SECTION - XIV

Performance Security Form - For Execution and Completion of Works on Turnkey Basis

PERFORMANCE SECURITY FORM FOR EXECUTION AND COMPLETION OF WORKS

ON TURNKEY BASIS

(To be stamped in accordance with the Indian stamp Act)

To:
AD HYDRO POWER LIMITED
Bhilwara Towers
A-12, Sector - 1
NOIDA (U.P.), 201 301, India
Capitalized terms used herein shall have the meaning or definitions set forth thereto under
the Bid Documents.
WHEREAS
____
(Name of Contractor)
hereinafter called
Contractor has undertaken in pursuance of Contract No
_____dated
20
for execution and completion of the Works on a turnkey basis
___
__________ (Description of Works) hereinafter
called Contract.
AND WHEREAS it has been stipulated in terms of the Special Conditions of Contract that
Contractor shall furnish AD Hydro Power Limited, Bhilwara Towers, Noida (hereinafter
referred to as "ADHPL") with an irrevocable Bank Guarantee by a recognized Bank for the
sum equivalent to 10% of the Contract Price as security towards due fulfilment and
performance of any or all obligations of the Contractor under the said Contract including but
not limited to the completion and execution of Works, on a turnkey basis, within the time
specified therein and in accordance with the specifications and the requirements set forth in
the said Contract.
AND WHEREAS the Contract Price being INR ________, the amount secured by way of this
Bank Guarantee therefore is INR __________ being 10% of the Contract Price.
We, (insert details of Bank) having our branch office at (insert address) and head office at
(insert address) (hereinafter referred to as the "Bank") do hereby undertake by this
irrevocable Bank Guarantee, upon the first written demand by ADHPL accompanied by a
written statement stating that the Contractor is in breach of its obligations under the Contract,
to pay to ADHPL, the amount claimed by ADHPL up to and not exceeding Rs.-----------(Rs.-------------------- Only) in terms hereinbelow.

1.

At the request of the Contractor we hereby irrevocably undertake to pay ADHPL, upon
the first written demand by ADHPL accompanied by a written statement stating that
the Contractor is in breach of his obligation(s) under the Contract, the amount claimed
by ADHPL up to and inclusive of the amount of Rs. ________ (insert amount) (insert
amount in words) without any demur or protest, without any need to prove or to show
grounds or reasons for such demand by ADHPL of the sum specified therein and
without any reference, verification or recourse to the Contractor and without delay and

2 x 96 MW Allain-Duhangan Hydroelectric Project

Tender Call No.: ICCS/P104/E&M-008

Section XIV
PERFORMANCE SECURITY FORM

without requiring ADHPL to first invoke any legal remedy that may be available to
ADHPL to compel the Contractor to pay even if the Bank considers such demands of
ADHPL unjustified.
2.

Any demand made on the Bank shall be conclusive as regard to the amounts payable
by the Bank under this Guarantee, notwithstanding the pendency of any disputes or
differences between ADHPL and the Contractor in any Court of Law, Tribunal or
Arbitrator or any other authority. We further, undertake and agree that we shall not
question the aforesaid declarations once made by ADHPL on any grounds
whatsoever for due performance of our obligations under this Bank Guarantee.

3.

All payments to ADHPL made hereunder will be made free and clear of and without
deduction for or on account of any present or future income, stamp or other taxes,
levies, imposts, duties, fees, charges, deductions, withholdings, restrictions or
conditions of any nature now or hereafter imposed, levied, collected, withheld or
assessed by any taxing or governmental authority whatsoever and in the event that
any of the aforesaid shall be imposed, levied, collected, withheld or assessed they
shall be paid or satisfied by the Bank or, if under the provisions of any applicable law
this stipulation cannot be applied, then the Bank shall increase the payment to
ADHPL so that the net amounts paid to ADHPL shall be equivalent to the amounts
which ADHPL would, but for such taxes, be entitled to be paid by the Bank;

4.

The Bank further agrees that interest at the rate of 15% p.a. will be paid by us to
ADHPL from the date of demand for payment till the actual date of payment made by
us.

5.

We, the Bank, further agree that ADHPL shall have full liberty without our consent and
without affecting in any manner our obligations hereunder to vary any of the terms
and conditions of the said Contract or to extend time of performance by the
Contractor from time to time any of the powers exercisable by ADHPL against the
Contractor and to forbear or enforce any of the terms and conditions relating to the
said Contract and we shall not be relieved from our liability by reason of any such
variation, or extension being granted to the Contractor or for any forbearance, act or
omission on the part of ADHPL or any indulgence by ADHPL to the Contractor or by
any such matter or thing whatsoever which under the law relating to sureties would
but for this provision shall have effect of so relieving us.

6.

This Guarantee will not be discharged due to change in the constitution of the Bank or
the Contractor or ADHPL.

7.

In the event of the insolvency or liquidation of the Contractor or in the event of any
reconstruction or amalgamation in which or as a consequence of which the Contractor
loses its separate corporate identity, the Bank shall continue to be liable to ADHPL for
the payment of monies up to the Banks liability under the Guarantee.

8.

ADHPL shall have the right to assign or transfer all or part of its rights, powers,
claims, privileges and benefits hereunder. The Bank shall provide all reasonable co-

RSW International Inc./ICCS

XIV-2

March, 2006

2 x 96 MW Allain-Duhangan Hydroelectric Project

Tender Call No.: ICCS/P104/E&M-008

Section XIV
PERFORMANCE SECURITY FORM

operation in facilitating and effecting such assignment or transfer and shall issue or
execute all such consents and other documents as may be required in connection
therewith, all costs or expenses in connection therewith to be borne by the Contractor.
9.

This Guarantee shall be governed by and construed in accordance with the laws of
India.

10.

The courts and tribunals at [

] in India shall have exclusive jurisdiction to settle any
disputes which may arise out of or in connection with this Guarantee.

11.

This Guarantee shall remain in force till _________(insert date) being the 60th day
(Sixtieth day) following the Defects Liability Period in respect of the Works unless
extended for any further periods of time in accordance with the Contract.

Signature and seal of the Guarantors

....................................................................................................................................................
........................................................................................................................

Date
Address

RSW International Inc./ICCS

XIV-3

March, 2006