLA
Model. Oracle Licenses for SAP servers will be provided
by GIC Re.
(GIC Re will take care of Application Licensing as per
Annexure V)
9. Provisioning and Data The selected bidder shall provide infrastructure at
Copy/Migration DC and DR as per accepted timelines.
The selected bidder shall co-ordinate with
application teams to bring up the systems at DC and
DR.
The selected bidder shall co-ordinate with GIC Re’s
existing application support vendor for
inputs/configuration details for configuring the
equipment/application along with related documents
if required.
Post installation of equipment/application by the
selected bidder, GIC Re’s existing application
support vendor and GIC Re (and/or any third party
appointed by GIC Re for the purpose) will conduct
the acceptance test and verify the completeness and
compliances of the installation to the configuration
and relevant settings.
10. Installation and The selected bidder shall install and configure the
Commissioning of proposed infrastructure/software at proposed DC and DR
required hardware, OS, locations.
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General Insurance Corporation of India
12. Storage services Selected bidder shall provide storages (OPEX) for all
servers as per SOW.
13. Backup and Restore Selected bidder has to provide shared disk-based
Services backup services& flexibility to accommodate
variable data backup usage. The Selected bidder has
to specify a detailed plan of backup of server data.
This will include backup frequency, retention policy,
media storage policy, off-site backup policy, etc.
The selected bidder shall ensure that the solution
supports de-duplication at backup server/ host
level so that only changed blocks travel through
network to backup device.
The selected bidder shall make provision for
scheduled file system check to ensure data integrity.
The selected bidder shall perform restoration testing
biannually with the permission of GIC Re. The
selected bidder must ensure integrity of the data
returned during a restore by verifying the block data
read with a check sum of the data.
The selected bidder shall perform Tape
Backup/Tape-out to be done for long-term retention
of monthly full data backups only for Audit
compliance. Monthly Tapes to be provided &
handed-over to GIC Re personnel. The selected
bidder shall, at their own cost, provide and ship the
tape media to GIC Re HO on completion of such
tape-based backups. The disk based backup
appliance must have the feature to integrate with any
Tape Library LTO4/5/6/7.
The selected bidder shall ensure that the backup
solution supports 256 bit AES encryption for data at
rest and data-in-flight during replication. The backup
solution should also support retention lock feature
which ensures that no data is deleted accidently
The selected bidder must use a simple file system
structure that keeps track of the head of the log to
avoid overwriting older data and thereby reduce the
chances of data corruption.
14. Disaster Recovery Selected bidder shall set up the Disaster Recovery
Services site with all required equipment, on OPEX, based on
a Private Cloud approach.
Selected bidder shall configure and ensure
uninterrupted replication of Data between both the
sites. Monitoring tools for the entire DR Setup has to
be provided as well.
DR servers for applications as per Annexure V are
currently implemented at DR site at Chennai with an
external Service Provider. The successful bidder will
have to migrate the existing setup of all
applications& databases from our DR site to the new
environment. In addition to the above, any other
applications mentioned by GIC Re will have to be
implemented afresh at the DR site.
The selected bidder would be solely responsible for
implementation of all applications at DR site. All
costs including licenses for application, OS,
replication tools or databases if any shall be borne by
the selected bidder.
Design and document an efficient disaster recovery
solution in lines with the requirements of GIC Re and
as per the RTO of 1 Hour and RPO of 15 Minutes.
Automated switchover/ failover facilities (during DC
failure & DR Drills) to be provided and ensured by
selected bidder. The switchback mechanism shall
also be automated. The selected bidder shall also
provide a tool/ mechanism for GIC Re to trigger DR
switchover, for example a “one-click DR”.
Selected bidder has to study the existing application
and IT infrastructure setup at primary site and
suggest on hardware requirements at DR site that
would meet the overall RTO and RPO objectives of
applications in event of disaster.
Selected bidder shall provide all IT equipment
required at DR site in OPEX Model.
Selected bidder shall analyze &provide sizing of
bandwidth required for replication of data with
burstable limits. Minimum 10 Mbps replication
bandwidth is expected to be provided.
Selected bidder shall provide support for the
development and configuration of any additional
scripts for successful working of DR.
Selected bidder shall provide support for the
development of detailed activity plans for recovery
for all systems.
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General Insurance Corporation of India
16. DR Managed Services Provision for managed services for the entire DR
facility will be required. Selected bidder shall
provide continuous maintenance activities to support
the disaster recovery site. This includes (but not
restricted to):
o Conducting periodic DR drills (Twice per
annum) to demonstrate IT business continuity
through the DR site.
o Selected bidder should have proper escalation
procedure and emergency response in case of
failure/disaster at DC.
Software will have required security capabilities and will be able to ensure
resource pooling.
vi. The solution should also be able to restrict usage to control over-consumption or
under consumption of resources.
5.4.Network Connectivity Services
Network management services will be delivered for:
Location Bandwidth
From To Data Center DR -Site
GIC Re HO, Churchgate, Mumbai DC and DR 70 35
Oriental House, Mumbai DC and DR 30 15
ADOR House, Mumbai DC and DR 10 5
Delhi Liaison Office DC and DR 10 5
Kolkata Liaison Office DC and DR 10 5
Chennai Liaison office DC and DR 10 5
On these links, GIC Re needs a 60 Mbps Internet access which will be made available
through the DC, and also the DR (when required). The Internet requirement will "ride"
on this bandwidth.
Dedicated Point to Point Bandwidth for DC-DR data replication.
All the above mentioned bandwidth should be burstable/ scalable.
Provision, Configuration, Installation, Commissioning &Management of Routers &
Switches and essential equipment at all above mentioned locations.
Provision of Firewalls & VPN Services.
Management of all monitoring tools.
Network Administration and Management.
Incident and problem management.
The selected bidder may analyze and suggest the sizing of bandwidth and propose
accordingly with burstable limits.
The addresses of GIC Re’s Domestic Locations are provided in Annexure VII
Video Conferencing
Dedicated Internet Bandwidths of 10 Mbps and 2 Mbps is required for video
conferencing GIC Re HO and GIC Delhi Liaison Office. These links will work on a
network separate from GIC Re’s domain. Existing Infrastructure details:-
GIC Re HO
The selected bidder has to configure and setup the existing Video Conferencing
equipment at GIC Re offices (i.e. GIC Re HO & GIC Re Delhi Office)
SR by GIC
Re
Replication Creation of replication link Notify GIC Re Based on
management Replication checks between through alerts and
the Sites Email/Phone SR by GIC
Re
Site & Creating, removing and Notify GIC Re Based on
subnets Managing Sites & subnets through alerts and
Management Email/Phone SR by GIC
Re
Object creation, removal and Notify GIC Re Based on SR
Management modification of Users, through by GIC Re.
groups, and OU Email/Phone
Group Group policy creation, Notify GIC Re Based on SR
policy removal, modification through by GIC Re.
management (including password policy) Email/Phone
Event Configuring Event Viewer for Notify GIC Re Based on SR
management AD events through by GIC Re.
Review Event logs for errors Email/Phone
and warning
Enabling DC Audit logs
AD Backup System State Backup Notify GIC Re Based on SR
Management through by GIC Re.
Email/Phone
Restore Restore the deleted objects Notify GIC Re Based on SR
Management through by GIC Re.
Email/Phone
Domain Object, Schema management. Notify GIC Re Based on SR
controller through by GIC Re.
tasks Email/Phone
Domain Domain creation/removal Notify GIC Re Based on SR
Management through by GIC Re.
Email/Phone
o Scheduled job
monitoring
o CPU Threshold
o Memory Threshold
o Critical services
o Antivirus updates
o Ports
Daily Health Business readiness checks Notification Upon SR
checks o Critical processes reports from GIC
Re
Problem Monitor, record and resolve RCA for the Upon SR from
Management operating system problems Incident and GIC Re
Carry out comprehensive Problem
problem analysis and root Management by
cause reports Email based on
Start/stop services/process Request from GIC
and restart servers to Re
provide workarounds
File System *Creating NTFS or FAT32 Email Upon SR from
creation & file systems (For Windows confirmation on GIC Re
Management OS) SR
Copying existing file to new
file
File & Folder Giving access to files Provide access Upon SR from
Access Sharing level permissions to report based on SR GIC Re
Management local windows users
(Read/Write/Modify)
Service Selected Bidder will Notification will Upon SR from
Trend analyze the utilization of be sent to GIC Re GIC Re
Analysis resources in peak hours and if there is any
off peak hours. deviation from
standard usage.
Auditing Audit for Audit report with Upon SR from
o System security- recommendations GIC Re
password strength, users will be sent to GIC
permissions Re.
o Virus auto protection
o Windows service packs
o Unauthorized
application/services
OS Hardening the system to Notification will Upon SR from
Hardening reduce the vulnerability be sent GIC Re
surface.
Pro-active monitoring
of OS
Selected Bidder shall Swap memory tuning
ensure that the Physical memory
system resources are utilization monitoring
Performance
been effectively and CPU utilization On going
Monitoring
efficiently used so as monitoring
to meet the goals. Disk utilization
monitoring
Notification of alarms/
alerts to GIC Re
Monitor, record and
Selected Bidder will resolve operating
be responsible for system problems
managing the OS Carry out
related problems comprehensive problem
Problem On need
and main objective is analysis and root cause
Management basis
to prevent problems reports
and resulting Start/stop
incidents from services/process and
happenings work with OEM to
provide workarounds
Creation of
ext3,ext4,zfs,xfs file
systems
Selected Bidder shall Encryption and
manage the file Decryption of Files
system to a granular Extending and
File System level, starting from Reducing the Logical On going
Management creating a data store, Volumes.
retrieving from it
Fix disk space problems
and updating it.
by backing up (if
required) and deleting
files in concurrence
with GIC Re
Selected Bidder shall
define the access Giving access to files
File & Folder Upon SR
Access levels/ controls for Sharing permissions to from GIC
various users or users
Management Re
teams. (Read/Write/Modify)
6. TENDER DOCUMENT
Detailed RFP (non-transferable) covering eligibility requirements, technical specifications and
terms & conditions may be obtained by interested and eligible bidders by downloading from the
GIC Re website i.e. http://www.gicofindia.com, from 10.02.2017 to 20.03.2017.
7. IMPORTANT DATES
All queries/ request for clarification from bidders must reach us by e-mail or in person before
17:00 hours on March 02, 2017. Format for the queries/clarifications is provided in “Appendix-
II- Query Format”.
The representative of bidders attending the Pre-bid meeting must be authorized from the bidder
company.
Any Modification to the RFP, which may become necessary as a result of the pre-bid meeting,
shall be made by GIC Re exclusively through the issuance of an addendum and shall be published
only on GIC Re’s Website.
SECTION – II
INSTRUCTIONS / GUIDELINES TO BIDDERS
1. ALL TERMS & CONDITIONS
The bidders are advised to submit the bids strictly based on the terms and conditions and
specifications contained in the RFP including amendments, if any, issued by GIC Re prior to
submission of bids. The formats prescribed in the RFP should be scrupulously followed by the
bidders. Tender bids that do not comply with the terms and conditions of this RFP are liable for
rejection.
2. SUBMISSION OF BIDS
The bids should be submitted in one sealed envelope super scribed as:
OUTSOURCING OF DATA CENTER AND DISASTER RECOVERY SITE AND
SERVICES
Which should in turn contain two sealed envelopes super scribed as:
Earnest Money Deposit (EMD), Prequalification cum Technical Bid Envelope ‘A’
Commercial Bid Envelope ‘B’
Each page of the commercial bid has to be initialed by an authorized official along with the
company seal.
Envelope ‘A’
The Envelope ‘A’ should contain the documents listed below:-
Earnest Money Deposit (EMD):
EMD of ₹ 5,00,000/- (Rupees Five Lakh only)which should be deposited in the form
of Demand Draft/Pay Order (PO) from any commercial bank / Bank Transfer by
NEFT or RTGS into the account of "General Insurance Corporation of India" as
per details given below:-
Sr. No. Details of Bank Account of GIC Re.
1 Type of Account Current
2 Account Number 001020100010245
3 Name of the Bank Bank of India
4 Name of the Branch Churchgate, Mumbai
5 Address of Branch Eros Building, Churchgate, Mumbai – 400020
6 MICR Code No. 400013014
7 IFSC Code No. BKID0000010
The transaction slip for NEFT or RTGS should be accompanied with the bid.
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General Insurance Corporation of India
Storage hardware
Networking and security equipment.
iii. Availability and Uptime:
Provide detailed information for the following
Lead time for new machine requests
Break-Fix/replacement turn-around
Technology refresh
Internet connectivity and bandwidth availability
Network level availability
iv. Backup and Retrieval Services
Provide details of backup and Retrieval procedures.
v. Provisioning
Provide description of your provisioning process and capabilities with
specific emphasis on turnaround time.
Architecture
Submit descriptions of all supported architecture environment options (i.e.
shared virtual, shared application platform).
Please describe available connectivity options (i.e. Internet or private
connectivity).
vi. Security
Submit any documented and enforced security policies and practices. Please
describe how information confidentiality, integrity and availability of information
is maintained by these policies and practices.
vii. Value proposition
Bidder will also have to propose additional value propositions.
viii. “Green” Initiatives:
Please provide eco-friendly initiatives that your company has undertaken,
including the benefits you have achieved and any assessment of impact to the
environment.
Deviations, if any, from the configuration asked for, should be given separately. This
envelope should also contain the following:
I. Electronic version of the technical bid – in both print and electronic media
(In MS Word/Excel/Power Point/PDF/Scan)– should not contain any pricing
information whatsoever on the services offered.
II. Blank copy of Commercial Bid -Please include a copy of the Commercial
bid with the prices blanked out. This is to ensure consistency in the format
of submission of the commercial bid and preventing the inclusion of
additional terms or conditions by the bidders. Please do not show any pricing
information on this sheet.
III. Other supporting documents, if any
Training and Change Management
Training methodology
User documentation, System documentation
Note: The pages should be serially numbered with index and spirally bound or securely
fastened. Bids submitted as loose sheets will be rejected as non-compliant.
Envelope ‘B’
This envelope should contain duly filled Commercial Bid as per Annexure VIII, which shall
be on the letter head of the bidder’s company, duly signed by authorized official along with
the Company seal.
3. PLACE OF SUBMISSION
The bids as indicated above should be addressed to Information Technology Management
Group(ITMG) and should be deposited in the tender box kept at the following address:-
General Insurance Corporation of India,
Information Technology Management Group,
1st Floor, Suraksha, 170, J. Tata Road,
Churchgate, Mumbai – 400020
Contact No: +91-22-22867166 / 22867158
E-mail: itmg@gicofindia.com
Bids should be submitted on or before the time specified below. GIC Re will not be
responsible for delay of submission of the bids under any circumstances. GIC Re shall not be
responsible for delayed delivery or non-delivery of bids that are sent by post. If the last date
for submission of bids is declared a holiday by the authorities then the bid can be submitted
on the next working day before 03:00 P.M.
5.7. Envelope ‘B’ containing Commercial bid would be opened of only those bidders who have
been short-listed. The time and the date would be intimated to the shortlisted bidders at a
later date. The authorized representative should bring a letter on company’s letterhead
authorizing him to attend the Commercial bid opening.
5.8. The bidder with the lowest quote will be identified as the successful /selected bidder.
5.9. Any commercial bid incomplete in any respect or deviating from the specified format
would not be considered. If there is a discrepancy between the sum of line items and the
total price in the commercial bid, the sum of line items shall prevail and GIC Re shall
correct the total price.
5.10. If the bidder does not accept the correction of errors, his bid shall be rejected. This
procedure is subject to changes and the procedure adopted by GIC Re for opening the bids
shall be final and binding on all the bidders.
5.11. Any effort made by the bidder to influence GIC Re in the evaluation / contract award
decision, may result in the rejection of the bid. It is GIC Re’s intent to select the bid that
is most advantageous to GIC Re and each bid will be evaluated using the criteria and
process outlined herein.
6. EARNEST MONEY DEPOSIT (EMD)
1. The EMD should be paid through Demand Draft/Pay Order (PO) Bank Transfer by NEFT
or RTGS into the account of "General Insurance Corporation of India" as per details
provided at point no. 2 of Section – II.
2. Demand Draft/Pay Order should be accompanied with the bid in original. In case of bank
transfer by NEFT or RTGS, the transaction slip should be accompanied by the bid in
Envelope – A.
3. The EMD will not carry any interest.
7. FORFEITURE OF EMD
The EMD made by the bidder will be forfeited if the bidder –
1. Withdraws the bid after acceptance by GIC Re; or
2. Withdraws the bid before the expiry of the validity period of the bid; or
3. Violates any of the provisions of the terms and conditions of the RFP or
4. In case of a successful bidder, if the bidder fails to furnish the SLA, NDA, Indemnity
and/or PBG in accordance with terms and conditions of the RFP.
8. REFUND OF EMD
1. EMD is refundable to unsuccessful bidders after completion of tender process i.e. after
declaration of successful bidder of the tender process.
2. EMD of the successful bidder shall be refunded after furnishing SLA, NDA, Indemnity and
execution of PBG which would be 10% of the total commercial bid value of the successful
bidder.
9. REJECTION OF BIDS
The bid is liable to be rejected due to any of the following reasons:-
1. If it is received after the expiry of the due date and time.
2. If it is not received in sealed condition.
3. If the bid is conditional.
4. If it is not in conformity with the instructions mentioned herein.
5. If it is not properly signed by the bidder as required.
6. If it is incomplete including non-furnishing of the requisite documents.
7. Any billing linked to GIC Re’s assets and/or revenue will disqualify the bidder.
GIC Re reserves the right to reject the bid without assigning any reasons whatsoever and the
decision of GIC Re would be final and binding and no communication would be entertained
in this regard.
10. VALIDITY OF PRICES QUOTED IN BID
Bid prices should be valid for acceptance for a minimum period of 90 (ninety) days from the
date of bid opening prescribed by GIC Re. Bids with lesser validity period are liable for
rejection.
7. The bids containing erasures or alterations will not be considered. There should be no
hand-written material, corrections or alterations in the bids. Technical details must be
completely filled in. Correct technical information must be filled in. Filling up of the
information using terms such as “OK”, “Accepted”, “Noted”, “As given in
Brochure/Manual” ”negotiable”, ”to be discussed” is not acceptable. GIC Re may treat
such bids as not adhering to the RFP guidelines and as unacceptable.
GIC Re reserves the right to:
1. Accept / reject any or all of the bids submitted by a bidder, without assigning any
reasons thereof.
2. Add, modify, relax or waive any of the conditions stipulated in the bid whenever
deemed necessary.
15. AUTHENTICATION OF BID
The original and all copies of the bids and the accompanying documents shall be signed by a
person / persons duly authorized to bind the bidder to the contract. The person signing the
bid document shall initial all pages of the bids and the accompanying document, including
pages where entries or amendments have been made.
16. PRICE
1. Price quoted shall be in Indian Rupees.
2. The contract shall be awarded on Lump Sum (Firm, Fixed Price) basis. Bidders are
required to include cost of third party software or tools that may be required for meeting
the scope of work. The Bidders should quote only the base price. All applicable taxes/
Octroi will be paid as actuals. Octroi charges would be paid, wherever applicable and
would be reimbursed on production of actual documents.
3. There shall be no escalation in the prices once the prices are fixed and agreed by GIC Re
and the selected Bidder. But, any benefit arising out of any subsequent reduction in the
prices due to reduction in duty & taxes after the prices are fixed should be passed on to
GIC Re.
17. DELIVERY SCHEDULE
The stipulated delivery schedule is as follows: -
1. The successful bidder should complete the implementation and data migration for DC and
DR sites within 12 weeks of acceptance of the Purchase order.
GIC Re. These recommendations must be submitted via e-mail and be received by March 2,
2017.
GIC Re will make a good-faith effort to provide a written response to each question or request
for clarification. Written responses will be delivered via e-mail. All questions, answers, and
addenda will be shared with all Bidders.
The Bidders that desire to bid against this RFP, shall compulsorily sign an Integrity Pact with
the GIC Re to be monitored by the aforesaid authorities. The said Integrity Pact can be
downloaded from the following link –
http://gicofindia.com/index.php?option=com_phocadownload&view=catego
ry&download=45:integrity-pact&id=3:general-files&Itemid=460&lang=en
ANNEXURE – I
Pre-Qualification Criteria
The bidders must possess the requisite experience, strength and capabilities in providing the
services necessary to meet the requirements, as described in the RFP document. The bidder must
also possess the technical know-how and the financial wherewithal that would be required to
successfully provide managed hosting service and support services sought by GIC Re for the entire
period of the contract.
S.N. Criteria Documents to be provided
1 The bidder should be a company registered under the Certificate of Incorporation
Companies Act, 1956.
2 Bidder should be an established Data Center Services Work Orders confirming year
provider and should have been in the business for a and area of activity.
period exceeding three years as on 31.12.2016. Memorandum and Articles of
Association.
3 The bidder should have experience in providing Data Copy of work orders / client
Center services to at least 3 companies registered certificates.
under the Companies Act, 1956. Services offered to
the client should encompass among others:
DC Managed Hosting Services
Co-location;
Connectivity services;
DR implementation and managed Services;
4 The bidder’s Data Center should have at least 3 Copy of Purchase orders.
customers hosting SAP primary or DR landscapes
with the bidder.
5 The bidder must have ISO 20000 certification Valid copy of certification
6 The services offered by the bidder should have either Valid Certification
of valid BS 7799 / ISO 27001 certification
7 The bidder should have a positive net worth Copy of the audited annual
(measured as paid up capital plus reserves) in the last accounts of the company for last
completed financial year completed financial year.
8 The Bidder must have turnover of more than ` 50 Copy of the audited annual
Crores in at least one of the last three Financial Years accounts of the company
ending on 31.03.2016. showing turnover of the company
for last three years.
9 a) The bidder must have on its roll at least a) Certificate from bidder’s HR
50technically qualified professionals in Department for total number of
networking, system, systems integration, and Technically Qualified
prior experience in providing the Data Center professionals employed by the
Infrastructure maintenance services as on 31-12- company.
16.
b) At least three resources should be ITIL certified b) Name of the employees along
and three resources should be BS7799 / ISO with certified copies of the
27001 lead Auditor / Lead Implementer certified. certifications done, which are
c) The bidder should have capabilities and support ITIL/BS7799/ISO 27001 lead
to offer SAP Basis services. Auditor or Lead Implementer
d) At least 2 CDCP or equivalent, at least 5 PMP and Certifications, CDCP
at least one certified Business Continuity certification, Project
Professional (CBCP) & Business Continuity Management Professional
Certified Expert (BCCE) professionals should be Certification, BCP and BCCE.
available.
10 The bidder should not have been blacklisted by any Declaration in this regard by the
department or undertaking of the Government of authorized signatory on behalf of
India and the Government of Maharashtra. the bidder
11 Infrastructure at the Data Center should be in Declaration from the bidder that
compliance to industry renowned standards, as the DC is in compliance all the 3
highlighted below. standards.
a) TIA 942 standard (Telecommunications Industry
Association standard for Building, Network
Design & Cabling system),
b) ASHRAE (For Precision Air Conditioning).
c) IS1893:1984 for seismic protection
12 Ownership of Property (Primary Data Center and Premises / Property owner’s
Disaster site) details applicable for Primary
a) The premises where the Data Center& Disaster and Disaster Site.
Recovery center is located should be owned by
the bidder, OR DC & DR site should not be on Declaration from the bidder that
lease which expires within seven years from the the DC and DR site is
date of submission of bid. owned/leased with required
b) DC and DR sites offered should be Tier III or number of balance years by the
above Data Center compliant as per TIA 942. bidder and is in compliance to
Tier III plus standards.
13 The Service provider should be same for both DC and Complete address of proposal
DR site. Bidding by a consortium in this regard is not site to be provided. A self-
allowed. certified letter confirming the
same.
14 Location of the facility and setup (Primary Data Relevant and adequate details of
Center and Disaster Site) the Data Center location and DR
a) Primary Data Center setup location for Managed facility (Primary and Disaster
Hosting facility should be in Mumbai/ Navi Recovery Site) need to be
Mumbai only. provided.
b) Disaster Recovery Site should be in a different
seismic zone than the Data Center.
15 Perimeter Security (Primary Data Center and Disaster Relevant and adequate details of
Site) the Security arrangements at the
a) Dedicated Physical and logical security systems Data Center location and
will be the responsibility of the bidder and should Managed Hosting facility
be exclusive for the bidder’s Data Center setup (Primary and Disaster Recovery
premises and should not be shared by any other Site) need to be provided
occupants of the building/ premises.
Notes:
The documents as listed above should be of the same company and not of corporate group /
affiliated / associate company.
On request original documents should be produced failing which the tender would be liable for
rejection.
GIC Re reserves the right to independently verify the claims of the bidder.
ANNEXURE – II
vii. Appliance must have Redundant Hot Plug High Efficiency Power
Supply with N+1configuration.
viii. The solution shall provide the capability to define & change storage
policies on a per-VM basis
ix. The solution shall provide scale-up (by adding SSD/disks)and scale-
out (by adding nodes) architecture with no disruption to the
workloads already running on the platform
x. The solution should deliver zero data loss in case of disk, host or
network failure
xi. The solution should support checksum of data to ensure data integrity
to enable automatic detection and resolution of silent disk errors.
xii. The solution should be able to work on latest x86 server hardware
available from all the leading vendors in the industry and should not be
restricted to a particular vendor/ make/ model
xiii. The solution should support both hybrid and all flash configurations
and both should exist in the same cluster
xiv. The solution should have only SAS and SSD drives for hybrid
Configurations
xv. Remote management features, Appliance management software capable
of providing role-based security, alerts of critical component failure
along with power monitoring. It should also provide for controlling
Power, Fan management, Compute node initialization, Resource
discovery and inventory management, Resource alerts and monitoring
management, Compute node power management and diagnostics for
elements including I/O options and compute nodes.
xvi. The hyper-converged appliance should support VM based replication
xvii. The solution must support back up of all Virtual machines, so
that the same can be recovered in case of data loss, all licenses to enable
the same must be part of overall solution.
xviii. The hyper-converged appliance should support all the leading
hypervisors
xix. The current SAP applications have been sized to have a total load of
about 82,000 SAPS. Bidders are to assess that the above hardware
configuration will meet these requirements. If not, feedback may be
given during the pre-bid meeting.
2 Hypervisor Y/N
The Virtualization software (solution) should be based on hypervisor
i.
technology which sits directly on top of Hardware (Bare Metal).
The Solution should be able to run various operating systems like
ii. windows client, windows server, Linux (at least RedHat, SUSE,
Ubuntu, Debian, FreeBSD, Oracle Enterprise Linux and CentOS).
The solution should be able to run all of our requisite applications across
iii.
the VMs.
The Solution should have the capability for creating Virtual Machines
iv.
to provision new servers
The Solution should continuously monitor utilization across Virtual
Machines and should intelligently and dynamically allocate available
v.
resources among the Virtual Machines from the unified pool created by
aggregating the physical boxes
The Virtualized Machines should be able to boot from ISCSI (storage
vi.
array), FCoE (over Ethernet), FC SAN &vSAN
The Virtualized Infrastructure should be able to consume Storage across
vii. various protocols like DAS, NAS and SAN. It should support Thin
Provisioning (TP) as well.
The Solution should allow for taking snapshots of the Virtual Machines
viii.
to be able to revert back to an older state, if required
The Solution should cater for the fact that if one server fails all the
ix. resources running on that server shall be able to migrate to another set
of virtual servers
The Solution should provide patch management capabilities such that it
x. should be able to update patches on its own hypervisor and update
operating systems.
The Solution should provide the monitoring, prioritizing and reserving
capabilities for storage, processor, network, memory so as to ensure that
xi.
the most important Virtual Machines get adequate resources even in the
times of congestion.
The Solution should support Live Migration of a Virtual Machine from
xii.
one node to another
The Solution should deliver above listed Hypervisor capabilities using
xiii.
standard server infrastructure
The Solution should provide security on the hypervisor, as well as VMs.
xiv. It should provide the ability to apply security to virtual machines and
security policies that can follow the machines.
The Solution should provide policy-based configuration management to
xv. ensure compliance across all aspects of the datacenter infrastructure,
including virtual and physical resources.
The solution should have the ability to live migrate VM files from one
storage array to another without any VM downtime. Support this
xvi.
migration from one storage protocol to another (e.g. FC, ISCSI, NFS,
DAS, vSAN).
The solution should provide an integrated back-up solution as per
xvii.
defined backup policy.
The solution should provide a statefull distributed firewall such that the
firewalling for Virtual Machines can be provided closest to the
iv.
application within the server itself without traffic going to a Physical
Firewall. The same has to be completely managed by selected bidder.
The solution should provide embedded distributed firewalls and should
v. provide near line rate performance. The same has to be completely
managed by selected bidder.
The solution should provide industry-standard IPsec and SSLVPN
capabilities that enables securely extending the virtualized private cloud
setup. This Site-to-site VPN support should link GIC Re’s foreign
vi.
offices, and has to be managed by Selected bidder. The selected bidder
should provide software VPN connectivity for selected GIC Re’s users
at their residences.
The solution should provide distributed and dynamic routing (OSPF,
vii. BGP, ISIS) capabilities. Management of the same has to be done by
selected bidder.
The solution should have the ability for On-demand network creation
and can define routed, NAT or Private network profiles based on
viii.
application topology. Management will once again lie with selected
bidder.
The Solution should establish MPLS connectivity among all of GIC
Re’s domestic branches. VPN (site-to-site & IPsec) connectivity to be
provided for foreign branches. The Solution should also provide internet
ix.
connectivity which will “ride” on the MPLS bandwidth and it will also
be used for Video Conferencing system at GIC Re Ho and other
branches.
The Solution should allow configuring each Virtual Machine with one
x. or more virtual NICs. Each of those network interfaces can have its own
IP address and even its own MAC address
The Solution should allow for creating virtual switches that connect
xi.
virtual machines
The Solution should support configurations of 802.1q VLANs which
xii. are compatible with standard VLAN implementations from other
vendors
xiii. Solution should take advantage of NIC Teaming Capabilities
The Solution should deliver above listed all network capabilities using
xiv.
standard network infrastructure
The Solution should have the feature for moving Virtual Machines from
xv.
Primary site to the Secondary site.
6 Security Capabilities
The Solution should offer Automated and Approval based Upgrades for
i. Virtual and Physical Machines/Servers delivered through private cloud
infrastructure
The Solution should be able to provide existing Host Firewall protection
ii.
for the virtual machine.
The Solution must offer Identity, Authentication and Role based access
iii.
to Machines (Virtual or Physical), Application or Common Services
The Solution must offer Policy based administration by putting User
iv. Departments Machines (Virtual or Physical) in logical groups and apply
relevant policies.
The Solution should have the ability to not just enforce policies but also
v.
track and report non-conformance
The Solution should generate reports on non-conformance and
vi.
escalation for privileged access by unauthorized roles/ identities
The Solution should support VLAN isolation by supporting multiple
vii.
networks per resource pool
The Solution should support secure communication between cloud
viii.
framework and all target systems
The Solution must offer ability to Copy, convert, or migrate an image
ix.
(P2V, V2V, and V2P).
The Solution should provide Intrusion Detection System/ Intrusion
x.
Prevention System for GIC Re’s Virtualized Environment
The Solution should provide APT, WAF and SIEM services for GIC
xi.
Re’s virtualized environment
Future Expansion on Public Cloud:-
Qty. Parameters (Clock Availability on Public *Price
Speed/ IOPs, Cloud in vendors DC per unit
Resources memory size, etc.) premises
vCPU 1
Storage 1 TB
Others (as
Resources)
*Price is strictly for technical marking. This will not be considered for determining L1 bidder.
ANNEXURE – III
The TEC (Technical Evaluation Committee) shall evaluate and score the bids on the following
parameters. The bidders concerned are required to present their offering through any additional
documents that they deem fit.
No Parameter Description Max Score
1. Experience in DC Experience of the bidder in providing Data
services (Managed Center services including co-location services
Hosting and Co-location and managed hosting services to large clients.
20
Services) Specific experience in managing or hosting
mission critical applications or SAP
application landscape.
2. Data Center Size in terms of number of Data Centers, total
infrastructure sq. ft. of area, number of clients whose
10
applications are being hosted, Number of
years of operation in India etc.
3. Robustness of existing Robustness of the Data Center in terms of
Data Center and building management system, security
Disaster Recovery site operations center, network operations center,
infrastructure electrical room, raised flooring, power
backup, smoke detection, fire detection &
15
suppression, precision air-conditioning, false
ceiling, video surveillance systems, access
logs, dedicated security personnel, biometric
secured access to personnel and clients,
percentage uptime etc.
4. Public Cloud Facilities Ability to add to the Private cloud
and Pricing infrastructure, CPUs, storage, network
5
interconnects, etc. from the public cloud of the
Data Centre; the cost of these additions
5. Bill of material (BOM) Hardware, Software and services used for
provided for Complete private cloud 23
setup
6. Qualification and Consultants with specialized skills and access
competence of Key Staff. to particular technologies related to 15
assignment.
7. Project plan Proposed solution and Work Plan
Implementation Methodology, Additional 12
value propositions and Site Visit.
The minimum cut off is 75. Only bids awarded a score of 75 or more shall be treated as a
technically qualifying bid.
Information Technology Management Group Page 57 of 118
General Insurance Corporation of India
ANNEXURE – IV
DC Sizing:
DC (NM Vikhroli)
Application Server Count Sum of Cores Sum of Memory (GB) Storage
Active Directory 1 2 4
Backup 1 4 4
Citrix 1 0 0
DMS 2 14 28
Exchange 8 66 190
FTP 1 4 4
Joomla 1 2 4
Proxy 2 10 18 40 TB
Renova 1 2 2
eGavel 1 6 16
RMS 1 2 4
SAP 15 230 390
vCenter 1 4 8
ERM (IBM) Open pages 2 12 96
Grand Total 37 358 768
Server Details:
There are 19 Physical Servers and 21 Virtual Servers.
There are 15 SAP servers, all physical except 1 (BO Development is virtual).
There are 6 Exchange servers mostly are Virtual and only 2 are physical.
Overall Compute is coming to be 352 cores and 752 GB of RAM.
Storage Details:
HP (6300, 4400) storage size - 40 TB
Backup:
HP Tape library & CA Backup exec tool in DC for backup & restore (Daily incremental &
weekly full backup).
Network:
GIC Re is using Cisco switch (C2960), routers (1941) & Firewalls (5520)
Information Technology Management Group Page 58 of 118
General Insurance Corporation of India
OS & DB:
RHEL Linux & Windows (2003, 2008& 2012 Server Edition) Operating system
Oracle 10g/ 11g as the database & ODG for DR sync (SAP & DMS)
MS SQL (Renova App & RMS), MySQL (Website), DB2 (Open pages)
WAN/Links:
GIC Reis using links from TTML, TCL, Bharti Airtel, Tikona
Applications:
SAP(ECC, BIW, BO, EP, PI, SOLMAN), SAP router, E-thru/ E-thru2
Citrix, RMS, DMS (Omnidocs), File Server (Share & Management), Joomla (Website), AD,
Renova, eGavel, Reverse Proxy, Open pages& Life-Re
E-mail (Exchange 2010)
DR Sizing:
DR (NM Chennai)
Application Server Count Sum of Cores Sum of Memory (GB) Storage
AD 1 2 4
DMS 2 5 18
Exchange 4 20 40
Open Pages 1 6 48
Renova 1 2 2
20 TB
Reverse Proxy 1 4 16
SAP 4 128 128
Test 1 - -
vCenter 1 4 8
Grand Total 16 171 248
Server Details:
5 Physical Servers and 6 Virtual Servers.
4 SAP servers and all of them are physical.
4 Exchange servers 2 are Virtual and 2 are physical.
Overall Compute is coming to be 171 cores and 248 GB of RAM
Storage Details:
HP (6300) storage size - 20 TB
Backup:
Backup initiated only when DR is active.
Network:
Cisco switch (3750), HP (2810) routers (1941) & Firewalls (5520)
OS & DB:
RHEL Linux & Windows (2003, 2008& 2012 Server Edition) Operating system
Oracle 10g/11g as the database & ODG for sync (SAP & DMS)
Information Technology Management Group Page 59 of 118
General Insurance Corporation of India
WAN/Links:
Links from TCL, Bharti Airtel
Applications:
SAP (ECC, BIW, EP, PI)
DMS (Omnidocs), Open Pages, Renova, AD
E-mail (Exchange 2010)
GIC Re HO Sizing:
GIC Re Head Office
Application Server Count Sum of Cores Sum of Memory (GB)
Active Directory 2 4 8
McAfee 1 8 16
Startime Office (Biometric Solution) 1 4 4
IWVSA Trend Micro (Web Proxy) 1 4 4
Grand Total 5 20 32
Server Details:
5 Physical Servers.
Overall Compute is coming to be 20 cores and 32 GB of RAM
Network:
Cisco switch (3750), Cisco routers (1941)
OS & DB:
Windows (2003, 2008& 2012 Server Edition) Operating system
WAN/Links:
Links from TCL, TTML,Tikona
Applications:
AD, McAfee, Startime Office, IWVSA
The selected bidder should appropriately size and propose the sizing and structure of virtual
machines and bare metal servers as per the above information. The Virtual environment should
not be sized beyond 80% utilization of physical Workload.
ANNEXURE – V
Application Landscape
APP OS DB APP OS DB
1. SAP ECC, BIW, BO, RHEL 5.11 Oracle GIC Re SB SB GIC Re GIC Re GIC
10g/11g Re
SOLMAN, SAP Router, etc.
2. E-thru/ E-thru2 RHEL 5.11 Oracle GIC Re SB SB GIC Re GIC Re GIC
10g/11g Re
3. Citrix* Windows NA SB SB SB SB,GIC
Re
4. RMS Windows MS SQL GIC Re SB SB GIC Re SB SB
5. DMS- Omnidocs 7.0 RHEL 5.8 Oracle 10g GIC Re SB SB GIC Re SB SB
Wherever, the responsibility for Licenses is shown as ‘SB’, the Costs (including licenses for
application, databases, OS) shall be borne by the selected bidder (SPLA model).GIC Re reserves
the right to add any additional applications apart from the ones listed above.
The current set of applications that has to be set up at DC & DR, along with new requirements, is
listed below:
Sr.
Existing Application Technical Details Proposed Solution DC DR
No.
1 SAP ERP ECC 6 To be Virtualized √ √
Business Intelligence To be Virtualized
2 BI 7.0 √ √
(BI/ BW)
e-Thru Application SAP EP 7.0, SAP PI To be Virtualized
3 √ √
7.1,Reverse Proxy
4 SAP Router To be Virtualized √ X
5 Business Objects (BO) To be Virtualized √ X
6 SAP Solution Manager To be Virtualized √ X
Citrix Server (at DC Require Server
7 only, without Server 45 User licenses Licenses and has to √ √
Licenses) be virtualized
RMS – Risk Modeling To be Virtualized
8 Risklink 13.0 √ X
Solutions
Document Appl. Server JBOSS To be Virtualized
9 Management System - 4.0.2, DB server Oracle √ √
Newgen 10g, Omnidocs 7.0
E-mail Office 365
10 Microsoft Exchange √ √
Enterprise E3
11 Life Re Software Renova To be Virtualized √ √
Board Meeting To be Virtualized
12 Management software eGavel Board √ √
ANNEXURE-VI
Buyback Item List
Hardware Situated at GIC Re’s DC& DR (Vikhroli & Chennai)
Servers & Storages:
Model CPU Type Quantity Purchase
Year
Controllers- 2 nos.
HP EVA 4400 NA Storage FC Disk = 24X300 2010-11
GB
Controllers- 2 nos.
HP P6300 NA Storage FC Disk = 34X600 2014
GB
HP P6300 NA Storage 28 X 450 GB Disk 2013
Genuine Intel /
HP rx2660 Server 2 2008
Itanium 2 @1.4GHz
Genuine Intel /
HP rx3600 Server 2 2008
Itanium 2 @1.5GHz
Intel(R) Xeon(R) CPU
HP DL 380 G6 E5540 @2.53GHz Server 8 2010-11
Hardware Details
Model Type Quantity Purchased Year
HP Integrity RX 6600 Server 3 Aug-06
HP Proliant DL360 G5 Server 9
HP Integrity RX 2660 Server 1 Feb-07
HP Storage Storage 7 Feb-08
HP Storage HSV 300 Storage 2 Feb-08
HSV - 200 A Storage 2 Feb-08
HPV Storageworks 4/16 SAN Switch Switch 2 Feb-08
ASUS GIGA X2024 24 Port Port 1
CISCO PIX 515E Firewall Firewall 1
HP EVA4400 Storage 1 Feb-08
SAN Switch Switch 1 Feb-08
HP Procurve 1 Apr-06
Cyberoam cR351a 1
PDU 5
RAM 2 GB 4 Jan-08
HP storage Works 2 TB * 12 1 Feb-08
ANNEXURE-VII
6 Chennai Liaison 2nd Floor, South India Co-op. Building, 38, +91 044 2859 1069
Office Anna Salai, Chennai600002
ANNEXURE-VIII
Commercial Bid
DECLARATION FORM
I/We hereby solemnly declare that I/We have read and understood all the terms and conditions of
the RFP for “OUTSOURCING OF DATA CENTER AND DISASTER RECOVERY SITE
AND SERVICES”. I/We agree to provide the support and services mentioned in the clause 5
“SCOPE OF WORK” under Section - I of the RFP.
Also the price quoted by us in the commercial bid for the “SCOPE OF WORK” in clause 5 Section
– I of the RFP is base price on firm, fixed price basis.
To,
The Assistant General Manager (ITMG),
General Insurance Corporation of India,
1st Floor, Suraksha, J Tata Road, Churchgate,
Mumbai.
Total
Yearly
Sr. Cost Recurring
Description Qty. Recurring
No Component Charges
Charges
for 5 years
Server
1 Hardware for DR site 3
Nodes
2 Storage Storage for DR site 75 TB
Connectivity and Internet Cost for
Network
3 MPLS connectivity to all offices ,
services
DC
Hypervisor
4 and Hyper- Licenses for above hardware
converged
OS, DB, backup and associated
5 Services
infra manage services
Please specify any other details in
6 Others
one or more rows.
Sub Total (C)
D. Expansion Costs
*assumed that expansion will take place after 2 years of one node in the DC only. This is for
determining the L1 price only. The actual expansion will be as per requirement (including
possibly no expansion at all). Prices must be firm for 5 years and must allow for expansion as
much as is required and is possible. In case there are price reductions, new prices will be
mutually agreed upon.
F. Buyback Deduction:
Total buyback
1 As per mentioned in Annexure VI
Cost
Sub Total (F)
3. (C)
Recurring Charges for 1 Node Expansion and 10TB
Note: The bidder with the lowest quote i.e.L1 = [(Sum of A + B + C + D + E) – F] will be
identified as the successful bidder.
The price quoted by the bidder should be exclusive of all taxes, duties, levies, etc.. The Bidders
should quote only the base price. All applicable taxes/ Octroi will be paid as actuals. Octroi
charges would be paid, wherever applicable and would be reimbursed on production of actual
documents. GIC Re would be entitled to levy/ deduct tax on payments as applicable in India.
Each service engagement will be for a minimum of 5 years.
Please propose how GIC Re can take advantage of future price cuts for commodities such as
bandwidth, hard disks, storage and memory.
The format may be expanded to provide more detail in the categories specified, if needed. The
format includes specific expenditures, which may or may not be required or applicable but are
indicated to serve as examples.
I / We agree to keep this offer valid for 90 (Ninety) days from the Bid due date (last date of
submission of Bid) specified in the bid document. We shall also be agreeable to extent the
validity of the bid, if so desired by the GIC Re.
I / We agree and undertake to abide by all the terms and conditions of the bid document.
In witness thereof, I/We submit this bid under and in accordance with the terms of the bid
document.
Yours faithfully,
ANNEXURE - IX
Service Agreement
(To be typed on stamp paper worth ` 100/-)
This Service Agreement (“Agreement”) is made and entered into on this ___ day of ______ 2017
BY AND BETWEEN
General Insurance Corporation of India, having its registered office at Suraksha, 170, J. Tata Road,
Churchgate, Mumbai- 400020 (hereinafter referred to as "GIC Re"), which expression shall,
unless it be repugnant to the meaning and context thereof, include its successors, authorized agents,
representatives and permitted assigns of the one part.
AND
RECITALS
AND WHEREAS GIC Re has called for bids from eligible bidders pursuant to the RFP.
AND WHEREAS the Service Provider represents that it has the necessary resources and
experience for providing OUTSOURCING OF DATA CENTER AND DISASTER
RECOVERY SITE AND SERVICES and has submitted its Bid for providing the required
services in accordance with the terms and conditions set forth herein and in the RFP and any other
reasonable requirements of GIC Re communicated from time to time.
AND WHEREAS the Service Provider has submitted its technical and commercial bid during the
tendering process which has been considered as appropriate by GIC Re based on the documents
AND WHEREAS GIC Re has accepted the Bid of the Service Provider based on the documents
submitted by it under the tendering process and has issued Purchase order No.__________
Dated________.
Now in consideration of the promises and covenants contained in this Agreement, and other
good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, it
is hereby agreed to, by and between the parties as under:
1. Definitions:
1.1 “Confidential Information” will have the same definition as given in the Reciprocal Non-
Disclosure Agreement (NDA) entered into between GIC Re and the Service Provider.
1.2 “Agreement” means the Agreement entered into between GIC Re and the Service Provider
as recorded in this Agreement form signed by GIC Re and the Service Provider including
all attachments and annexes thereto, the RFP, the agreed terms as set out in the technical
and commercial bid, all documents incorporated by reference therein and amendments,
alterations and modifications done to any of the above from time to time;
1.3 “Document” means any embodiment of any text or image however recorded and includes
any data, text, images, sound, voice, codes and databases or microfilm or computer
generated microfilm.
1.4 “Effective Date” means the date on which this Agreement is signed and executed by the
Parties hereto. If this Agreement is executed in parts, then the date on which the last of such
parts is executed shall be construed to be the Effective Date;
1.5 “Intellectual Property Rights” means any patent or patent applications, copyright,
trademark, trade name, logo, sign symbol, business name, internet domain names, email
address names, design, trade secret, permit, service marks, brands, propriety information,
moral rights, knowledge, technology, licenses, databases, computer programs, software,
know how, rights in confidential information, rights in invention or other form of intellectual
property right, title, benefits or interest, whether registered or unregistered and including
any form of application for any of the foregoing which may already exist or may be created
anywhere in the world, whether arising before or after the execution of this Agreement and
the right to ownership and registration of these rights;
1.6 “Kick off Meeting” means a meeting convened by GIC Re to discuss and finalize the work
execution plan and procedures with the Service Provider.
1.7 “Service Provider’s team” means the employees of Service Provider, their authorized agents
and representatives or other personnel employed or engaged either directly or indirectly by
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General Insurance Corporation of India
1.8 “Negligence” means: any act or failure to act (whether sole, joint or concurrent) by a person
or entity which was intended to cause, or which was in reckless disregard of or wanton
indifference to, avoidable and harmful consequences which such person or entity knew, or
should have known or with reasonable diligence could have known to result from such act
or failure to act.
1.9 Notwithstanding the foregoing, negligence shall not include any action taken in good faith
for the safeguard of life or property,
1.10 “Willful Misconduct” means: “intentional disregard of good and prudent standards of
performance or proper conduct under this Agreement with knowledge that it is likely to
result in any injury to any person or persons or loss or damage of property.
1.11 “Parties” means GIC Re and the Service Provider and “Party” means either of the Parties;
1.12 “Service” means facilities/services to be provided as per the requirements specified in the
RFP and this Agreement and any other incidental services, such as supply, installation,
implementation, maintenance, provision of technical assistance and other such obligations
of the Service Provider covered under this Agreement;
1.13 “Service Specification” means and includes detailed descriptions, statements to technical
data, performance characteristics, and standards as applicable and as specified in this
Agreement or the RFP as well as those specifications relating to industry standards and
codes applicable to the performance of the work, work performance quality and the
specifications affecting the works or any additional specification required to be produced by
the Service Provider to meet the design criteria or completion of the project.
1.14 “The Contract Price” means the price payable to the Service Provider under this Agreement
for the full and proper performance of its contractual obligations on its part. The same shall
be exclusive of all applicable taxes.
1.15 “Bid” means the technical and commercial bid submitted by the Service Provider in
response to the RFP.
2. Interpretation
2.1 the clause headings are for convenient reference only and may not be used for
interpretation;
2.2 unless otherwise specified a reference to a clause number is a reference to all its sub-
clauses;
2.3 unless otherwise specified a reference to a clause or sub-clause is a reference to the clause
or sub-clause of this Agreement including any amendments or modifications to the same
from time to time;
2.4 a word in the singular includes the plural and a word in the plural includes the singular;
2.5 a word importing a gender includes any other gender;
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General Insurance Corporation of India
2.10 The rule of construction that the contract shall be interpreted against the Party responsible
for the drafting or preparation of the contract, shall not apply.
a. The expiration or termination of this Agreement shall not affect such of the provisions
of this Agreement as expressly provide that they will operate after any such expiration
or termination or which of necessity must continue to have effect after such expiration
or termination, notwithstanding that the clauses themselves do not expressly provide
for this.
3. Conditions Precedent
This Agreement is subject to the fulfillment of the following conditions precedent by the Service
Provider.
3.1 The Service Provider shall at his own expense deposit with GIC Re within 15 days from
the receipt of notification of award of the contract from GIC Re, an unconditional,
irrevocable and continuing Performance Bank Guarantee (hereinafter referred to as ‘PBG’)
from a nationalized bank acceptable to the GIC Re, payable on demand, for the due
performance and fulfillment of this Agreement.
The PBG shall be denominated in the currency of India, INR and shall be in the form of a
Bank Guarantee Bond.
The PBG shall be valid for a period of 60 days beyond the date of completion of all
contractual obligations including warranty obligations, renewable as may be stipulated by
GIC Re. The PBG amount shall be INR ________/- (10% of the total contract value).
All charges whatsoever such as premium, commission etc. with respect to the PBG shall
be borne by the Service Provider.
In the event of the Service Provider being unable to service this Agreement for whatever
reason, GIC Re would invoke the PBG. Notwithstanding and without prejudice to any
rights whatsoever of GIC Re under this Agreement, the proceeds of the PBG shall be
payable to it as compensation for any loss resulting from the Service Provider's failure to
complete its obligations under this Agreement.
3.2 The Service Provider shall obtain all statutory and other approvals required for the
performance of the Services under this Agreement
3.3 GIC Re reserves the right to waive any or all of the conditions specified in this clause in
writing and no such waiver shall affect or impair any right, power or remedy that GIC Re
may otherwise have.
3.4 The Service Provider has executed an Integrity Pact with GIC Re and the same is at
Annexure ____, which essentially envisages an agreement committing
Officials/Representatives of the Parties to the Agreement (covered in terms of the
threshold limit set by GIC Re) , not to exercise any corrupt influence on any aspect of the
Agreement.
3.5 The Service Provider shall furnish a Deed of Indemnity as prescribed in clause 14 of this
Agreement.
Documents and/or reports submitted by the Service Provider shall be verified as per
Standard Operating Procedure (hereinafter referred to as ‘SOP’) dated _______.
Notwithstanding anything contained anywhere in this Agreement, non-compliance as per
SOP norms will result in termination of the Agreement or imposition of appropriate
liquidated damages for any penalties imposed on / damages suffered by GIC Re, either
pecuniary or otherwise.
3.7 The Service Provider shall sign the NDA as annexed to the RFP.
The Service Provider hereby represents and warrants as of the date hereof, which representations
and warranties shall survive the term, expiration and termination hereof, the following:
4.1. That the Service Provider is a validly organized entity and has the requisite experience of
the technical know-how, the professional skills, the financial wherewithal for providing for
OUTSOURCING OF DATA CENTER AND DISASTER RECOVERY SITE AND
SERVICES, and has the ability, power and the authority that would be required to
successfully provide the Services sought by GIC Re for the purposes of this Agreement.
4.2. That the Service Provider is not involved in any litigation or legal proceedings, pending,
existing, and potential or threatened, that may have an impact of affecting or compromising
the performance or delivery of Services under this Agreement.
4.3. That the representations and warranties made by the Service Provider in the Bid or in this
Agreement are and shall continue to remain true and the Service Provider will fulfill all the
requirements as are necessary for executing the obligations and responsibilities as laid down
in this Agreement and the RFP and unless GIC Re specifies to the contrary, the Service
Provider shall be bound by all the terms of the RFP, the Bid and this Agreement throughout
the term of this Agreement.
4.4. That the Service Provider has the professional skills, personnel, resources and
authorizations that are necessary for providing all such services as are necessary to fulfill
the Services stipulated in the RFP, the Bid and this Agreement.
4.5. That there shall not be any privilege, claim or assertion made by a third party with respect
to right or interest in, ownership, mortgage or disposal of any asset, property, movable or
immovable as mentioned in any Intellectual Property Rights, licenses and permits.
4.6. That the Service Provider shall use only such assets of GIC Re as GIC Re may permit for
the sole purpose of execution of its obligations under the terms of this Agreement. The same
shall be used in a reasonable manner. The Service Provider shall however, have no claim
to any right, title, lien or other interest in any such property, and any possession of property
for any duration whatsoever shall not create any right in equity or otherwise, merely by fact
of such use or possession during or after the term hereof.
4.7. That the Service Provider shall procure all the necessary permissions, approvals and licenses
for use of various software and any copyrighted process/product free from all claims, titles,
interests and liens thereon and shall keep GIC Re indemnified in relation thereto.
4.8. That the Service Provider will ensure that execution of the Services and the Scope of work
herein are and shall be in accordance and in compliance with all applicable laws, including
laws applicable to it as the provider of information technology products and services
hereunder.
4.9. That neither the execution and delivery by the Service Provider of this Agreement nor the
Service Provider’s compliance with or performance of the terms and provisions of this
Agreement
i) will contravene any provision of any applicable law or any order, writ, injunction
or decree of any court or Governmental/Municipal/Local Authority binding on it;
or
ii) will conflict or be inconsistent with or result in any breach of any of the terms,
covenants, conditions or provisions of, or constitute a default under any contract,
or instrument to which the Service Provider is a party or by which it or any of its
property or assets is bound or to which it may be subject; or
iii) will violate any provision of the Memorandum and Articles of Association of the
Service Provider.
4.10. That the Service Provider undertakes and/or certifies, as the case may be that all
registrations, recordings, filings and notarizations of this Agreement and all payments of
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General Insurance Corporation of India
any tax or duty, including stamp duty, registration charges or similar amounts which are
required to be effected or made by the Service Provider which are necessary to ensure the
legality, validity, enforceability or admissibility in evidence of this Agreement shall be/
have been made.
4.11. That the Service Provider owns, has license to use or otherwise has the right to use, free of
any pending or threatened liens or other security or other interests all its Intellectual Property
Rights, which are required or desirable for performance of Service under this Agreement
and regarding the same the Service Provider does not, so far as the Service Provider is
aware, in carrying on its business and operations, infringe any Intellectual Property Rights
of any person. So far as the Service Provider is aware, none of the Intellectual Property
Rights, owned or enjoyed by the Service Provider or which the Service Provider is licensed
to use, which are material in the context of Service Provider’s business and operations for
the performance of this Agreement are being infringed nor, so far as the Service Provider is
aware, is there any infringement or threatened infringement of those Intellectual Property
Rights licensed or provided to the Service Provider by any person. All Intellectual Property
Rights (owned by the Service Provider or which the Service Provider is licensed to use)
required by the Service Provider for the performance of this Agreement are valid and
subsisting. All actions (including registration, payment of all registration and renewal fees)
required to maintain the same in full force and effect have been taken thereon and shall keep
GIC Re indemnified in relation thereto. Further, it is hereby clarified that no licenses or
rights (including licenses or rights under patents) are granted either directly, by implication
or otherwise by GIC Re. GIC Re shall retain ownership of its respective pre - existing
intellectual property rights including any customizations, enhancements, or modifications
thereto.
4.12. That time is the essence of this Agreement and hence the Service Provider shall at all times
maintain sufficient manpower, resources, and facilities, to provide the Services in a
business-like manner on a timely basis.
4.13. That the Service Provider’s security measures, confidentiality measures, policies and
procedures are up to date and fully equipped to protect and maintain the confidentiality of
the Confidential Information.
4.14. That in providing the Services or deliverables or materials, neither the Service Provider nor
the Service Provider’s Team, shall utilize information which may be considered confidential
information of, or proprietary to, any prior employer or any other person or entity;
4.15. That Services will be performed in a professional manner consistent with industry standards.
4.16. That all conditions precedent under this Contract have been satisfied.
5. Scope of work:
Scope of work of this AGREEMENT has been defined in the RFP, the Corrigendum’s /
Addendums/ Amendments issued with respect to such RFP, the Bid and this Agreement from
time to time.
This Agreement shall remain valid for a period of five (5) years from the effective date.
7. Reporting Progress
7.1 Service Provider shall monitor progress of all the activities specified in this Agreement and
submit free of cost “Monthly Progress Report” about various aspect of the work to GIC
Re. Extracts of the Monthly Progress Report to be termed, as “Executive Summary” shall
be submitted, along with Monthly Progress Report. The same shall be submitted in soft
copy as well. The periodicity of the Monthly Progress Report/Executive Summary is
subject to change by mutual agreement of both the Parties.
7.2 The Services to be provided by the Service Provider under this Agreement and the manner
and speed of execution and maintenance of the Services are to be conducted to the
satisfaction of GIC Re in accordance with this Agreement. Should the rate of progress of
the work, compliance to the requirements of the standards of service, or any part of the
Services at any time fall behind the stipulated time for completion or is found to be too
slow to ensure completion of the works on time or insufficient for satisfactory operation of
the project, GIC Re's shall so notify the Service Provider in writing.
7.3 The Service Provider shall reply to the written notice giving details of the measures it
proposes to take to expedite the progress so as to complete the work by the prescribed time
or to meet the standards of service required, as the case may be. The Service Provider shall
not be entitled to any additional payment for taking such steps. If at any time it should
appear to GIC Re that the actual progress of work does not conform to the approved
programme. the Service Provider shall produce at the request of GIC Re a revised
programme showing the modification to the approved programme necessary to ensure
completion of the work within the time for completion or steps initiated to ensure
compliance to the stipulated requirements.
7.4 In case during the implementation of this Agreement, the progress falls behind schedule or
does not meet the desired requirements, the Service Provider shall deploy extra manpower,
resources, infrastructure to make up the progress or to meet the requirements. Programme
for deployment of extra man power/ resources/ infrastructure will be submitted to GIC Re
for its review and approval. All time and cost effect in this respect shall be borne by the
Service Provider..
8.1 During the tenure of this Agreement nothing shall be done by the Service Provider in
contravention of any laws, Acts, rules and/ or regulations there under or any amendments
thereof and it shall keep GIC Re, indemnified in this regard for any violation or non-
compliance of the same.
8.2 The Service Provider and the Service Provider's Team shall not alter / change / replace any
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General Insurance Corporation of India
hardware component proprietary to GIC Re and / or under warranty or AMC of third party
without prior consent of GIC Re.
8.3 The Service Provider and the Service Provider's Team shall not without the prior written
consent of GIC Re install any hardware or software not purchased / owned by GIC Re.
9. Agreement Administration
9.1 Exercise all of the powers and functions of his/her Party under this Agreementand ensure
the proper administration and performance of the terms hereof, other than the power to
amend this Agreement; and
9.2 Bind his or her Party in relation to any matter arising out of or in connection with this
Agreement.
9.3 For the purpose of execution or performance of the obligations under this Agreement, GIC
Re’s Representative would act as an interface with the Representative of the Service
Provider. The Service Provider shall comply with any instructions that are given by GIC
Re’s Representative during the course of this Agreementin relation to the performance of
its obligations under the terms of this Agreement
9.4 A Committee comprising of representatives from GIC Re and the Service Provider shall
meet on a regular basis to discuss any issues / bottlenecks being encountered. The Service
Provider shall draw the minutes of these meetings and circulate to GIC Re.
10.1 GIC Re reserves the right to inspect, monitor and assess the
progress/performance/maintenance of the Services envisaged under this Agreement at
any time during the course of this Agreement. GIC Re may demand and upon such demand
being made, it shall be provided with any document, data, material or any other information
which it may require, to enable it to do the same.
10.2 GIC Re shall also have the right to conduct, either itself or through another Person as it
may deem fit, an audit to monitor the performance by the Service Provider of its
obligations/functions in accordance with the standards committed to or required by GIC
Re and the Service Provider undertakes to cooperate with and provide to GIC Re / another
Person appointed by GIC Re all documents and other details as may be required by them
for this purpose. Any deviations or contravention identified as a result of such
audit/assessment would need to be rectified by the Service Provider failing which GIC Re
may, without prejudice to any other rights that it may have issue a Notice of Default.
11.1 GIC Re’s Representative shall interface with the Service Provider, to provide the required
information, clarifications, and to resolve any issues as may arise during the execution of
this Agreement. GIC Re shall provide adequate co-operation in providing details, assisting
with coordinating and obtaining of approvals from various governmental agencies, in
cases, where the intervention of GIC Re is proper and necessary.
11.2 GIC Re shall ensure that timely approval is provided to the Service Provider, where deemed
necessary.
12.1 The Service Provider shall not carry and/or transmit any material, information, layouts,
diagrams, storage media or any other goods/material in physical or electronic form, which
are proprietary to or owned by GIC Re out of GIC Re’s premises and GIC Re’s Data Center
without prior written permission from GIC Re.
12.2 The Service Provider shall adhere to the Information Security Policy of GIC Re as amended
from time to time as attached herewith as Annexure____________. In case of any
ambiguity or conflict between the terms of this Agreement and the Information Security
Policy, the terms of the Information Security Policy shall prevail.
12.3 The Service Provider acknowledges that GIC Re’s business data and other proprietary
information or materials, whether developed by GIC Re or being used by it pursuant to a
license agreement with a third party (the foregoing collectively referred to herein as
“Proprietary Information”) are confidential and proprietary to GIC Re ; and the Service
Provider agrees to take utmost care to safeguard the Proprietary Information and to prevent
the unauthorized use or disclosure thereof, which care shall not be less than that used by
Service Provider to protect its own proprietary information. Service Provider recognizes
that the goodwill of GIC Re depends, among other things, upon Service Provider keeping
such Proprietary Information confidential and that unauthorized disclosure of the same by
Service Provider could damage reputation of GIC Re. Service Provider also recognizes that
by reason of Service Provider’s duties here under, it may come into possession of such
Proprietary Information, even though it does not take any direct part in or furnish the
services performed for the creation of said Proprietary Information and undertakes to limit
access thereto to employees with a need to such access to perform the services required by
this Agreement. Service Provider shall use such information only for the purpose of
performing the Services.
12.4 The Service Provider shall, upon termination of this Agreement for any reason, or upon
demand by GIC Re whichever is earlier, return any and all Proprietary Information
provided to Service Provider including any copies or reproductions, both hard copy and
electronic copy.
13. Insurance
13.1 The Service Provider shall, at his own expense, arrange appropriate comprehensive
insurance to cover all risks assumed by the Service Provider under this Agreementin
respect of its personnel deputed under this Agreement. GIC Re shall have no liability on
this account.
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13.2 The Service Provider shall take out at his own expense comprehensive insurance policies
against all risks of loss or damage caused to the equipment owned by GIC Re or acquired
for GIC Re.
14. Indemnity
The Service Provider shall execute and furnish to GIC Re a Deed of Indemnity (Annexure XI)
indemnifying GIC Re and holding it harmless from and against all costs, loss, damages, expense,
claims, on account of bodily injury, death or damage to property (including any intellectual
property claims) arising in favor of any person, corporation or other entity (including GIC Re and
any third party) or liabilities of any kind howsoever suffered, arising or incurred inter alia during
and after this Agreement period arising out of:
14.1 any negligence or wrongful act or omission or wilful misconduct by the Service Provider,
the Service Provider’s Team or any third party in connection with or incidental to this
Agreement; or
14.2 any breach of any of the terms of the Bid, the RFP and this Agreement by the Service
Provider, the Service Provider’s Team or any third party.
In addition to the above the Service Provider shall at all times indemnify and keep indemnified the
GIC Re against any and all claims by Employees, Workman, Contractors, sub-contractors,
suppliers, agent(s), employed engaged or otherwise working for the Service Provider, in respect
of wages, salaries, remuneration, compensation or the like.
All claims regarding indemnity shall survive the termination or expiry of this Agreement.
15. Confidentiality
Either Party shall not use Confidential Information, the name or the logo of the other Party except
for the purposes of this Agreement;
The obligations of the Parties in this respect shall be as per the NDA.
16.2 GIC Re reserves the right to grant any extension to the term above mentioned and shall
notify in writing to the Service Provider, at least 30 days before the expiration of the Term
hereof, whether it will grant the Service Provider an extension of the term. The decision to
grant or refuse the extension shall be at the discretion of GIC Re. In case no written
communication as aforesaid is received by Service Provider from GIC Re it shall mean
16.3 The Service Provider shall continue to perform all its obligations hereunder, until such
reasonable time beyond the Term of this Agreement within which, GIC Re shall either
appoint an alternative person/ entity/company or create its own infrastructure to operate
such Services as are provided for by the Service Provider under this Agreement.
17. Prices
Prices quoted/Contract Price shall be firm and shall not be subject to any upward revision on any
account whatsoever throughout the period of this Agreement, except where specifically provided
for it elsewhere in this Agreement.
18.1 The Service Provider agrees that the requirements given in the RFP, and this Agreement
are broad requirements and are in no way exhaustive and guaranteed by GIC Re.
18.2 It shall be the responsibility of the Service Provider to meet all the requirements of
technical criteria contained in the RFP or this Agreement and any upward revisions and /
or additions of quantities / specifications / sizes given in specifications etc. of the Bid
required to be made shall not constitute a Change Order and shall be carried out without a
change order and shall be carried out without any time and cost effect to GIC Re.
18.3 Any upward revision and/or additions consequent to errors, omissions, ambiguities,
discrepancies in the specification etc. of the Bid which the Service Provider had not brought
to GIC Re’s notice at the time of the Bid shall not constitute a Change Order and such
upward revisions and/or addition shall be carried out by Service Provider without any time
and cost effect to GIC Re.
18.5 Any changes required by GIC Re over and above the minimum requirements given in the
Scope of Work included in the RFP before giving its approval to detailed design for
complying with technical criteria and changes required to ensure systems compatibility and
reliability for safe (As per codes, standards and recommended practices referred in the RFP,
Bid) and trouble free operation shall not be construed to be change in the Scope of Work
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18.6 Any Change Order comprising an alteration which involves change in the cost of the works
(which sort of alteration is hereinafter called a “Variation”) shall be the subject of an
amendment to this Agreement by way of an increase or decrease in the Contract Price and
adjustment of the implementation schedule if any.
18.7 If there is a difference of opinion between the Service Provider and GIC Re Representative
whether a particular work or part of the work constitutes a Change Order or not, the matter
shall be handled in accordance with the procedures set forth in the next clause ‘Procedures
for Change Order’.
18.8 Within 14 working days of receiving the comments from GIC Re on the specification,
purchase requisitions and other documents submitted by the Service Provider for approval,
the Service Provider shall respond in writing, which item(s) of the comments is/are
potential changes(s) in the Scope of Work covered in this Agreement and shall advise a
date by which Change Order (if applicable) will be submitted to GIC Re.
19.1 During the implementation/maintenance or at any stage during the implementation of this
Agreement, if the Service Provider observes that any new requirement which (other than
that required for meeting the technical criteria) is not specific or intended by this
Agreement has been stipulated by GIC Re while approving the specifications, purchase
requisitions, other documents etc. it shall verbally discuss the matter with the
Representative of GIC Re which may be reduced to writing in note filings or minutes of
meeting.
19.2 In case such requirement arises from the side of the Service Provider, he would also
verbally discuss the matter with the GIC Re Representative giving reasons thereof which
may be reduced to writing in note filings or minutes of meeting.
19.3 In either of the two cases, the Representatives of the Parties shall discuss on the new
requirement for better understanding and shall mutually decide whether such requirement
constitutes a Change Order or not.
19.4 If it is mutually agreed that such requirement constitutes a Change Order then a joint
memorandum will be prepared and signed by the Service Provider and GIC Re to confirm
a Change Order and basic ideas of necessary agreed arrangement.
19.5 Upon completion of the study referred to above under clause 19.4, the results of this study
along with all relevant details including the estimated time and cost effect thereof with
supporting documents would be submitted to GIC Re to enable GIC Re to give a final
decision whether the Service Provider should proceed with the Change Order or not in the
best interest of the works. The estimated cost and time impact indicated by Service Provider
shall be considered as a ceiling limit and shall be provisionally considered for taking a
decision to implement Change Order. The time impact applicable to this Agreement shall
be mutually agreed, subsequently, on the basis of the detailed calculations supported by all
relevant back up documents. In case the Service Provider fails to submit all necessary
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19.6 If GIC Re accepts the implementation of the Change Order under Clause 19.5 above in
writing, which would be considered as Change Order, the Service Provider shall commence
to proceed with the relevant work stipulated in the Change Order pending final agreement
between the Parties with regard to adjustment of the Contract Price and implementation
schedule.
19.7 In case, mutual agreement as to whether new requirement constitutes the Change Order or
not, is not reached, then Service Provider in the interest of the works, shall take up the
implementation of the work, if advised in writing to do so by GIC Re Representative
pending settlement between the two parties to the effect whether such requirement
constitutes a Change Order or not as per the terms and conditions of this Agreement. The
time and cost effects in such a case shall be mutually verified and recorded. Should it
establish that the said work constitutes a Change Order; the same shall be compensated as
per the clause 19.8 given below.
19.8 The Service Provider shall submit necessary back up documents for the Change Order
showing the break-up of the various elements constituting the Change Order for GIC Re’s
review. If no agreement is reached between GIC Re and Service Provider within 60 days
after GIC Re's instructions in writing to carry out the change concerning the increase or
decrease in this Contract Price and all other matters described above, either Party may refer
the dispute to arbitration.
The Service Provider shall, if ordered in writing by GIC Re, temporarily suspend the works or any
part thereof for such a period and such time as ordered. The Service Provider shall not be entitled
to claim compensation for any loss or damage sustained by him by reason of temporary suspension
of the works as aforesaid. An extension of time for completion, corresponding with the delay
caused by any such suspension of the works as aforesaid shall be granted to the Service Provider,
if request for same is made provided that the suspension was not consequent to any default or
failure on the part of the Service Provider. In case the suspension of works, is not consequent to
any default or failure on the part of the Service Provider, and lasts for a period of more than 3
months, the Service Provider shall have the option to request GIC Re to terminate this Agreement
with mutual consent.
Unless terminated earlier, this Agreement shall terminate on the completion of term as specified
in clause 6 of this Agreement but only after the obligations mentioned in clause 28 “Consequences
of Termination” are fulfilled to the satisfaction of GIC Re.
The purpose of this clause is to clearly define the levels of service which shall be provided by the
Service Provider to GIC Re during the currency of this Agreement. This clause as specified below
is applicable to the Data Center and the Disaster Recovery site. However, the same shall be
measured independently for each location.
Definitions
For purposes of this clause, the definitions and terms as specified in the Agreement along with the
following terms shall have the meanings set forth below:
"Uptime" shall mean the time period for which the specified services / components with specified
technical and service standards are available to the GIC Re. Uptime, in percentage, of any
component (Non IT & IT) can be calculated as:
“Downtime” shall mean the time period for which the specified services / components with
specified technical and service standards are not available to the GIC Re and excludes the
scheduled outages planned in advance for the Data Center.
“Incident” refers to any event / abnormality / action in the functioning of the Data Center
equipment / specified services that may lead to disruption in normal operations of the services to
GIC Re.
“Helpdesk Support" shall mean the 24x7x365 centre which shall handle fault reporting, trouble
ticketing and related enquiries during the currency of the Agreement.
“Resolution Time” shall mean the time taken (after the incident has been reported at the
helpdesk), in resolving (diagnosing, troubleshooting and fixing) or escalating (to the second level
or to respective Vendors, getting the confirmatory details about the same from the Vendor and
conveying the same to the end user), the service related troubles during the first level escalation.
Severity Levels
Hosting Service shall be deemed unavailable if a Fault of Severity Levels “Critical” or Medium”
is identified by bidder.
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The Service Level metrics provided specifies performance parameters as baseline performance,
lower performance and breach. All Service Level calculations will be done on monthly basis. The
Agreement also specifies the penalties for lower performance and breach conditions.
Payment to the Service Provider is linked to the compliance with the Service Level metrics. The
matrix specifies three levels of performance, namely,
The Service Provider will get 100% of the Contract Price if the baseline performance
metrics are complied.
The Service Provider will get payment after deducting penalty at the rates specified below
in case of the lower performance.
If the performance of the Service Provider in respect of any parameter falls below the
prescribed lower performance limit and is not corrected within 48 hours shall be considered
as a breach of Agreement.
Service Provider will maintain the Hosting Service in Proper Operational Condition. The Hosting
Service should be backed by the following Service Availability Guarantee (hereafter "Hosting
Service Availability Guarantee").
Hosting Service will be considered unavailable if the fault reported to the Service Provider by GIC
Re / users of application or identified by Service Provider himself is of Severity Level “Critical”
or Severity Level “Medium” (“Hosting Service Unavailability”). Service Provider will calculate,
on a monthly basis, the time of Hosting Service Unavailability experienced by Hosting Service. A
month shall be deemed to begin at 12:00AM Greenwich Mean Time (“GMT”) on the first day of
a calendar month and end 12:00AM GMT on the first day of the next calendar month (“Month”).
At the end of a Month, Service Provider shall calculate the total amount of time the Hosting Service
was unavailable measured from the time when a fault of Severity Level “Critical” or “Medium”
was reported to the Service Provider or is identified by Service Provider, whichever first occurs,
until the time the fault is repaired and the Hosting Service restored (the “Hosting Service
Unavailability Time”). Such Hosting Service Unavailability Time shall be used to determine any
Service Unavailability credit that GIC Re shall be entitled to (“Hosting Service Unavailability
Credit”). The Hosting Service Unavailability Credit will be a percentage of the Monthly Recurring
Charge (“MRC”) for the Hosting Service as set forth in following table. The Hosting Service
Unavailability Credit will be calculated in totality for the Hosting Service.
The Service Provider shall provide GIC Re with an online report of the service unavailability &
downtime.
GIC Re shall also calculate penalty at the rates stated below and the net amount so calculated
during the months in a quarter shall be added together and the total amount shall be deducted from
the quarterly bill to be submitted by the Service Provider.
(a) For Severity Level “Critical”:
Sr. Duration of Service Unavailability (hours) Penalty Percentage
No.
1. 0 –3 No Credit
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2. Above 3 – 9 5% of MRC
3. Above 9 – 12 10% of MRC
4. Above 12 – 15 15% of MRC
5. Above 15 – 18 25% of MRC
6. For each subsequent 12-hour period thereafter up 5% of MRC in addition to the
to 48 hours from the time of logging of call above
7 Beyond 48 hours will be considered Breach of 100% of MRC
Agreement
Availability for IP Connectivity Services is defined by the average up time of all aggregated routers
and the availability to all users to access the IP Backbone network. This does not include local
access ports or scheduled maintenance windows unless they exceed the published time limit and
are user affecting. IP Connectivity Service is considered "Unavailable" if the foregoing IP
Connectivity Service Availability Guarantee is not met.
The Service Provider shall adhere to all requirements laid out in the RFP and this Agreement. In
the event of delayed delivery, installation i.e. delivery, installation after the expiry of the delivery
period (12 weeks) as agreed by the Parties, the Service Provider shall be liable to pay Liquidated
Damages at a percentage of the value of the one time charges stated in the Commercial Bid subject
to a maximum of 10% (ten percent) as detailed below:
For the purpose of this clause, part of the week is considered as a full week.
Any such Liquidated Damages when levied may be offset as against any pending payment/future
payment by GIC Re to the Service Provider. Alternatively, the Liquidated Damages shall be
deducted from the PBG submitted. The Service Provider shall replenish the PBG with the amount
equal to the Liquidated Damages levied in not later than 10 working days from the date of levy of
Liquidated Damages.
The maximum Liquidated Damages at any point of time and for any period should not exceed 25%
of PBG submitted by the Service Provider. If the liquidated damages exceeds this amount, GIC Re
reserves the right to terminate the Agreement by giving 15 days notice and or pursue other
remedies available under the Agreement. .
Any such recovery of Liquidated Damages shall not in any way relieve the Service Provider from
any of its obligations to complete the work or from any other obligations and liabilities under this
Agreement.
24.1 The Contract Price shall be equal to the amount specified in the Commercial Bid. Payments
will be released only on satisfactory acceptance of the deliverables for each task as per the
following schedule. The Service Provider should complete the implementation and data
migration for DC and DR sites within 12 weeks of placing the Purchase Order.
24.2 All Payments shall be made in Indian Rupees (INR) only and will be subject to provisions
of Clause 29 “Liquidated Damages”. Payment terms are as follows:
One time charges as per the Commercial Bid (Annexure VIII) would be paid on
completion of activities as per Scope of work.
Recurring charges would be paid at the end of each quarter.
24.3 GIC Re shall be entitled to make recoveries from the Service Provider's bill/ invoice, the
Performance Bank Guarantee, or from any other amount due to the Service Provider, of
the equivalent value of any payment made to it due to inadvertence, error, collusion,
misconstruction, misstatement or mistake.
24.4 Service Provider should consider all the costs required for successful implementation of
the Scope of Work as per the RFP and this Agreement. GIC Re will not be liable to pay
any extra cost, charges or out of pocket expenses.
24.5 Payment for the implementation of the Scope of Work as per the RFP and this Agreement
will be released after signoff for successful completion of the Scope of Work.
24.6 The Service Provider shall not in any case whatsoever link it’s billing to GIC Re's asset
and/or revenue base.
The failure on the part of the Service Provider to perform any of his obligations or comply with
any of the terms of this Agreement shall constitute an Event of Default on the part of the Service
Provider. The events of default as mentioned above may include inter-alia the following:
25.1 The Service Provider fails to perform any service as per any instruction or directive issued
by GIC Re which GIC Re deems proper and necessary to execute the Scope of Work under
this Agreement, or
25.2 The Service Provider fails to adhere to any of the terms of this Agreement, or if the Service
Provider falls short of matching such standards/targets as GIC Re may have designated
with respect to any task necessary for the execution of the Scope of Work under this
Agreement. The above mentioned failure on the part of the Service Provider may be in
terms of failure to adhere to timelines, specifications, requirements or any other criteria as
defined by GIC Re;
25.3 The Service Provider fails to remedy a failure to perform its obligations in accordance
with the specifications issued by GIC Re despite being served with a default notice which
lays down the specific deviance on the part of the Service Provider to comply with any
stipulations or standards as laid down by GIC Re ; or
25.4 The Service Provider fails to conform with any of the Service/Facility
Specifications/standards as set out in the Scope of Work of this Agreement or has failed to
adhere to any amended direction, modification or clarification as issued by GIC Re during
the term of this Agreement and which GIC Re deems proper and necessary for the
execution of the Scope of Work under this Agreement
25.5 The Service Provider fails to demonstrate or sustain any representation or warranty made
by it in this Agreement, with respect to any of the terms of its Bid, the RFP and this
Agreement
25.7 The Service Provider fails to comply with or is in breach or contravention of any applicable
laws.
25.8 Where there has been an occurrence of such defaults inter alia as stated above, GIC Re
shall issue a Notice of Default to the Service Provider, setting out specific defaults /
deviances / omissions and providing a notice of Sixty (60) days to enable the Service
Provider to remedy the default committed.
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25.9 Where despite the issuance of a default notice to the Service Provider by GIC Re the
Service Provider fails to remedy the default to the satisfaction of GIC Re, GIC Re may,
where it deems fit, issue to the Service Provider another default notice or proceed to adopt
such remedies as may be available to GIC Re.
Where an Event of Default subsists or remains uncured GIC Re /shall be entitled to:
26.1 impose any such obligations and conditions and issue any clarifications as may be
necessary to inter alia ensure smooth continuation of Services and the Service Provider
shall be obliged to comply with, which may include unilateral re-determination by GIC Re
of the consideration payable to the Service Provider hereunder. The Service Provider shall
in addition take all available steps to minimize loss resulting from such Event of Default.
26.2 GIC Re may, by a written notice of suspension to the Service Provider, suspend all
payments to the Service Provider under this Agreement, provided that such notice of
suspension:
(ii) shall request the Service Provider to remedy such failure within a specified period
from the date of receipt of such notice of suspension by the Service Provider
26.3 Where GIC Re deems necessary, it shall have the right to require replacement of any
member of the Service Provider’s Team / sub-contractors / vendors with another suitable
member. The Service Provider shall in such case forthwith find a suitable replacement for
such outgoing member /sub-contractors / vendors with another member /sub-contractors /
vendors to the satisfaction of GIC Re. Failure on the part of the Service Provider to find a
suitable replacement, shall amount to a breach of the terms hereof and GIC Re in addition
to all other rights, have the right to claim damages and recover from the Service Provider
all losses/ or other damages that may have resulted from such failure.
27. Termination
GIC Re may, terminate this Agreement in whole or in part by giving the Service Provider 30 days
prior and written notice indicating its intention to terminate this Agreement under the following
circumstances:
27.1 Where GIC Re is of the opinion that there has been such Event of Default on the part of
the Service Provider which would make it proper and necessary to terminate this
Agreement. This shall include failure on the part of the Service Provider to respect any of
its commitments with regard to any part of its obligations under commercial the l Bid, the
RFP or under this Agreement.
27.2 Where it comes to GIC Re’s notice that the Service Provider (or the Service Provider’s
Team) is in a position of conflict of interest with the interests of GIC Re in relation to any
of terms of the Service Provider’s Bid, RFP or this Agreement.
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27.3 Where the Service Provider’s ability to survive as an independent corporate entity is
threatened or is lost owing to any reason whatsoever, including inter-alia the filing of any
bankruptcy proceedings against the Service Provider, any failure by the Service Provider
to pay any of its dues to its creditors, the institution of any winding up proceedings against
the Service Provider or the happening of any such events that are adverse to the commercial
viability of the Service Provider. GIC Re reserves the right to take any steps as are
necessary to ensure the effective transition of the project to new vendor and to ensure
business continuity and the Service Provider shall co-operate for the same.
27.4 Termination for Insolvency: GIC Re may at any time terminate this Agreement by giving
written notice to the Service Provider, without compensation to the Service Provider, if the
Service Provider becomes bankrupt or otherwise insolvent, provided that such termination
will not prejudice or affect any right of action or remedy which has accrued or will accrue
thereafter to GIC Re.
27.5 Termination for Convenience: GIC Re may, by giving prior written notice sent to the
Service Provider at least 30 days in advance, terminate this Agreement, in whole or in part
at any time for its convenience. The notice of termination shall specify that termination is
for GIC Re convenience, the extent to which performance of work under this Agreement
is terminated, and the date upon which such termination becomes effective.
27.6 GIC Re may terminate this Agreement, by giving a written notice of termination of
minimum Thirty (30) days, to the Service Provider, if the Service Provider fails to comply
with any decision reached consequent upon arbitration proceedings pursuant to dispute
resolution clause hereunder.
27.7 GIC Re may terminate this Agreement, by giving a written notice of termination of Fifteen
(15) days in advance, to the Service Provider, if at any point of time and for any period the
Liquidated Damages exceed 25% of PBG submitted by the Service Provider.
The Service Provider may, subject to approval by GIC Re terminate this Agreement before the
expiry of its term by giving GIC Re a prior and written notice at least 30 days in advance indicating
its intention to terminate the Agreement.
28. Consequences of Termination
28.1 In the event of termination of this Agreement due to there being any Event of Default on
the part of the Service Provider, the Service Provider's services shall stand cancelled
effective from the date of termination of this Agreement. .
28.2 In the event of termination of this Agreement, GIC Re reserves its rights to call for new
bids or issue a Letter of Intent/ Notification of Award to the next best value bidder of this
tendering process.
28.3 In the event of termination of this Agreement due to any cause whatsoever, [whether
consequent to the stipulated Term of this Agreement or otherwise] GIC Re shall be entitled
to impose any such obligations and conditions and issue any clarifications as may be
necessary to ensure an efficient transition and effective business continuity of the project
which the Service Provider shall be obliged to comply with and take all available steps to
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minimize loss resulting from that termination/breach, and further allow and provide all
such assistance to GIC Re and/or the new vendor, as may be required, to take over the
obligations of the Service Provider in relation to the execution/continued execution of the
scope of this Agreement.
28.4 Where the termination of this Agreement is prior to its stipulated term on account of
Default on the part of the Service Provider or due to the fact that the survival of the Service
Provider as an independent corporate entity is threatened/has ceased, or for any other
reason, whatsoever, GIC Re through unilateral re-determination of the consideration
payable to the Service Provider shall pay the Service Provider for that part of the Services
which have been authorized by GIC Re and satisfactorily performed by the Service
Provider up to the date of termination.
Without prejudice to any other rights, GIC Re may retain such amounts from the payment
due and payable by GIC Re to the Service Provider as may be required to offset any losses
caused to GIC Re as a result of any act/omissions of the Service Provider. In case of any
loss or damage due to default on the part of the Service Provider in performing any of its
obligations with regard to executing the scope of work under this Agreement, the Service
Provider shall compensate GIC Re for any such loss, damages or other costs, incurred by
GIC Re.
Additionally, the Service Provider and the Service Provider's Team shall perform all their
obligations and responsibilities under this Agreement in an identical manner as were being
performed before the termination of Agreement with the Service Provider as described
above in order to execute an effective transition and to maintain business continuity. All
third parties shall continue to perform all/any functions as stipulated by GIC Re and as may
be proper and necessary to execute the Scope of Work under this Agreement in terms of
the Service Provider’s Bid, the RFP and this Agreement.
28.5 Nothing herein shall restrict the right of GIC Re to invoke the Performance Bank Guarantee
and other guarantees furnished hereunder, enforce the Deed of Indemnity and pursue such
other rights and/or remedies that may be available to GIC Re under law.
28.6 The termination hereof shall not affect any accrued right or liability of either Party nor
affect the operation of the provisions of this Agreement that are expressly or by implication
intended to come into or continue in force on or after such termination.
29.1 Where the Service Provider is a Public Sector Undertaking of the Government of India.
(i) In case of any dispute or difference arising out of or in connection with this
Agreement, including those relating to the existence, interpretation and application
of the provisions of this Agreement, such dispute or difference shall be referred by
either Party for Arbitration to the sole Arbitrator under the Permanent Machinery
of Arbitration (“PMA”) set up in the Department of Public Enterprises to be
nominated by the Secretary to the Government of India in-charge of the Department
of Public Enterprises.
(ii) The sole Arbitrator shall pass an Award within three months of the dispute being
referred to Arbitration. The Arbitration and Conciliation Act, 1996 shall not be
applicable to arbitration under this clause. The Award of the sole Arbitrator under
the PMA shall be binding upon both the Parties. Either Party may file an appeal
before the Law Secretary within the period as recorded by the Arbitrator in the
Award.
(iv) The Law Secretary, or as the case may be, Special Secretary/Additional Secretary,
after giving an Award on the appeal, will return the records of the case to the PMA.
The Arbitrator may also, if he/she thinks fit, make an interim Award. However,
there shall be no appeal to the Law Secretary against the interim Award and both
the Parties are to await the final Award by the Arbitrator.
29.2 Where the Service Provider is not a Public Sector Undertaking of the Government of India.
(i) In case of any dispute or difference arising out of or in connection with this
Agreement, including those relating to the existence, interpretation and application
of the provisions of this Agreement, the Parties shall first make efforts to settle the
dispute or difference amicably by mutual consultation.
(ii) In case the dispute or difference cannot be resolved in the manner stated above, such
dispute or difference shall be referred to and resolved by arbitration. The arbitration
proceedings shall be conducted in accordance with the Arbitration and Conciliation
Act, 1996 or any enactment, modification or re-enactment in force at the relevant
time.
(iii) The seat and venue of arbitration shall be Mumbai, India. The arbitration
proceedings shall be conducted in English language and the laws applicable to the
arbitration shall be the laws of India.
The award of the arbitral tribunal shall be final and binding on the Parties.
29.3 It is a condition precedent to any right of action or suit upon this Agreement that an arbitral
award shall be first obtained.
29.4 In the event that these arbitration provisions shall be held to be invalid then all such disputes
or differences shall be referred to the exclusive jurisdiction of the courts at Mumbai.
Notwithstanding the fact that settlement of dispute(s) (if any) under arbitration may be
pending, the parties hereto shall continue to be governed by and perform the work in
accordance with the provisions of this Agreement to ensure continuity of operations.
Except in case of negligence or willful misconduct on the part of the Service Provider or on the
part of any Person acting on behalf of the Service Provider in carrying out the Services, the Service
Provider, with respect to damage caused by the Service Provider to GIC Re’s property, shall not
be liable to GIC Re for any indirect or consequential loss or damage; and shall not be liable to GIC
Re for any direct loss or damage that exceeds (A) the total payments payable under this Agreement
to the Service Provider, or (B) the proceeds the Service Provider may be entitled to receive from
any insurance maintained by the Service Provider to cover such a liability, whichever of (A) or
(B) is higher.
This limitation of liability shall not affect the Service Provider’s liability, if any, for damages to
third parties caused by the Service Provider or any Person acting on behalf of the Service Provider
in carrying out the Services.
Nothing in these terms shall exclude or limit the liability of the Service Provider in the case of: (a)
death or personal injury resulting from the Service Provider’s or Service Provider’s Team’s
negligence; (b) wilful misconduct; (c) fraud; (d) breach of confidentiality provisions (e)
indemnification provisions in this Agreement (f) or other liability to the extent that the same may
not be excluded or limited as a matter of law.”
The Service Provider shall disclose to GIC Re in writing, all actual and potential conflicts of
interest that exist, arise or may arise (either for the Service Provider or the Service Provider’s
Team) in the course of performing the Services as soon as practical after it becomes aware of that
conflict.
32. Severance
In the event any provision of this Agreement is held to be invalid or unenforceable by a court of
competent jurisdiction, then the remaining provisions of this Agreement will nevertheless remain
in full force and effect. The Parties agree to negotiate in good faith a substitute, valid and
enforceable provision which most nearly effects the Parties' intent in entering into this Agreement.
The Agreement shall be written in English language. All correspondence and other documents
pertaining to this Agreement that are exchanged by the Parties shall be written in English language
only.
34. Publicity
The Service Provider agrees not to advertise, publish or disclose the existence or terms of this
Agreement or that it has contracted to furnish the services described in this Agreement, without
the prior written consent of GIC Re. In particular, the Service Provider shall not make or permit to
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be made a public announcement or media release about any aspect of this Agreement unless GIC
Re first gives the Service Provider its written consent.
35.1 The failure or occurrence of a delay in performance of any of the obligations of either Party
shall constitute a Force Majeure event only where such failure or delay could not have
reasonably been foreseen, or where despite the presence of adequate and stipulated
safeguards the failure to perform obligations has occurred. This would include natural and
unavoidable catastrophes that interrupt the expected course of events which events may
include, but are not restricted to, instances of wars or revolutions, fires, floods, epidemics,
quarantine restrictions, freight embargoes and any event or circumstance of a nature
analogous to any of the foregoing which would have an impact on GIC Re. In such an
event, the affected Party shall inform the other Party in writing within five days of the
occurrence of such event. GIC Re will make the payments due for Services rendered till
the occurrence of Force Majeure. However, any failure or lapse on the part of the Service
Provider in performing any obligation as is necessary and proper, to negate the damage due
to projected Force Majeure events or to mitigate the damage that may be caused due to the
abovementioned events or the failure to provide adequate disaster management/recovery
or any failure in setting up a contingency mechanism would not constitute Force Majeure,
as set out above.
35.2 Force Majeure shall not include any events caused due to acts/omissions of any Party or
result from a breach/contravention of any of the terms of the RFP and this Agreement. It
shall also not include any default on the part of a Party due to its negligence or failure to
implement the stipulated/proposed precautions, as were required to be taken under this
Agreement.
35.3 In case of a Force Majeure, all Parties will endeavor to agree on an alternate mode of
performance in order to ensure the continuity of service and implementation of the
obligations of a Party under this Agreement and to minimize any adverse consequences of
Force Majeure.
36.1 Nothing in this Agreement constitutes any fiduciary relationship between GIC Re and
Service Provider / Service Provider’s Team or any relationship of employer-employee,
principal and agent, or partnership or joint ventures, between GIC Re and the Service
Provider.
36.2 No Party has any authority to bind the other Party in any manner whatsoever except as
agreed under the terms of this Agreement.
36.3 GIC Re has no obligations to the Service Provider or the Service Provider’s Team except
as agreed under the terms of this Agreement.
37. No Assignment
The Service Provider shall not transfer any interest, right, benefit or obligation under this
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Agreement without the prior written consent of GIC Re and any purported attempt to do so shall
be deemed void.
38. Sub-contracting
In case sub-contracting is required, the Service Provider shall seek prior written permission and
submit the list of sub – contractors to GIC Re for its approval in writing in sufficient time so as
not to impede the progress of work.
Such approval by GIC Re of a sub – contractor(s) shall not relieve the Service Provider from any
of its obligations, duties, or responsibilities under this Agreement and the Service Provider shall
be liable to GIC Re for all of the Services under this Agreement, including Services performed by
any Such Sub-Contractor. To the fullest extent possible under applicable law, the Service Provider
shall be liable to GIC Re for the acts, omissions, negligence, fraud, bad faith or breach of any sub-
contractor in connection with this Agreement.
Any Such sub-contractor shall remain liable to GIC Re and GIC Re may bring any Claim in any
way in respect of or in connection with this Agreement against any such sub-contractor.
The terms and conditions laid down in the RFP shall be read in consonance with and form an
integral part of this Agreement and shall together constitute the entire contract. This Agreement
supersedes any prior contracts/ agreements, understanding or representation of the Parties on the
subject matter.
The courts of India at Mumbai have exclusive jurisdiction to determine any proceeding in relation
to this Agreement.
The Service Provider shall comply with the laws in force in India in the course of performing this
Agreement.
43. Notices
A “notice” means;
i. a notice; or
ii. other communication required to be in writing under this Agreement.
All notices, requests or consents, permissions, approvals or other communications provided for or
permitted to be given under this Agreement shall be in writing and shall be deemed effectively
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given when personally delivered or mailed by pre-paid certified / registered mail, return receipt
requested, addressed as follows and shall be deemed received two days after mailing or on the date
of delivery if personally delivered to:
To Service Provider at :
<Address>
<Phone:>
<Fax:>
Any Party may change the address to which Notices are to be directed to it by Notice to the
other Party in the manner specified above. A Notice served on a Representative as per Clause
9 “Agreement Administration” is taken to be notice to that Representative’s Party.
44. Waiver
44.1 Any waiver of any provision of this Agreement is ineffective unless it is in writing and
signed by the Party waiving its rights.
44.2 A waiver by either Party in respect of a breach of a provision of this Agreement by the
other Party is not a waiver in respect of any other breach of that or any other provision.
44.3 The failure of either Party to enforce at any time any of the provisions of this Agreement
shall not be interpreted as a waiver of such provision.
45. Modification
Any modification of this Agreement shall be in writing and signed by an authorized representative
of each Party and annexed to the Agreement as addendum.
46. Co-operation
Each Party to this Agreement agrees to execute and deliver all documents and to perform all further
acts and to make any and all further steps that may be reasonably necessary to carry out the
provisions of this Agreement and transactions contemplated thereby.
47. Survival
Notwithstanding any expiration or termination of this Agreement, the provisions of this Agreement
that are either by express language meant to survive or impliedly meant to survive, shall survive
such expiration or termination.
Nothing in this Agreement shall be construed to preclude GIC Re from independently developing
or acquiring expertise which may perform the same or similar functions as those provided by the
Service Provider under the RFP and this Agreement.
During the term of this Agreement, both Parties will identify all enhancements and modifications
(improvements) to the OUTSOURCING OF DATA CENTER AND DISASTER RECOVERY
SITE AND SERVICES which improve the competitive advantage of the GIC Re. Any such
identifications shall be the sole property of GIC Re.
IN WITNESS WHEREOF, the Parties have caused this Agreement to be duly executed as of the
day and year first written above.
For and on behalf of “General Insurance Corporation of India”:
By:
Name:
Title:
Date:
In presence of (Witnesses)
(i)
(ii)
___________________________
By:
Name:
Title:
Date:
In presence of (Witnesses)
(i)
(ii)
ANNEXURE-X
Non-Disclosure Agreement
Hereafter referred to individually as a “Party” and collectively as the “Parties”. For purposes of
this Agreement, the party receiving Confidential Information (as defined herein below), shall be
referred to as the “Receiving Party” and the party providing the Confidential Information shall
be referred to as the “Disclosing Party”.
WHEREAS, the Service Provider is inter alia engaged in the business of provision of various
information technology services, consultancy and outsourcing services worldwide.
AND WHERAS, GIC Re is engaged in the business inter alia, of Reinsurance and Risk
Management related activities.
AND WHEREAS the Service Provider and GIC Re are in the process of entering into a detailed
agreement for the purpose of appointment of the Service Provider for provision of services
identified in Scope of work mentioned in Clause 5 under Section I of GIC Re’s Request for
Proposal (“RFP”) dated __________ (“Purpose”).
AND WHEREAS to facilitate the Purpose certain Confidential Information (as defined below)
will be required to be shared between the Parties.
AND WHEREAS, The parties wish to protect the Confidential Information (as defined herein
below) from any unauthorized use or disclosure in accordance with the terms and conditions of
this Agreement
and includes but is not limited to, the following types of information and other information of a
similar nature (whether or not reduced to writing): discoveries; inventions; concepts; software in
various stages of development; designs; drawings; flowcharts; specifications; techniques; models;
data; database; source code; object code; documentation; methods; processes; policies; procedures;
information related to processes; technologies or theory; know-how; marketing techniques and
materials; marketing and development plans; business plans; strategic plans; development tools;
reports; business records; project records; projections; performance results related to past, present
or future business activities of Disclosing Party, its affiliates, subsidiaries and affiliated companies;
business manuals; customer / vendor names and other information related to customers/vendors,
price lists, pricing policies; financial information and any scientific or technical or commercial
information, information and trade secrets;
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(b) Confidential Information shall include information disclosed to the Receiving Party by third
parties on behalf of the Disclosing Party.
(c) Confidential Information shall include any copy, abstract, extract, sample, note or module of
any Confidential Information and any part or any extract or summary or derivation thereof;
c. Restriction on Disclosure
Except as otherwise expressly permitted under this Agreement, the Receiving party shall hold and
keep in strictest confidence any and all Confidential information and shall not directly or indirectly,
in any way:
(a) disclose, reveal report, publish, duplicate, copy, transmit or otherwise use or disseminate in
any manner whatsoever any Confidential Information of the Disclosing Party;
(b) use the Confidential Information of the Disclosing Party (i) for Receiving Party’s own benefit
or that of any third party, (ii) to the Disclosing Party’s detriment, or (iii) for any purpose other
than for achieving the Purpose;
(c) commercially exploit any Confidential Information of the Disclosing Party;
(d) acquire any right in, or assert any lien against, the Confidential Information of the Disclosing
Party; or
(e) Refuse for any reason to promptly return all Confidential Information of the Disclosing Party
if instructed to do so.
d. Permitted Disclosures
Receiving party is permitted to:
(a) disclose relevant aspects of the Disclosing Party's Confidential Information to the Receiving
Party’s directors, officers, employees, consultants, attorneys and auditors solely to the extent
necessary for achieving the Purpose; provided, that
i. Before disclosing any Confidential Information of the Disclosing Party, all persons or
entities receiving Confidential Information shall be bound by obligations of
confidentiality towards the Disclosing Party no less restrictive than those of this
Agreement. Such persons shall be strictly prohibited from making any use, publishing
or otherwise disclosing to others, or permitting others to use for their benefit or to the
detriment of the Disclosing Party, any of the Confidential Information.
ii. The Receiving Party shall use the same care to avoid disclosure or unauthorized use of
Confidential Information as it uses to protect its own confidential information, but in
no event less than reasonable care including execution of a confidentiality agreement
with the persons or entities receiving Confidential Information. Receiving Party shall
establish and maintain reasonable security measures to provide for the safe custody of
the Information and to prevent unauthorized access to it.
iii. All such Confidential Information shall be labeled as confidential.
(b) Disclose relevant aspects of the Disclosing Party's Confidential Information if legally
compelled or required to disclose any Confidential Information of the Disclosing Party in
connection with any legal or regulatory proceedings. In such case, the Receiving Party will
immediately notify the Disclosing Party so as to allow the Disclosing Party a reasonable
opportunity to seek appropriate protective measures or other remedies prior to disclosure or
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General Insurance Corporation of India
waive compliance with the terms of this Agreement. The Receiving Party shall cooperate with
any attempt by the Disclosing Party to seek judicial protection for such Confidential
Information.
(c) Disclose relevant aspects of the Disclosing Party's Confidential Information with the prior
written consent of the Disclosing Party.
e. Effects of Unauthorized Disclosure
(a) The Receiving Party will be liable for the acts and omissions of, and any loss, theft or
unauthorized / inadvertent disclosure or use of Confidential Information by, any person or
entity that received Confidential Information from or through the Receiving Party.
(b) Receiving Party acknowledges and agrees that the misappropriation or misuse of Confidential
Information of the Disclosing Party will result in irreparable and continuing damage to the
Disclosing Party for which there may be no adequate remedy at law, and in the event of such
a breach, the Receiving Party resulting in losses, damages, claims or expenses incurred or
suffered by the Disclosing Party the Disclosing Party shall be entitled to legal as well as
equitable relief, as appropriate, including but not limited to an injunction, in addition to any
monetary relief in the form of indemnification.
(c) The Receiving Party will promptly report to the Disclosing Party any disclosures of
Confidential Information otherwise than as permitted by this Agreement and any breaches in
security that may affect the Disclosing Party or its Confidential Information of which it is
aware and will specify the corrective action to be taken.
f. Return of documents
Upon written demand by the Disclosing Party, the Receiving Party shall promptly and in any
event within 14 days of receipt of such request, at its own cost:
(a) Procure the return or return to the Disclosing Party all Confidential Information supplied
which the Receiving Party has in his possession or under his control, which includes but
is not limited to all tangible material embodying the Confidential Information provided,
each and every copy of Confidential Information and copies that have been converted to
computerized media in the form of image, data or word processing files wither manually
or by image capture or in any other form of storage;
(b) destroy or have destroyed all copies received or made of the Confidential Information;
and
(c) Promptly thereafter provide a certificate signed by an officer of the Receiving Party
certifying compliance with the obligations point (a) and (b) above.
g. Title And Proprietary Rights
Notwithstanding the disclosure of any Confidential Information by the Disclosing Party to the
Receiving Party, the Disclosing Party shall retain exclusive title and all intellectual Property
and Proprietary rights in the Confidential Information. No license under any trademark, patent
or copyright or application for same which are now or thereafter may be obtained by Disclosing
Party is either granted or implied by the conveying of Confidential Information. The Receiving
Party shall not conceal, alter, reverse-engineer, decompile, disassemble, obliterate, mutilate,
deface or otherwise interfere with any software, trademark, trademark notice, copyright notice,
confidentiality notice or any notice of any other proprietary right of the Disclosing Party on
any copy of the Confidential Information, and shall reproduce any such mark or notice on all
copies of such Confidential Information. Likewise, the Receiving Party shall not add or emboss
its own or any other mark, symbol or logo etc on such Confidential Information.
h. No Warranty
All Confidential Information is provided “as is”. In no event shall the Disclosing Party be
liable for the inaccuracy or incompleteness of the Confidential Information. None of the
Confidential Information disclosed constitutes any representation, warranty, assurance,
guarantee or inducement by Disclosing Party to the Receiving Party with respect to the fitness
of such Confidential Information for any particular purpose.
i. No Commitment
The disclosure of Confidential Information does not, and is not intended to represent a
commitment by the Disclosing Party to enter into any business relationship with the Receiving
Party or with any other entity. If the Parties desire to pursue business opportunities, they will
execute a separate written agreement to govern such business relationship.
j. Term
This Agreement shall commence from the date set forth above and expire with the termination
or expiration of the agreement for appointment of the Service Provider for carrying work as
identified in Scope of work mentioned in Clause 5 under Section I of the RFP, unless earlier
terminated in writing by both Parties. The provisions of this Agreement shall however apply
to any Confidential Information which may have been disclosed in connection with the
discussions and negotiations regarding the Purpose, prior to the date first mentioned above.
Notwithstanding the foregoing, the Receiving Party’s duty to hold in confidence the
Confidential Information that was disclosed during the term and the obligations under this
Agreement shall remain in effect beyond any termination or expiration of this Agreement.
k. Arbitration
The Arbitration proceeding shall be as per the procedure laid down in Agreement attached as
Annexure IX of the RFP.
f. The Receiving Party shall not export, directly or indirectly, any technical data acquired
from the Disclosing Party pursuant to this Agreement or any product utilizing any such
data to any country for which the Indian government or any agency thereof at the time of
export requires an export license or other government approval without first obtaining such
license or approval.
g. Any notices or communications required or permitted to be given hereunder may be
delivered by hand, deposited with a nationally recognized overnight carrier, electronic
mail, or mailed by certified mail, return receipt requested, postage prepaid, in each case to
the address of the other party indicated below. All such communications and notices shall
be deemed to have been given and received (i) in the case of personal delivery or electronic
mail, on the date of such delivery, (ii) in case of delivery by a nationally recognized
overnight carrier and in mailing, within a reasonable period of such mailing.
IN WITNESS WHEREOF this Agreement has been executed by the duly authorized
representative of each Party on the day and year first above written.
_____________________________________________
By: ____________________
Name: ______________________
Title: ______________________
By: _________________________
Title: ______________________
Date: ______________
ANNEXURE- XI
Deed of Indemnity
This Deed of Indemnity is made and executed at Mumbai on this __________ day of___________
2017 by
__________, a Company incorporated under the Companies Act, 1956, having its registered
office at __________, (hereinafter referred to as "the Service Provider"), which expression shall,
unless it be repugnant to the meaning and context thereof, include its successors, authorized agents,
representatives and permitted assigns of the First part
In favor of
General Insurance Corporation of India, having its registered office at Suraksha, 170, J. Tata
Road, Churchgate, Mumbai- 400020 (hereinafter referred to as "GIC Re"), which expression shall,
unless it be repugnant to the meaning and context thereof, include its successors, authorized agents,
representatives and permitted assigns of the Other part.
WHEREAS the Service Provider has agreed with GIC Re to successfully implement __________
conforming to all the specifications as per the Scope of Work mentioned in the Request for
Proposal dated __________ (hereinafter referred to as “RFP”) which expression shall include all
attachments and annexures thereto as well as all amendments, modifications and alterations, the
Agreement dated __________ (hereinafter referred to as “the Agreement”).
AND WHEREAS pursuant to the Agreement, the Service Provider is required to execute a deed
of indemnity in favor of GIC Re to indemnify it against any acts, omissions, losses, charges, claims
etc., which the Service Provider has agreed to do.
1. The Service Provider hereby executes and furnishes to GIC Re this deed of indemnity
(hereinafter referred to as “this Indemnity”), which is an unlimited, unconditional, irrevocable
and continuing indemnity, indemnifying GIC Re to the extent of 100% in favor of GIC Re
and shall remain in full force and effect.
2. The Service Provider hereby undertakes to indemnify GIC Re as per the terms and conditions
of the Agreement which are as follows:
(i) (a) The Service Provider shall execute and furnish to GIC Re a deed of indemnity,
indemnifying GIC Re and holding it harmless from and against any costs, loss, damages,
expense, claims whether on account of bodily injury, death or damage to property (including
any intellectual property claims) arising in favor of any person, corporation or other entity
(including GIC Re and any third party) or liabilities of any kind howsoever suffered, arising
or incurred inter alia during and after the Agreement period arising out of:
a. any negligence or wrongful act or omission or willful misconduct by the Service
Provider, the Service Provider’s Team or any third party in connection with or
incidental to this Agreement; or
b. Any breach of any of the terms of, the RFP, Service Provider Bid and the Agreement
by the Service Provider, the Service Provider’s Team or any third party.
c. Performance or non-performance under this Agreement.
(ii) In addition to the above the Service Provider shall at all times indemnify and keep
indemnified the GIC Re against any and all claims by Employees, Workman, Contractors,
sub-contractors, suppliers, agent(s), employed engaged or otherwise working for the
Service Provider, in respect of wages, salaries, remuneration, compensation or the like.
(iii) Notwithstanding the above, Service Provider shall have no obligations with respect to any
indemnity claims to the extent that the indemnity claim arises or results from:
a. Service Provider’s compliance with GIC Re’s specific technical designs or
instructions;
b. Inclusion in a service of any content or other materials provided by GIC Re;
c. Modification of a service after delivery by Service Provider to GIC Re if such
modification was not made by or on behalf of the Service Provider, provided the
modification is not in accordance with any applicable specifications or
documentation provided by or on behalf of the Service Provider;
d. Operation or use of some or all of the service in combination with products,
information, specification, instructions, data, materials not provided by or on behalf
of the Service Provider, provided the modification is not in accordance with any
applicable specifications or documentation provided by or on behalf of the Service
Provider; or
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General Insurance Corporation of India
e. Use of the services for any purposes for which the same has not been designed or
developed or other than in accordance with any applicable specifications or
documentation provided by or on behalf of the Service Provider; or
f. GIC Re’s failure to use any modification of the service furnished under this
Agreement and communicated in writing in accordance with the requirements of
clause ‘Notices’ of the Agreement including, but not limited to, corrections, fixes,
or enhancements made available by the Service Provider.
(iv) The Service Provider shall procure all the necessary permissions, approvals and licenses
for use of various software and any copyrighted process/product free from all claims, titles,
interests and liens thereon and shall keep GIC Re indemnified in relation thereto.
(v) The Service Provider owns, has license to use or otherwise has the right to use, free of any
pending or threatened liens or other security or other interests all its Intellectual Property
Rights, which are required or desirable for performance of its services under this
Agreement and regarding the same the Service Provider does not, so far as the Service
Provider is aware, in carrying on its business and operations, infringe any Intellectual
Property Rights of any person. So far as the Service Provider is aware, none of the
Intellectual Property Rights, owned or enjoyed by the Service Provider or which the
Service Provider is licensed to use, which are material in the context of Service Provider’s
business and operations for the performance of this Agreement are being infringed nor, so
far as the Service Provider is aware, is there any infringement or threatened infringement
of those Intellectual Property Rights licensed or provided to the Service Provider by any
person. All Intellectual Property Rights (owned by the Service Provider or which the
Service Provider is licensed to use) required by the Service Provider for the performance
of this Agreement are valid and subsisting. All actions (including registration, payment of
all registration and renewal fees) required to maintain the same in full force and effect have
been taken thereon and shall keep GIC Re indemnified in relation thereto.
(vi) During the tenure of the Agreement, nothing shall be done by the Service Provider in
contravention of any law, Acts, or rules and regulations there under, or any amendments
thereof and shall keep GIC Re, indemnified in this regard.
3. The Service Provider hereby undertakes that it shall forthwith on demand and without demur
pay to GIC Re such sum or sums that is 100% in favor of GIC Re as may be claimed by GIC
Re as losses, damages, costs, charges or expenses by reason of such above mentioned default/
defaults on the Service Provider’s part.
4. Notwithstanding anything to the contrary in this Indemnity or in the Agreement, GIC Re’s
decision as to whether the Service Provider has made any default/ defaults or the amounts to
which GIC Re is entitled by reason thereof will be binding on the Service Provider for the
purpose of this Indemnity and the Service Provider shall not be entitled to ask GIC Re to
establish its claims under this Indemnity but will pay the same, on demand, without any
objection, provided always, the mutual rights under the Agreement shall not in any way be
prejudiced by reason of such demand by GIC Re and payment by the Service Provider under
this Indemnity and the claims under the Agreement which shall be settled in accordance with
the Agreement without prejudice to GIC Re’s rights to demand immediately under this
Indemnity and the Service Provider’s liability to pay the same.
5. This Indemnity shall be valid for the entire duration of the Agreement any renewal or extension
thereof and for a period of 6 months thereafter and renewable thereof whenever a claim as per
this Indemnity arises. The Indemnity provisions shall survive any termination or expiration of
the Agreement.
6. GIC Re will have the fullest liberty from time to time to enforce or forbear to enforce any of
the terms & conditions of the Agreement and the Service Provider shall not be released from
its liability under this Indemnity by the exercise of GIC Re’s liberty with reference to the
matters aforesaid or by reason of any time being given to the Service Provider or any
forbearance, act or omission on GIC Re’s part or any indulgence by GIC Re to the Service
Provider or by any variations or modifications of the Agreement or any other act, matter or
thing whatsoever on GIC Re’s part.
7. This Indemnity and the powers and provisions herein contained are in addition to and not by
way of limitation or substitution for any other guarantee, indemnities hereto before, given to
GIC Re by the Service Provider and this Indemnity does not revoke or limit such indemnities
or guarantees.
IN WITNESS WHEREOF, the Service Provider has caused this Indemnity to be duly executed as
of the day, month and year first written above.
By:
Name:
Title:
Date:
ANNEXURE –XII
Performance Bank Guarantee
To,
General Insurance Corporation of India,
170, "Suraksha",
J. Tata Road,
Churchgate,
Mumbai - 400 020.
1. In consideration of the General Insurance Corporation of India, having its Registered Office at
“Suraksha”, 170, J. Tata Road, Churchgate, Mumbai- 400 020, (hereinafter referred to as ‘GIC Re’,
which expression shall, unless it be repugnant to the meaning and context thereof, include its
successors, authorized agents, representatives and permitted assigns) having entered into an Agreement
dated …………. for Outsourcing of Data Center and Disaster Recovery Site and Services
(which agreement is hereinafter referred to as “the said Agreement” ) with………… (the selected
Bidder’s name and address) (hereinafter referred to as "the selected Bidder”, which expression shall,
unless it be repugnant to the meaning and context thereof, include its successors, authorized agents,
representatives and permitted assigns) and the selected Bidder, having agreed to provide a guarantee
for its performance in the form of a Performance Bank Guarantee as per the terms and conditions of
the Request for Proposal dated …….. (hereinafter referred to as “the RFP”) and the said Agreement,
for the due fulfillment by the selected Bidder of the terms and conditions contained in the RFP and the
said Agreement, We, __________________________________ (Name of the bank and full address)
(hereinafter referred to as "the Bank") at the request of the selected Bidder do hereby undertake to pay
to GIC Re an amount not exceeding Rs.______- (Rupees _______________________________) at
any time against any losses, damages, costs, charges and expenses caused to or suffered by GIC Re by
reason of any breach committed by the selected Bidder of any of the terms and conditions contained in
the RFP and the said Agreement.
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General Insurance Corporation of India
The payment so made by us under this PBG shall be a valid discharge of our liability for
payment hereunder and the selected Bidder shall have no claim against us for making such
payment.
4. We, ____________________________ (Name of the bank and full address) further agree that
this PBG shall remain in full force and effect during the entire tenure of the said Agreement
and t till 60 days after all contractual obligations of the selected Bidder including warranty
obligations are completed and all the dues of GIC Re under or by virtue of the said Agreement
have been fully paid and its claim authorities satisfied or discharged by the selected Bidder. .
Unless a claim or demand under this PBG is made or presented to us within six months from
the expiry of this PBG, all the rights of GIC Re under this PBG shall cease and we shall be
released and discharged from all liability hereunder.
5. We, ___________________ (Name of the bank and full address) further agree with GIC Re
that GIC Re shall have the 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
Agreement or to extend time of performance of the selected Bidder under the said Agreement
or from time to time to postpone for any time the powers exercised by GIC Re against the
selected Bidder and to forbear or enforce any of the terms and conditions relating to the said
Agreement and we shall not be relieved from our liability by reason of any variation, or
extension being granted by GIC Re to the selected Bidder 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. Any claim which we, _____________________________________________ (Name of the
bank and full address) may have against the selected Bidder shall be subject and subordinate
to the prior payment and performance in full of all our obligations hereunder. We will not,
without prior written consent of GIC Re, exercise any legal right or remedy of any kind in
respect of any such payment or performance so long as our obligations hereunder remain owing
and outstanding, regardless of the insolvency, liquidation or bankruptcy of the selected Bidder
or otherwise howsoever. We, the Bank, will not counter claim or set off against its liabilities
to GIC Re hereunder any sum outstanding to the credit of GIC Re with it.
7. This PBG will not be discharged due to any change in the continuation of the Bank or the
selected Bidder.
8. We, _________________________ (Name of the bank and full address) undertake not to
revoke this PBG during its currency except with the previous consent of GIC Re in writing.
9. Notwithstanding anything contained herein :-
(i) Our liability under this PBG shall not exceed Rs.________/- (Rupees
____________________only).
(ii) This PBG shall to remain valid during the entire tenure of the Agreement and till 60
days after all contractual obligations of the selected Bidder including warranty
obligations are completed.
(iii)We are liable to pay the guaranteed amount or any part thereof under this Bank
Guarantee only and only if GIC Re serve upon us a written claim or demand within six
months from the expiry date of this PBG.
10. Our obligation to pay hereunder is as principal debtor and not as surety and it shall not be
necessary for GIC Re “to proceed against” the selected Bidder “before proceeding against” the
Bank and this PBG shall be enforceable against the Bank notwithstanding any other security
which GIC Re may have obtained or may obtain from the selected Bidder at the time when
proceedings are taken against the said Bank in any manner whatsoever.
11. This PBG shall come into force immediately and shall be valid during the entire tenure of the
Agreement and till 60 days after all contractual obligations of the selected Bidder including
warranty obligations are completed.
12. We have the power to issue this PBG in favor of GIC Re and the undersigned who are executing
this PBG have the necessary power to do so on behalf of the Bank.
Witnesses:
1…………………………………….............. 2…………..…………………………………
Appendix - I
Self-Declaration for non-blacklisting of the company/firm
(To be executed on official letter head of the company/firm)
The information furnished by me is true and in future, if it is found that the information given by
me is false, then General Insurance Corporation of India (GIC Re) is free to take any legal action
including blacklisting, termination of contract, etc. against me and/or my company/firm.
Designation: ______________________
(Authorized Signatory)
Name of Signatory:
Bidder Name:
Date
Place