Bid Document

Universal Reconciliation
Solution & Dispute Handling

process for Digital Banking
Channels & Products
Universal Reconciliation Solution | Page 1 of 40

Contents
1) Introduction 4
2) Purpose of RFP 4
3) Keywords 4
4) Scope of Work 5
5) Technical and Functional Specifications 7
6) Integrity Pact 15
7) Earnest Money Deposit (EMD) 16
a) Earnest Money Deposit (EMD) and Exemptions 16
b) Return of EMD 16
c) Forfeiture of EMD 16
8) Term of the Order 16
9) Acceptance Procedure 16
10) Performance Bank Guarantee 17
11) Taxes and Duties 17
12) Service Level Agreement: 17
a) SLA for delivery: 17
b) SLA for uptime 17
13) Penalty Clauses: 17
a) Penalty for delayed delivery: 17
b) SLA for uptime 18
14) Payment Terms 18
15) Technical Inspection and Performance Evaluation 19
16) General Terms 19
17) Software License 20
18) Gap Identification and Resolution 21
19) Interfaces 22
20) Environment Set up & Configuration 22
21) Implementation Plan (Delivery, Installation and Commissioning) 22
22) Training & Documentation 23
23) Disaster Recovery Mechanism 23
24) Force Majeure 24
25) Cancellation 24
26) Confidentiality 24
27) Amendments to the Agreement 25

28) Indemnity 25
29) Bidder’s Liability 25
30) Obligations of the Bidder 25
31) Inspection of Records 26
32) Exit option and contract re-negotiation 26
33) Extension of RFP/Contract 26
34) Order Cancellation 27
35) Termination of Contract 27
36) Effect of Termination 27
37) Merger and Amalgamation 28
38) Corrupt and Fraudulent Practices 28
39) Resolution of Disputes 29
40) Compliance with Applicable Laws of India 29
41) Legal Compliances: 29
42) Intellectual Property Rights: 30
43) Applicable Law and Jurisdiction 30
44) No Damage of OGB Property 30
45) Fraudulent and Corrupt Practice 30
46) Governing Language 31
47) Addresses for Notices 31
48) Merger and Amalgamation 31
49) Eligibility criteria of the Bidder 31
Annexure - A EMD 33
Annexure–B Performance Bank Guarantee 34
Annexure – C Non-Disclosure Agreement 36

1) Introduction
Odisha Gramya Bank was established since 7th January 2013 with the amalgamation of Neelachal Gramya
Bank, Kalinga Gramya Bank and Baitarani Gramya Bank as per Government of India, Department of Financial
Services, Ministry of Finance, and Notification No. F.1 / 1 / 2012-RRB dated 07/01/2013 issued under sub-section
(1) of Section 23A of Regional Rural Banks Act 1976 (21 of 1976). The share capital of the Bank is contributed in
the ratio of 50:15:35 respectively by the Government of India, Government of Odisha and Indian Overseas Bank,
the Sponsor Bank. Odisha Gramya Bank is a scheduled Bank and included in the Second Schedule to the
Reserve Bank of India Act, 1934 as per RBI circular no. RBI/2014-15/474 RPCD. CO. RRB. BC. No/81/ 03.05. 100
/2013-14 dated 29.01.2014 and Notification No RPCD. CO RRB. No. 46/03.05.100 / 2013-14 Dated 22nd October
2013 published in the extra-ordinary Gazette of India (Part III-Section 4) on 5th December 2013.
2) Purpose of RFP
This Request for Proposal (RFP) has been prepared solely for the purpose of enabling Odisha Gramya Bank to
select a Bidder for End-to-end implementation of Universal Reconciliation System & Dispute Handling process for
Digital Banking Channels & Products. The Bank wishes to put in place Universal Reconciliation System & Dispute
Handling Process, for all its digital banking channels & Products with minimum uptime of 99.5%.
The Bank wishes to select a competent vendor who will be able to deliver / implement the required solution and
integrate the same with the Banks’ applications. At the bank’s discretion, vendor will also be required to support
Bank in integration of future solutions, which Bank is going to procure.
Bank proposes to manage reconciliation & dispute resolution/ management process as under
 Proposed bidder would implement Universal Reconciliation & Dispute Management System and provide Onsite
technical support for managing desired uptime & implementing change requests.
 Bank’s officials will takes financial decision of posting in CBS, monthly invoicing & billing.
 Bank would be providing IT infrastructure, network & other infra support.
The Bank, for this purpose, invites proposal from Bidders who are interested in participating in this RFP who fulfill
the eligibility criteria and are also in a position to comply with the technical specification as mentioned in
“Eligibility Criteria”. Apart from the above the bidder must also agree to all the terms & conditions mentioned
under this RFP.
The RFP document is not recommendation, offer or invitation to enter into a contract, agreement or any other
arrangement, in respect of the services. The provision of the services is subject to observance of selection process
and appropriate documentation being agreed between the Bank and any successful Bidder as identified by
the Bank, after completion of the selection process as detailed in this document.
3) Keywords
ATM-Automated Teller Machine
POS-Point of Sale
E-COMM-Electronic Commerce
NEFT-National Electronic Funds Transfer
RTGS-Real Time Gross Settlement
IMPS-Immediate payment System
AEPS-Aadhaar enabled payment system
CBS -Core Banking Solutions
OGB-Odisha Gramya Bank
OSD – Original Software Distributer having Intellectual property rights of the software license

4) Scope of Work
Broad Outlines of Scope of Work
 Reconciliation, Accounting (office accounts), Settlement, Clearance, chargeback etc. of
transactions of channels (ATM, POS, ECOM, IMPS, AEPS, NEFT&RTGS).
 Dispute Management & Complaint resolution for all the activities of channels (ATM, POS, ECOM,
IMPS, AEPS, NEFT&RTGS) within Turn-Around-Time (TAT) as directed by RBI, NPCI and other such
entities. (The Dispute management will be in accordance with the timelines specified by the
regulatory authorities (RBI & NPCI) and other stake-holders from time to time.)
 Interface with Bank's Finacle 10.2.25 CBS, Switch vendor, NPCI, Debit Card Management System and
all other such entities required to perform reconciliation and related activities.
 Application must be deployed in the Bank’s Data Centre (Chennai) and DR site (Hyderabad)
 In case the software is not owned by the bidder, the bidder needs to have back to back
arrangement with OSD for implementation, maintenance and customization of the Digital
Transaction Reconciliation Software without any cost to the Bank. The bidder also needs to provide
letter from OSD confirming that the software implementation, maintenance, necessary
customization will be carried out specifically for the Bank for the entire contract period without any
extra cost.
 The bidder to ensure security and confidentiality of the data or information obtained from the Bank.
 The software should be efficient enough to Process the projected volume of transactions.
 The bidder should provide all integration required with CBS, ATM Switch, Web services, other
packages provided by the networks, Dispute Tracker of the bidder and any other systems for any
interface, if required.
 Bank would be conducting UAT (User acceptance testing) of the solution to ensure all the
functionality.
 Bidder should be ready to share the details of all the test cases in detail.
 Providing regulatory reports as per present and future requirement of the bank without any extra
cost. The reports generation must support view/ download in multiple formats like PDF, Excel, Word,
Text, etc.
 Attending to queries, communications and complaints from customers, branches and other offices
of the Bank. (Direct customer complaints are logged through Bank's customer care toll free number)
 The bidder should have a well-defined data migration strategy for maintaining all the old data and
outstanding entries of different channel transaction (ATM, POS, ECOM, IMPS, AEPS, NEFT & RTGS),
customer complaints and office accounts as on date of GO-Live.
 The Bidder should have the capability of reconciliation of transactions of all delivery channels (ATM,
POS, ECOM, IMPS, AEPS, NEFT&RTGS), maintenance of office accounts and data of different channel
transaction and all other modes of transactions which will be included by the Bank in the future like
NACH ,BBPS etc.
 The proposed solution must have capability for implementing and successfully running solution for
Management & Processing of Reconciliation of digital channels transactions, Dispute Management
& Customer Complaint Redressal. Settlement, Clearance volumes as well as transactions related to
(ATM, POS, ECOM, IMPS, AEPS, NEFT&RTGS), and other such mediums; taking place through Bank's
existing switch vendor or any other Switch that Bank may acquire in future as well as through. NPCI
or other such standard interchanges & clearance houses; without any constraints of the number of
devices, channels and transactions.

 The bidder will be required to undertake reconciliation work of all channels (ATM, POS, ECOM, IMPS,
AEPS, NEFT&RTGS). The solution to be offered should be efficient and capable to handle huge
volumes of transactions to be completed within the defined timelines as per established rules and
mandates of various interchange networks, switch vendors as well, as per guidelines issued from time
to time by the regulatory and statutory authorities.
 The Bidder must assure that the maximum turnaround time for reconciliation of any transaction shall
be as per NPCI & RBI and make arrangements for reconciliation of the transactions within the given
time frame without any exception. In case of above timeline fails it shall be treated as breach of
contract and bidder is liable for penalty imposed the by the RBI, NPCI and Regulators.
 The bidder to ensure no unwarranted, illegal, and fraudulent misuse of data shared by the Bank and
Bidder to categorically indemnify the Bank against any losses that the Bank may suffer on account
of any such fraudulent and illegal act by the Company or its employees.
 The Solution to be deployed by the bidder should have flexibility and scalability for acceptance of
changes in file structure of NPCI and Bank’s Switch vendor for implementing in the Solution in a time
bound manner. The Bidder should also have capability to provide Reconciliation Services for any
other ATM Switch that Bank may acquire in future.
 The proposed solution will be implemented at the location(s) desired by Bank.
 The bidder should develop a project implementation plan indicating milestones and deliverables to
Bank.
 The project implementation plan will be monitored regularly and delay in achieving milestones and
deliverables will be analyzed and corrective action to be taken.
 The bidder must provide one qualified fit & proper technical resources (verified by the police, having
graduation or diploma) onsite during office hours of the bank and in case of exigencies the bank
can request for extra hours and night shifts/ 24X7.
Reconciliation:
 The Reconciliation Solution should manage all digital channels (ATM, ECOM, POS and IMPS, AEPS,
NEFT&RTGS)and inter branch, multi-way (2-way,3-way & 4-way) reconciliation work. The proposed
solution should be efficient enough to handle current and future volumes of transactions which
reconciliation process within time bound schedule as per established rules and mandates of various
interchange networks with which the bank has arrangements, with tracking capabilities of each
event for each transaction to avoid duplication of the same activity at any level up to the closure
of the transaction.
ATM, POS, ECOM, IMPS, AEPS, NEFT &RTGS Transactions

The proposed solution must carry out the process of reconciliation of all entries by generating reports
of matched, unmatched, failed, reversal, partial reversal, suspected, manual entries of:
 Reconciliation and complaint resolution for all
(a) ATM transactions – OFF- US (Both Issuer & Acquirer), ONUS & ATM cash accounts.
(b) POS transactions (including SMS & DMS transactions)
(c) E-com transactions through debit cards (including SMS & DMS transactions)
(d) IMPS
(e)AEPS
(f) NEFT
(g) RTGS

 Perform Reconciliation on RBI & NPCI timeline basis for all digital channels (ATM, ECOM, POS, IMPS,
AEPS, and NEFT & RTGS).
 Reconciliation of all Pool/ Settlement accounts.
 Reconciliations of all Transactional (Office) /Suspense/ Sundry accounts.
 Download all files from CBS/Switch/various networks like NPCI etc.
 Seamless integration of the reconciliation solution of the vendor with the Finacle 10.2.25 CBS system.
Accounting & Reports

 Creation of Interface/Reports for auto-debiting/crediting cardholders account through up loadable
data files
 Fees Management - Interchange Fee as well as other charges for debit to cardholder’s accounts.
(The files may be both in online format and up loadable format.)
 Dispute Management and facilitating reply to card holder’s queries on pending cases, placing
periodical reports on claims settled as per formats defined by the Bank.
 Regulatory Reports (as per bank’s format) must meet both specified and need based present and
future requirements of the Bank.
 The proposed solution to present Reconciliation Reports in consonance with day's transactions,
amount interchange fee, remittance sent, balance in respective Settlement account all other
Accounts maintained for reconciliation purposes etc.
 Report maintenance for daily, monthly, quarterly, and annually compliance and audit purpose for
the bank.
 Successful Bidder will ensure taking of and maintenance of the Back-up of data as well as system as
per Bank's back up policy. The Successful Bidder will manage backup on end-to-end basis as per
backup policy of the bank.
 Bidder shall engage a dedicated L1 support engineer at Bank’s Head Office, having following
minimum requirements from the date of UAT signoff till the end of contract period.
1. Qualification : Graduation in any discipline
2. Experience: minimum of 2 years in any application support project
3. Shall have been prior admin training of the proposed application before engagement
4. Shall have third party background police verification clearance certificate.
5) Technical and Functional Specifications

a) Technical Specifications
Bidder to provide the required solution architecture, for interfacing / connecting necessary hardware, servers
and the Computer hardware, OS and database required for the solution being procured. It would be verified /
vetted by Bank.
b) Functional Specifications
The system feature for each module is covered in the following table. The bidder needs to fill up the response
column according to the criteria given below:
Criteria:

Description Response
Required functionality is readily available “FC”=5 Marks
Required functionality will be made available with “PC”=3 Marks

customization
Required functionality is not available/will not be “NC”=0 Marks
available
FC- Fully Complaint PC- Maximum possible marks for
Partially ComplaintNC- functionalities = 605
Non Complaint Bidder(s) must secure a score 544(90% of
605) marks to become technically eligible.
**Note: - All the transactions must be reconciled as far as possible on real time basis.
Sl Module / Features and Functional description FC/PC/NC Maximum Marks

No Product Marks Scored
Allotted
1 ATM & DEBIT Follow standard accounting procedure and 5
CARD ON system to adapt new standards.
US/NFS / RUPAY
3 Way Reconciliation on the basis of Switch, CBS 5
and settlement files on T+1 basis and submission of
Reports.
4 Way Reconciliation for ATM wise GL including 5
Switch, CBS, Settlement files & EJ.
Reconciliation of all incoming and outgoing 5
transaction of Debit card.
Automated Vouching system for NFS, RuPay and 5
all the other network and products.
Generation of TTUMS, digitally signed and pushed 5
CARD BASED to CBS for automatic posting without any manual
TXNS Including intervention, for customer disputes, settlement
2 cash credits, Refunds, Incentives etc.
withdrawal/POS
and ECOMM GST calculation and invoice 5
transaction. Handling customer dispute by raising credit 5
adjustment/ Chargebacks & Re-Presentments
through NPCI dispute management system (DMS)/
System should be capable to raise debit
adjustments with other issuers for disputes related
to acquiring transactions/ wrong reversals etc.
Software should be able to store/retrieve Cash 5

Balance Report along with Switch, CBS and EJ
data and reconcile the same with the Bank
records.

Allotted
Cash In ATM The system should be capable to decrypt the error 5
3 Reconciliation codes of the EJ of various ATM providers.
Part-1
Automated Cash forecasting for ATM 5
Maintain ATM wise account in the system 5
Record all the transaction taken place in ATM 5
Record all the Manual debit and credit taken 5
place in ATM
Verification of Overage and shortage at the time 5
of Load unload
ATM wise and age wise segregation of load and 5
unload for Nodal branches
Maintenance and Generation for Cash Balance 5
Report
Cross verification of actual cash loaded and 5
Logical cash loaded
Record for excess and shortage and TTUM 5
generation for the same.
The system should be capable to generate all the 5
Cash In ATM unreconciled entries of ATM and to reconcile the
Reconciliation same.
Part-2
System should have capability to generate ATM 5
reconciliation report automatically
System to upload CBS and ATM Cash balance 5
report in system to perform GL reconciliation.
System should have intelligence to compute EOD 5
balance on the basis of EJ, CBS and Switch.
System should have capability to handle Acquirer 5
and Onus claim lodge for particular ATM
IMPS transactions to be reconciled by following 2- 5
way reconciliation based on CBS File and NPCI file
on T+0/1 basis/ Settlement Cycle wise. Settlement
& Dispute Management of transactions to be
handled as per NPCI prescribed procedure.
Generating output files for successful txn, 5

4 IMPS failed,txn, timeout txn, exceptional txn, duplicate
(Immediate RRN, penalty Report chargeback/represement
Payment report and preparing vouchers as necessary.
Services)
Part-1 Generating TCC and Returns Bulk upload & TTUM 5
required by NPCI for timeout and Inward/ outward
fail txn within TAT.

Allotted
Handling customer disputes by raising credit 5
adjustment/Debit Adjustment, chargeback &
Representments through NPCI IRCS portal within
TAT.
Voucher work of Daily settlement Reports of 5

IMPS NPCI.Bank charges and Commission voucher
(Immediate preparation as per NPCI report.
Payment
Services) Reconciliation RBI settlement account and 5
Part-2 internal GL accounts i.e. Payable&Receivables
based on output files and daily vouchers.
Daily, monthly overview on income, expenditure 5

and profit/loss from the operation. GST Calculation
and invoices.
Audit and statutory compliance report generation 5

as per requirement.
AEPS transactions including Micro ATM Txns to be 5

reconciled by following 4 way method for
Acquirer Transactions and 3 way method for Issuer
transactions(both onus & off-us) based on files
received from the CBS, AEPS switch and NPCI on
T+1 basis. Settlement & Dispute Management of
transactions to be handled as per NPCI prescribed
procedure. System should be capable of handling
all new requirement of Bank/NPCI/RBI for this
activity.
Generating output files for successful txn, failed 5

txn, timedout txn, exceptional txn including
transaction credit confirmation(TCC),Debit
reversal Confirmation(DRC),cash deposit
5 AEPS (Aadhaar confirmation(CDC) & Credit adjustment
enabled confirmation(CAC)and preparing vouchers as
payment necessary.
system)/ BHIM Handling customer disputes by raising credit 5
Aadhaar adjustment/Debit Adjustment, charge back to
Part-1 Arbitration stage through NPCI Dispute
Management System within TAT.

Allotted
Voucher work of Daily settlement Reports of NPCI. 5
Bank charges and Commission voucher
preparation as per NPCI report.
AEPS (Aadhaar
enabled Reconciliation IOB settlement account & GL 5
payment accounts i.e Payable & Receivables based on
system)/ BHIM NPCI settlement files and daily vouchers.
Aadhaar
GST calculation and invoices. 5
Part-2
MIS maintenance and Report Generation as per 5
bank requirement.
Audit and statutory compliance report generation 5
as per requirement.
Daily basis reconciliation of RBI report (SFMS) WITH 5
CBS .
Identification of matched ,unmatched and failed 5
transactions
Automatic file creation for processing of failed 5
transaction in daily basis for both inward and
outward.
Daily basis reconciliation of inward and outward 5

6 NEFT/RTGS settlement accounts of both NEFT and RTGS
transaction.
Daily basis reconciliation of temporary accounts 5

of both NEFT and RTGS transaction.
Reconciliation of settlement/ pool accounts of 5
both NEFT and RTGS.
Generation of reports in format as desired by 5
Bank.
Generation of files for auto reversal of failed 5
transaction.
ATM performance report 5
Card Base report as per card management 5

system
MIS Reports Age wise report for claim received, Claim settled 5
7 and Decision and claim rejected
Making system Exception report for Cash loading, EOD and ATM 5
Part-1 balancing
Daily GL balancing reports for Issuer and acquirer, 5
Issuer Chargeback and Acquirer

Allotted
Chargeback Daily, monthly, quarterly reports for 5
Chargeback, Presentment, Credit adjustment
MIS Reports
Age wise reports according to bank 5
and Decision
Requirement,Age wise daily reports of branches
Making system
and Vendors who are not submitting EJ,CBR
Part-2
Age wise of all the ATM where reconciliation has 5
not been done.
Age wise pending Debit and Credit adjustment 5
cases.
All other reports bases on requirement of RBI and 5
other Apex bodies
Generation of Chargeback file for all the 5
networks.
Generation of Representment file for all the 5
network
Generation for Pre-arbitration file for all the 5
Network
Dispute
Generation of Pre-arbitration Rejection file for all 5
8 Management
the network
Part-1
Generation of compliance Reports for all the 5
network
Compliance of Retrieval request and chargeback 5
procedure
File for representment Details and register for 5
cardholder documents received in 2nd
Presentment
Multiple dispute chargeback letters. 5
Generation of credit adjustment and Debit 5
adjustment reports
Management of all the other Kind of disputes and 5
requirement received from Network providers and
card schemes.
Reports for duplicate entry for single claim. 5

Validation of transaction from database 5
Tracking of Dispensed amount and claimed 5
amount, customer wise and ATM wise & branch
wise.
Unique reference number to all the transaction 5
and dispute.
Handling of All the Banking Ombudsman cases, 5
Consumer forum cases and RTI queries

Allotted
MIS for all the disputes weekly, monthly ,Quarterly 5
and yearly
Transaction credit confirmation for IMPS. 5
System should have capability to store and 5
retrieve all the dispute as and when required by
Bank. System should have capability to flag all the
entries which were earlier unreconciled and now
reconciled.
Dispute System should have capability to handle all type 5

Management of Disputes of NFS & RuPay and all the other
Part-2 network for which Bidder is performing settlement
and Reconciliation for Bank.
Bidder should have different Dispute 5

Management system to keep History of all the
disputes and Management of Dispute. Also
capable to match Bank’s / RBI/ Card network
policy defined TAT monitoring. Alert report should
be generated for complaints falling beyond
various internal/ external TAT configured.
Bidder should have capability to manage all the 5

dispute arise for Payment gateway, Ecommerce
transaction and ATM transaction.
9 Fraud System should generate Fraud Monitoring reports 5

Monitoring and bases on Daily transaction processing.
Management
System should be capable of Generating 5
System
Chargeback report within TAT.
Part-1
System should be able to Generate High value 5
transaction.
System should be able to track transactions from 5
same card from different location.
System should be able to track transaction with 5
different Pos Entry Mode.
System should be able to generate alert for Issuer 5
transaction if reported more than usual in
numbers.
Track details of customer performing more 5
transaction at night specifically at switching time.
Track more transactions from a single card 5
number or Mobile number.
Track all the transaction which has routed through 5
Different account.

Allotted
Generate high number of transactions from same 5
card on single ATM.
Track all the card holder (Issuer) raising frequent 5
Fraud
charge back.
Monitoring and
Management Track all the ATM who are generating a particular 5
System error in EJ.
Part-2
Reconciliation of all the Payables account for all 5
the network.
Age wise breakup with amount of entries pending 5
in payables.
Alert reports for entries pending More than 2 day. 5
Generation of Summary sheet of payables 5
account.
Payables GL Reconciliation of all the chargeback GL 5
10 wise
Age wise breakup of entries pending in 5
reconciliation
Chargeback GL
Generate daily tally sheet. 5
Excess settlement posted in payable account 5
All the issuer transactions should be reconciled 5
three way and action should be taken for all the
unreconciled transactions
Shadow Balance maintenance in Data base 5

which should always tally with Bank CBS balance.
Reconciliation of all the Receivable account for 5
Receivables GL all the Product
wise Alert reports for entry pending More than 2 days 5
Reconciliation Generation of Summary sheet of Receivable 5
Part-1 account
Reconciliation of all the Receivable chargeback 5
GL Age wise breakup of entries pending in
Chargeback GL
11
Age wise breakup entries to be debited in All the 5
Receivable
Receivables GL
Settlement entries pending in Receivable account 5
wise
Reconciliation Excess settlement posted in Receivable account 5
Part-1 Shadow Balance maintenance in Data base 5
which should always tally with Bank CBS balance.
Generate daily tally sheet 5

Allotted
Generation of tallied report and difference 5
statement for Zeroing entry in CBS
Accounting of suspense debtors, Cash in ATM 5
Checking of ATM withdrawal, reversal, Bank 5

advices posted in CBS
Generation of files to upload in CBS for debiting 5
and crediting the customer account as well as
Vendor account and ATM account
12 Suspense Generation of Switch outstanding, Branch 5
reconciliation outstanding.
Inbuilt reconciliation rule table to reconcile all the 5
transaction
Generation of Vendor wise sheet to recover the 5
amount from vendor Age -wise break up of all
Suspense entries
Shadow balance maintenance in system which 5

should always match with CBS Balance.
Reconciliation of identified Internal Office 5
Accounts.
Ageing of balances of all internal office accounts. 5
13 Internal Office
Accounts Provision requirement on unreconciled portion of 5
balance of all internal office accounts as per
office account policy/RBI guidelines.
Grand Total 605
Note: Reconciliation should be on the basis of GL EOD balances in CBS for each day.
The list of functional specifications given above is not exhaustive and vendors must support all regulatory,
govt., IBA change requests at no extra cost, all the reconciliation needs of the Bank that arise during tenure of
the contract.
6) Integrity Pact
To ensure transparency, equity, and competitiveness and in compliance with the CVC guidelines, this
tender shall be covered under the Integrity Pact(IP).The pact essentially envisages an agreement between
the prospective bidders/vendors and OGB committing the persons/officials of both the parties, not to
exercise any corrupt influence on any aspect of the contract. The format of the agreement is enclosed in
GeM bid.
Signing of the Integrity Pact with OGB would be one of the preliminary qualifications for further evaluation.
In other words, entering into this pact would be one of the preliminary qualifications for this tender and the

pact shall be effective from the stage of invitation of bids till the complete execution of the contract. Any
vendor/bidder not signed the document or refusing to sign shall be disqualified in the bidding process.
7) Earnest Money Deposit (EMD)
a) Earnest Money Deposit (EMD) and Exemptions

The Bidder is required to deposit ₹4,00,000/- (Rupees Four Lakh only) in the form of Bank Guarantee issued by a
scheduled commercial bank valid for 6 months, with a claim period of 1 months after the expiry of validity of
the Bank Guarantee as per the statutory provisions in this regard, as per format in Annexure A or in form of Demand
Draft issued by any Schedule Commercial Bank on behalf of Odisha Gramya Bank payable at Bhubaneswar.
No interest will be paid on the EMD.
The scanned copy of the Bank Guarantee / DD to be uploaded in GeM portal and the hard copy of the
BG / DD must reach at “Information Technology Department, 2 nd Floor, Odisha Gramya Bank, Head
Office, Gandamunda, Khandagiri, Bhubaneswar – 751030” before last date of submission of bid along with
other documents.
b) Return of EMD
The EMDs of successful Bidder/s shall be returned / refunded after furnishing Performance Bank
Guarantee as required in this RFP.
EMDs furnished by all unsuccessful Bidders will be returned on the expiration of the bid validity / finalization of
successful Bidder, whichever is earlier.
c) Forfeiture of EMD
The EMD made by the bidder will be forfeited if:
a) Bidder withdraws its bid before opening of the bids.
b) Bidder withdraws its bid after opening of the bids but before Notification of Award.
c) Selected Bidder withdraws its bid / Proposal before furnishing Performance Bank Guarantee.
d) Bidder violates any of the provisions of the RFP up to submission of Performance Bank Guarantee.
e) Selected Bidder fails to accept the order within five days from the date of receipt of the order.
However, OGB reserves its right to consider at its sole discretion the late acceptance of the order by
selected Bidder.
Bidder fails to submit the Performance Bank Guarantee within stipulated period from the date of
execution of the contract. In such instance, OGB at its discretion may cancel the order placed on the
selected Bidder without giving any notice.
8) Term of the Order

The term of the Notification of Award / Purchase Order / Contract Period shall be for a period of 5 years from
date of release of GeM Contract.
9) Acceptance Procedure
Within 3 days of receipt of Notification of Award/Purchase Order the successful Bidder shall send the
acceptance.
a) Bidder should prepare and submit agreed Scope of Work (SOW) document within 30 days of award of
contract. The SOW should be agreed and signed between Bank and Selected Bidder.
b) Failure of the successful Bidder to comply with the above requirements shall constitute sufficient
grounds for the annulment of the award
c) Upon the successful Bidder accepting the Purchase Order and signing the contract, and NDA, OGB will
promptly notify each unsuccessful Bidder and will discharge all remaining EMDs, if any.

10) Performance Bank Guarantee
The vendor shall, within 30 days of receipt of Purchase Order, submit a Performance Guarantee in the
form of Bank Guarantee (PBG) equal to 10% of total value of the Purchase order (exclusive of taxes),
valid for 5 years, with a claim period of 1 year from the date of expiry of the validity period of the Bank
Guarantee (BG), as per statutory provisions in force. Format for Performance Bank Guarantee
provided in “Annexure B”.
11) Taxes and Duties

All taxes, if any, shall be deducted at source as per then prevailing rates at the time of release of payments.
Prices shall be inclusive of all taxes, duties. The bidder should meet the requirements of Goods & Services Tax (GST)
of India.
12) Service Level Agreement:
a) SLA for delivery:

All deliverable in this contract shall be delivered and made live within 45 days from date of release
of GEM Contract.
b) SLA for uptime
Vendor will have to guarantee a minimum uptime of 99.5%, calculated on a monthly basis.
Application availability will be 99.5% on 24x7x365. The penalty will be calculated as per the details
given below.
 Uptime percentage - 100% less Downtime Percentage.

 Downtime percentage - Unavailable Time divided by Total Available Time, calculated
on a monthly basis.
 Total Available Time – 24 hrs. per day for seven days a week.
 Unavailable Time - Time involved while the solution is inoperative or operates inconsistently
or erratically.
Uptime Percentage Penalty Details

A >= 99.5% No Penalty
99.0% =< A < 99.5% 2% of cost of Onsite support Charges and ATS of application
98.5% =< A < 99% 5% of cost of Onsite support charges and ATS of application
Penalty at an incremental rate of 1% (in addition to a base of 5%) of
cost of Onsite support charges for every 0.1% lower than the stipulated
A < 98.5% uptime. Bank shall have the right to invoke the performance Bank
Guarantee if minimum 99.5% is not maintained consecutively for three
months.
13) Penalty Clauses:
a) Penalty for delayed delivery:

For non-completion of implementation timeline of the project in full, penalty of 0.5% of the

undelivered line item for each week delay or part thereof, shall be deducted from payable up to
maximum of 5% of the undelivered item. Delay for reasons attributed to force majeure, Bank or
Ministry of Agriculture & Farmers Welfare will be excluded for above penalty consideration.
b) SLA for uptime

Penalty towards noncompliance of uptime in a month shall be calculated based on following
calculation.
o Uptime percentage - 100% less Downtime Percentage.

o Downtime percentage - Unavailable Time divided by Total Available Time, calculated
on a monthly basis.
o Total Available Time – 24 hrs. per day for seven days a week.
o Unavailable Time - Time involved while the solution is inoperative or operates inconsistently
or erratically.
Uptime Percentage Penalty Details

A >= 99.5% No Penalty
99.0% =< A < 99.5% 2% of cost of Onsite support Charges and ATS of application
98.5% =< A < 99% 5% of cost of Onsite support charges and ATS of application
Penalty at an incremental rate of 1% (in addition to a base of 5%) of
cost of Onsite support charges for every 0.1% lower than the stipulated
A < 98.5% uptime. Bank shall have the right to invoke the performance Bank
Guarantee if minimum 99.5% is not maintained consecutively for three
months.
14) Payment Terms

1. Payment will be done as follows:
 100% payment of the onetime implementation cost will be done by Bank after successful
o Testing in UAT and Go live at both DC & DR site.
o Signing of SLA & NDA
o Submitting PBG (if any) as per terms and conditions
 Bills would be payable, on receipt of advice/ confirmation for satisfactory delivery/ installation/
re-installation, live running and service report from the user department/ concerned offices
where the purchased software have been delivered and implemented.
 Invoices submitted must be in GST compliant with billed to Odisha Gramya Bank GSTIN
21AAAJO0221H1ZW.
 All payment will be done in INR (₹) currency.
2. Payment for ATS/AMC/Recurring Cost/OPEX/Support Cost
 The support/warranty period for the Software shall be throughout the contract period after go
live at both DC & DR.
 Payment for ATS/AMC/Recurring Cost/OPEX Cost shall be released on quarterly arrear basis after
deduction of penalties, if any.

 Payment towards support engineer at Head Office shall be released as monthly arrear after
deduction of absence period during the billing period. Absence more than 2 working days in a
month excluding banking holidays as per OGB calendar, will be consider for deduction against
absence period on pro rata basis.
3. Payment terms for Training
100% on completion of training along with required documents
4. Payment Terms of License
80% on delivery of the licenses and 20% on go-live of application in all respect.
15) Technical Inspection and Performance Evaluation

Odisha Gramya Bank reserves its right to carry out a technical inspection and performance evaluation
(bench-marking) of software/solution offered by technically qualified bidders.
16) General Terms

The selected Bidder has to implement the entire solution (including DB) in DC, DR (in Virtualised OS provided by
Bank) and UAT setup of the Bank.
*The 10 units of VMs required for UAT, Production and DR setup with Microsoft Server 2022 Operating system will
be provided by Bank.
During contract period, the bidder shall
 Be a single point of Contact to the Bank.

 Directly interact with CBS Support SI and other applications vendors for integration of universal
Reconciliation Solution.
 Build and maintain the interfaces with the relevant Application systems for automatically
uploading / downloading of data at no extra cost to the Bank.
 Perform a detailed current state assessment to gain understanding of the procedures and
practises adopted by the Bank.
 Provide training to the identified Bank’s personnel/team.
 Parameterise the solution in accordance to the Bank’s requirements, policies and practises
followed.
 Assess the gaps between the Applications and the practices and procedures followed by the
Bank during all stages of implementation (i.e. current system study, training, parameterisation,
implementation and roll out) and suggest acceptable workarounds to bridge gaps and identify
areas of customisations, modifications and enhancements.
 Carry out necessary customisations, modifications and enhancements to the Applications to suit
the Bank’s requirements.
 Perform version migrations and updates during the period of the contract at no extra cost to the
Bank.
 Support maintenance activities like day end, month end, quarter ends, and year ends, uploads,
downloads, trouble shooting, problem resolution, servicing and maintenance etc.
 Implement and maintain the database, operating system, and other third party software/ tools
necessary for the proposed solutions including DR site of equal capacity as live including data
replication requirements along with data replication configurations. Hardware, Network
infrastructure, Operating system and Database licenses will be provided by the Bank. The
proposed solutions would be required to be configured and installed at the Bank’s Data Centre

in Chennai and Bank’s DR site in Hyderabad. The network configurations will be done by the Bank
as per the bidder’s recommendation.
 If the supplied software version is declared ‘End of Support’ by the OEM/Bidder, new version with
all the existing customisations should be implemented by the Bidder with no extra cost to the
Bank.
 If OSD of OS/DB/third party software announces regarding the End of Support, the bidder has to
migrate the solution to the newer version of OS/DB without additional cost to the Bank.
 All patch update and patch management of Software modules has to be deployed by the
selected Bidder after obtaining approval from the Bank.
 All updates and upgrades of OS & DB has to be done by the selected Bidder without any extra
cost to the Bank during contract period. However, licenses will be provided by the Bank.
 Any customization requiring onsite debugging or customization for integration with other
applications/ CBS of the Bank should be carried out by the Bidder onsite as and when required
to ensure smooth implementation.
 Bidder has to install /re-install, configure/re-configure the supplied software (including OS, DB,
and third party software) in the servers (physical / virtual) and support the same during warranty
and AMC period without any extra cost to the Bank.
 Adherence to Service Levels as mentioned in the Tender.
 Bidder must maintain and support the interfaces, software and other infrastructure at Data
Centre & Disaster Recovery Centre as proposed and provided as a part of this project.
 Bidder must provide Data archival, retrieval and purging setup as per the requirement of the
Bank
 Bidder must provide required help during periodic VAPT (External & Internal), IS Audit, Security
Audit, various compliances specially government and regulatory, cyber related, etc. to the Bank.
Also rectification of deficiencies pointed out during IS Audit should be done at no cost to the
Bank in a time bound manner.
 All the software to be supplied/ proposed must be IPv4 and IPv6 compliant wherever applicable.
The bidder has to migrate/ configure the proposed solution into IPv6 version as per request of the
Bank without any additional cost to the Bank.
 Reports can be generated from archival data as well as in the production environment. The
system reporting engine should have flexibility to generate report beyond standard reports. It has
the provision to define reports fields and generate report in csv, xlsx and pdf formats.
 The Central Server will be located at Central locations (DC & DR) identified for the purpose, as
decided by Bank.
 The solution should impose maker & checker concept for all the transactions and sufficient audit
trail has to be maintained.
 The right to allow restrict or limit the use of any functionality (including admin functionality) would
be at Bank’s control.
 The application shall be able to do single sign on facility using Active Directory Services so that
the user creation/assignment of role and responsibility and generation of required reports go
smooth.
 The bidder should also provide the detail architecture of the whole system and database
schema and logical flow of the technical flow diagram of the processes running in the system.
 The vendor should provide admin related activities to be carried to maintain the software and
data base.
17) Software License

The bidder should consider application software licenses for the following:

 Provide on-premises customized enterprise-wide perpetual Licenses including Data Centre
(DC) setup, Disaster Recovery Site (DRS) setup for unrestricted use across the organization,
irrespective of locations or number of users.
 The DC & DRS setups will be in high availability mode (i.e. active/active or active/passive).
The DC & DRS setups shall be in virtualized environment / private cloud environment.
 All software envisaged is required to be on-premises irrevocable perpetual software licensed
to Odisha Gramya Bank, right to use the software even after the contract period.
 Only licensed copies of software shall be supplied and ported. Further, all software supplied
shall be of latest version.
 The software supplied must be the latest version of the software supplied by the OSD. Beta
versions of any software shall not be accepted.
 The following tentative considerations (but not limited) must be included for supply of
software
o The application software should fully comply with all the existing or future time to time
guidelines, requirements notified by NPCI, Government, RBI, other statutory bodies
etc. during the contract at no additional cost to the bank.
o The Application, Web and Database servers should be available and should function
in multiple operating systems like Linux, UNIX and Windows.
o The solution should be in High Availability i.e. clustered/ virtualized. Database should
provide High availability & Disaster recovery using cost effective option of
automatically synchronizing the transaction logs to disaster site, which in case of
failover the other node provides the availability of all data.
o The offered solution must provide all the functional specifications mentioned in this
Tender as standard feature. Noncompliance of the same shall be liable to be
rejected.
o Bidder should provide necessary interfaces to upload/download files directly by Bank
to/from NPCI.
o Provision of dash boards to monitor activities like MIS, reconciliation, compliance with
respect to Statutory/ Government /NPCI guidelines, etc. should be made available.
o The proposed solution (Application, Web and Database servers) should support both
software based virtualization technologies from leading vendors on X86 and x64 .
18) Gap Identification and Resolution
 The Bidder will ensure that all gaps identified at the time of system testing with respect to
Functional Requirement Specifications (FRS), will be immediately resolved.
 The Bidder will ensure that gaps pointed out by the audit and inspection team, statutory and
regulatory bodies, or any other third party agency engaged by the Bank will be resolved within
reasonable time during the contract period.
 The Bidder shall resolve gaps by proposing a suitable work around or customizing the proposed
solution by way of modifications / enhancements, as necessary, to the proposed software
solution.
 The Bidder shall provide all statutory, regulatory and ad-hoc MIS (Management Information
System) and EIS (Executive Information System) reports as required by the Bank in the desired
format as specified in requirements.
 The Bidder shall provide for all subsequent changes to reports as suggested by the statutory and
regulatory bodies from time to time immediately to the Bank at no additional cost to the Bank
throughout the period of the contract.

 The Bidder will ensure that they have the necessary infrastructure and people in place to resolve
all the gaps within the time lines agreed, for the implementation.
 The Bidder shall document all gaps observed by the Bank at various stages of implementation
including their solution and monitor and track the status of the same throughout the
implementation.
19) Interfaces
 The Bidder will be responsible for identifying the detailed interface requirements for integrating the
proposed packages to bank’s existing systems (CBS).
 The Solution should be capable of seamless integration with the Core Banking Solution (CBS) and
other applications which are to be the source for input data. The Bidder has to provide necessary
interface and undertake the integration with the CBS and other applications which are to be the
source for input data.
 The Bidder shall provide the Bank, understanding and full access to database, database table
structure and data dictionary of the proposed solutions.
 The Bidder will present to the Bank the interface requirements for review.
 The Bidder will give the Bank adequate time to review the interface requirements.
 Any suggestions from the Bank will have to be included by The Bidder.
 The Bidder will be responsible for developing, testing and maintaining all the required interfaces
during the contract period at no extra cost to the Bank. In case of any subsequent change,
modification or alteration to the Banks existing Application software packages, the Bank will
obtain the API for such existing Application and provide the same to The Bidder for interface at
no additional cost.
 The Bank has envisaged all the interfaces to be on an online secure mode with Straight through
Processing. The Bidder needs to factor the same in the pricing.
 The Bidder must ensure that all interfaces are automated with no/minimal manual intervention.
 The Bidder will ensure and incorporate all necessary security and control features within the
Application, operating system, data base, etc. so as to maintain integrity and confidentiality of
data at all times.
 The Bidder will be responsible for setting up the test environment for interface testing.
 All errors, bugs, enhancements / modifications required during and after testing will be
immediately resolved by the Bidder (maximum of 5 working days), and sign – off for the same will
be obtained from the Bank. However workaround solution should be provided on the same day,
in respect of errors and bugs affecting the functioning of the Bank.
 Transaction processing with straight though processing (STP) using ISO8583/ XML/JSON format.
20) Environment Set up & Configuration

The bidder should:
 Provide detailed documentation on system set up & configuration of UAT, DC Production and
DR. Also provide documentation on detail procedure for switching to fall back mode in case of
disaster/ system down time and again switching back to normal production set up once systems
are made available.
 Provide the detailed documentation on set up & configuration of Back up procedures and
suggestions/recommendations on data backup and restoration procedures.
21) Implementation Plan (Delivery, Installation and Commissioning)
The Bidder shall be responsible for delivery and installation of the application/solution for making them
operational for testing within 16 weeks of receiving the purchase order or confirmation of site readiness

whichever is later. The Bidder shall be responsible for implementing the services as per this Tender and
making them fully operational within 18 weeks from date of purchase order or confirmation of site
readiness whichever is later.
If the bidder fails to deliver and/or install all the application/solution ordered within the stipulated time
schedule, it will be a breach of contract and Odisha Gramya Bank may invoke the bank guarantee
without any notice. In the event of Odisha Gramya Bank agreeing to extend the date of delivery at the
request of bidder, it is a condition precedent that the validity of Bank guarantee shall be extended by
further period as required by Odisha Gramya Bank before the expiry of the original bank guarantee.
Failure to do so will be treated as breach of contract. At the discretion of Odisha Gramya Bank, there
will be an acceptance test conducted by the bidder in presence of Odisha Gramya Bank officials
and/or its nominated consultants after installation of complete Solution. In case of serious discrepancy
in hardware/software supplied, Odisha Gramya Bank may cancel the entire purchase order and return
the software back to the bidder at bidder’s costs and risks.
22) Training & Documentation
 The Bidder will be responsible for training the designated bank employees in the areas of
parameterization, operations, management, error handling, system administration, etc. with
respect to proposed solution. End application users would be trained through the trainer model.
 The Bidder will be responsible to train the team of appropriate personnel. The team training will
include functional as well as technical training and shall be considered within the scope of the
bidder. However, the final number shall be based on requirement at the sole discretion of the
Bank. These personnel would include core technical team, core functional team and the trainers
for the proposed application landscape
 Bank will provide all training facilities like classroom, projectors, computers etc. However, Bidder
has to bear the cost for travelling, lodging and other expenses for their own personnel.
 The Bidder needs to provide a comprehensive training methodology document and the training
should at least cover the following areas:
o Functionality available in the solution
o System & Application Administration at central site.
o Parameterization, User Management
o Techniques of generating various MIS reports from the solution provided
o Day to day operations.
o Backup & Recovery Operation & management
 The Bidder must ensure that proficient personnel conduct the training. The Bidder shall ensure
trainers are proficient and experienced enough in the topic of training.
 The Bidder shall provide comprehensive reference material for the training programme. The same
shall commensurate with the requirements specified in this RFP.
23) Disaster Recovery Mechanism

 The proposed system must be capable of and compatible for Disaster Recovery Implementation.
The successful bidder should describe the provisions for disaster recovery and show that the
proposed solution facilitates disaster recovery and implement the same in the system.
 The Bidder needs to submit the technical architecture relating to data replication between
primary and secondary site.
 The Bidder has to provide sizing and ensuring working of the systems as per the hardware sizing
and network sizing.

 There would be a quarterly DR Drill as per RBI Guidelines. Bidder shall provide the support during
the DR drill. No extra cost will be provided for this purpose.
24) Force Majeure

The bidder shall not be liable for forfeiture of its performance security, liquidated damages or termination
for default, if and to the extent that it’s delay in performance or other failure to perform its obligations
under the contract is the result of an event of Force Majeure. For purposes of this Clause, “Force Majeure”
means an event beyond the control of the Bidder and not involving the bidder’s fault or negligence and
not foreseeable. Such events may include, but are not limited to, Acts of God or of public enemy, acts
of Government of India in their sovereign capacity, acts of war.
If a Force Majeure situation arises, the Bidder shall promptly notify Odisha Gramya Bank in writing of such
conditions and the cause thereof within twenty calendar days. Unless otherwise directed by Odisha
Gramya Bank in writing, the Bidder shall continue to perform its obligations under the Contract as far as
it is reasonably practical, and shall seek all reasonable alternative means for performance not prevented
by the Force Majeure event.
25) Cancellation
Odisha Gramya Bank reserves its right to cancel the order in the event of one or more of the following
situations:
If the Bidder fails to execute any or all of the PROJECT within the period(s) specified in the Purchase
Order, or within any extension thereof granted by the Bank or If the Bidder fails to perform any other
obligations(s) under the Contract.
In addition to the cancellation of purchase order, Odisha Gramya Bank reserves the right to appropriate
the damages from the earnest money deposit (EMD) given by the bidder or foreclose the Bank
Guarantee given towards EMD and/or foreclose the bank guarantee given by the supplier against the
advance payment/submitted at the time of bid.
26) Confidentiality
The Bidder shall treat the details of the documents as secret and confidential. The Successful Bidder shall
execute separate NDA on the lines of the draft provided in the Annexure C hereof.
In the event of disclosure of Confidential Information to a third party in violation of the provisions of this Clause,
the defaulting party shall use all reasonable endeavors to assist the supplying party in recovering and
preventing such third party from using, selling or otherwise disseminating of such information.
The Parties obligations under this Section shall extend to the non-publicizing of any dispute arising out of this
Agreement.
No media release/public announcement or any other reference to the tender or any program there
under shall be made without the written consent of the Bank, by photographic, electronic or other
means is strictly prohibited.
The terms of this clause shall continue in full force and effect as perpetual from the date of disclosure of
such Confidential Information.
In the event of termination of this Agreement, upon written request of the disclosing Party, the
receiving Party shall immediately return the disclosing Party’s Confidential Information, or at the

disclosing Party’s option destroy any remaining Confidential Information and certify that such
destruction has taken place.
27) Amendments to the Agreement
Once contract agreement are executed with the Bidder, no amendments or modifications of
Agreement and no waiver of any of the terms or conditions hereof shall be valid or binding unless made
in writing.
Unless it is specifically mentioned in purchase order, in case of any dispute, the requirements stated in the RFP
will be taken as the final requirement.
28) Indemnity
The bidder shall indemnify, protect and save OGB and hold OGB harmless from and against all claims, losses,
costs, damages, expenses, action suits and other proceedings, (including reasonable attorney fees),
relating to or resulting from any act or omission or negligence or misconduct of the bidder and its
employees and representatives, breach of the terms and conditions of the agreement or purchase order,
false statement by the bidder, employment claims of employees of the bidder, third party claims arising
due to infringement of intellectual property rights, death or personal injury attributable to acts or omission of
bidder, violation of statutory and regulatory provisions including labour laws, laws related to information
technology and intellectual property rights, breach of confidentiality obligations, breach of warranty.
Indemnity would be limited to court or arbitration awarded damages and shall exclude indirect,
consequential and incidental damages and compensation. Bidder shall indemnify OGB, provided OGB
promptly notifies the Bidder in writing of such claims and the Bidder shall have the right to undertake the
sole defense and control of any such claim.
29) Bidder’s Liability

The selected Bidder will be liable for all the deliverables.
The Bidder’s aggregate liability in connection with obligations undertaken under the purchase order,
regardless of the form or nature of the action giving rise to such liability (whether in contract, tort,
indemnity or otherwise), shall be at actual and limited to the value of the contract/purchase order.
The Bidder’s liability in case of claims against OGB resulting from willful and gross misconduct, or gross
negligence, fraud of the Bidder, its employees, contractors and subcontractors, from infringement of
patents, trademarks, and copyrights or other Intellectual Property Rights or breach of confidentiality
obligations shall be unlimited.
In no event shall either party be liable for any indirect, incidental or consequential damages or lost profits
or lost revenue, howsoever such liability may arise.
Losses means any claims.
30) Obligations of the Bidder

Standard of Performance: The Bidder shall perform the services and carry out their obligations with all due
diligence, efficiency and economy, in accordance with generally accepted professional standards
and practices, and shall observe sound management practices, and employ appropriate technology
and safe and effective equipment materials and methods. The Bidder shall always act in respect of any
matter relating to this RFP or to the services as faithful advisor to OGB and shall at all times support and
safeguard OGB‟s legitimate interests in any dealings with third parties.
Prohibition of Conflicting Activities: The Bidder shall not engage and shall cause their personnel not to
engage in any business or professional activities that would come in conflict with the activities
assigned to them under the contract.

31) Inspection of Records
All VENDOR records with respect to any matters relating to the scope of delivery of the services provided by
the VENDOR covered in the Contract shall be made available to the Bank or its designees at any time during
normal business hours, as often as the Bank deems necessary, to audit, examine, and make excerpts or
transcripts of all relevant data. Said records are subject to examination. Bank external auditors who will
perform any audit on the VENDOR would execute confidentiality agreement with the VENDOR, provided
that the auditors would be permitted to submit their findings to the Bank, which would be used by the Bank.
The cost of the audit will be borne by the Bank. The scope of such audit would be limited to Service Levels
being covered under the Contract, and financial information would be excluded from such inspection,
which will be subject to the requirements of statutory and regulatory authorities.
Regulators of Bank such as Reserve Bank of India (RBI) and National Bank for Agriculture and Rural
Development (NABARD) will have rights to inspect or Audit any matters relating to the scope of delivery of
the services provided by the VENDOR and financials documents of Bank and VENDOR covered in the
Contract.
32) Exit option and contract re-negotiation

a) OGB reserves its right to cancel the order in the event of happening of one or more of the situations as
mentioned in the “Order Cancellation” clause.
b) OGB reserves its right to cancel the contract in the event of Amalgamation / Merger of Bank with other
entity of bank leading to change of service integrator or service provider as per requirement of new
entity post amalgamation / Merger. In such case Bank is not liable for any payment for undelivered
portion of services due to termination of contract.
c) Notwithstanding the existence of a dispute, and/or the commencement of arbitration

proceedings, the Bidder should continue to provide the facilities to OGB at the site.
d) Reverse transition mechanism would be activated in the event of cancellation of the RFP/contract or
exit by the parties prior to expiry of the RFP/contract. The Bidder should perform a reverse transition
mechanism to OGB or its selected vendor. The reverse transition mechanism would facilitate an
orderly transfer of services to OGB or to an alternative 3rd party / vendor nominated by OGB. Where
OGB elects to transfer the responsibility for service delivery vendor(s), OGB will nominate a service
provider who will be responsible for all dealings with the Bidder regarding the delivery of the reverse
transition services.
e) The reverse transition services to be provided by the Bidder shall include the following:
1. The Bidder shall suitably and adequately train OGB or its designated team or new service
provider for fully and effectively changeover of bank’s CBS and allied services.
2. Bidder shall provide adequate documentation thereof.
3. The Bidder shall jointly manage the Links with OGB or designated team for a reasonable period of
time
33) Extension of RFP/Contract

The bidder shall be required to consistently execute, in a successful and professional manner, the jobs
assigned under this RFP/Contract, to the satisfaction of and as decided by OGB up to a contract
period reckoned from the date of commencement of the services and may be extended for further
period on satisfactory performance by bidder. However even in case, the bidder is not interested to
extend the Contract for a further period, bidder shall be essentially required to execute the work at least
for next 6 months period on the same rates and terms & conditions of the RFP/Contract.
OGB at its sole discretion may extend the contract for a period of One (1) years from the date of

completion of initial contract period with mutually agreed terms between the service provider(s) and bank.
34) Order Cancellation

OGB reserves its right to cancel the order in the event of one or more of the following situations, that are not
occasioned due to reasons solely and directly attributable to OGB alone;
i. Delay in delivery and services beyond the specified period as set out in the Purchase Order
before acceptance of the product; or,
ii. Serious discrepancy in the quality of service expected.
iii. If a Bidder makes any statement or encloses any form which turns out to be false, incorrect
and/or misleading or information submitted by the bidder turns out to be incorrect and/or
bidder conceals or suppresses material information.
In case of order cancellation, any payments made by OGB to the Bidder for the particular service
would necessarily have to be returned to OGB with interest @ 10% per annum from the date of each such
payment. Further the Bidder would also be required to compensate OGB for any direct loss incurred
by OGB due to the cancellation of the Purchase Order and any additional expenditure to be incurred
by OGB to appoint any other Bidder.
35) Termination of Contract
For Amalgamation / Merger of bank: Bank with written notice of 3 months to Bidder, may terminate the
contract in whole or in part at any time for its convenience giving three months prior notice. The notice of
termination may specify that the termination is for convenience the extent to which Bidder’s performance
under the contract is terminated and the date upon which such termination become effective. OGB
will release any payment applicable till date of termination for services taken, but will not release any
payment request raised by vendor for termination for amalgamation or merger of bank as per
instruction of GOI
For Insolvency: OGB at any time may terminate the contract by giving written notice to Bidder, if Bidder
becomes bankrupt or insolvent. In this event, termination will be without compensation to Bidder,
provided that such termination will not prejudice or affect any right of action or remedy that has accrued
or will accrue thereafter to OGB.
For Non-Performance: OGB reserves its right to terminate the contract in the event of Bidder’s
repeated failures (more than 3 occasions in a calendar year in maintaining the service level as defined in
the Contract).
Notice: In the event of termination, OGB will issue notice to Vendor for a period of 90 days over e-mail /
registered mail.
36) Effect of Termination

d) The Bidder agrees that it shall not be relieved of its obligations under the reverse transition
mechanism notwithstanding the termination of the assignment.
e) Same terms (including payment terms) which were applicable during the term of the contract
should be applicable for reverse transition services.
f) The Bidder agrees that after completion of the Term or upon earlier termination of the assignment the
Bidder shall, if required by OGB, continue to provide facility to OGB at no less favorable terms than those
contained in this RFP. In case OGB wants to continue with the Bidder’s facility after the completion of
this RFP/contract then the Bidder shall offer the same terms to OGB.
g) OGB shall make such pro rata payment for services rendered by the Bidder and accepted by OGB at
the sole discretion of OGB in the event of termination, provided that the Bidder is in compliance with its
obligations till such date. However, no payment for “costs incurred, or irrevocably committed to,
up to the effective date of such termination” will be admissible. There shall be no termination

compensation payable to the Bidder.
h) OGB may make payments of undisputed amounts to the Bidder for services rendered till the
effective date of termination. Termination shall be without prejudice to any other rights or remedies a party
may be entitled to hereunder or at law and shall not affect any accrued rights or liabilities or either party
nor the coming into force or continuation in force of any provision hereof which is expressly intended
to come into force or continue in force on or after such termination.
Upon cancellation of contract/completion of period of service, the Bidder should peacefully handover
the legal possession of all the assets provided and obtain discharge from OGB. OGB also reserves the right
to assign or allot or award the contract to any third party upon cancellation of the availed services.
37) Merger and Amalgamation

In the event of any merger or amalgamation:
• The vendor shall not assign to any one, in whole or in part, its obligations to perform under the
RFP/contract, except with the Bank’s written consent
• If the Bank undergoes a merger, amalgamation, take-over, consolidation, reconstruction,
change of ownership etc., this Contract shall be considered to be assigned to the new entity and such
an act shall not affect the rights of the Bank and the Vendor under this RFP
• Bank at its sole discretion may terminate the contract with written notice of 3 months in advance in the
event of Merger or Amalgamation of Bank of any such order to this effect issued by Govt. of India.
38) Corrupt and Fraudulent Practices
1 As per Central Vigilance Commission (CVC) directives, it is required that Bidders/ Suppliers /
Contractors observe the highest standard of ethics during the procurement and execution of
such contracts in pursuance of this policy:
2 "Corrupt Practice" means the offering, giving, receiving or soliciting of anything of values to
influence the action of an official in the procurement process or in contract execution AND
3 "Fraudulent Practice" means a misrepresentation of facts in order to influence a procurement
process or the execution of contract to the detriment of the Bank and includes collusive practice
among bidders (prior to or after bid submission) designed to establish bid prices at artificial non-
competitive levels and to deprive the Bank of the benefits of free and open competition.
4 The Bank reserves the right to reject a proposal for award if it determines that the Bidder
recommended for award has engaged in corrupt or fraudulent practices in competing for the
contract in question.
5 The Bank reserves the right to declare a firm ineligible, either indefinitely or for a stated period of time, to
be awarded a contract if at any time, it determines that the firm has engaged in corrupt or fraudulent
practices in competing for or in executing the contract.
6 The decision of Bank in determining the above aspects will be final and binding on the all the
Bidders. No Bidder shall contact through any means of communication the Bank or any of its
employees on any matter relating to its Bid, from the time of Bid opening to the time the contract is
awarded. If the Bidder wishes to bring additional information to the notice of the Bank, it may do so in
writing.
7 Any effort/attempt by a Bidder to influence the Bank in its decision on bid evaluation, bid
comparison or contract award may result in rejection of the Bidder’s bid and/or blacklisting the
Bidder. The Bidder agrees not to hire, solicit or accept solicitation either directly or through a third party
from any of the employees of the Bank directly involved in this contract during the period of contract
and one year thereafter, except as the parties may agree on the case to case basis.
8 The selected Bidder shall ensure compliance of CVC guidelines issued or to be issued from time
to time for selection of vendor for the scope of work covered in this RFP.

39) Resolution of Disputes
OGB and bidder shall make every effort to resolve amicably by direct informal negotiation, any
disagreement or dispute or differences arising between them under or in connection with the
RFP/Contract. If, however, the parties are not able to resolve them,
1. Such disputes or difference shall be settled in accordance with the Arbitration and Conciliation Act,
1996. Where the value of the RFP/Contract is above Rs.1.00 Crore, the arbitral tribunal shall consist of 3
arbitrators, one each to be appointed by OGB and the Bidder. The third Arbitrator shall be chosen by
mutual discussion between OGB and the Bidder. Where the value of the RFP/contract is Rs.1.00
Crore and below, the disputes or differences arising shall be referred to the Sole Arbitrator. The Sole
Arbitrator should be appointed by mutual consent between OGB and Bidder.
2. Arbitration proceedings shall be held at Bhubaneswar, and the language of the arbitration
proceedings and that of all documents and communications between the parties shall be English;
3. The decision of the majority of arbitrators shall be final and binding upon both parties. The cost and
expenses of Arbitration proceedings will be paid as determined by the arbitral tribunal. However,
the expenses incurred by each party in connection with the preparation, presentation, etc., of its
proceedings as also the fees and expenses paid to the arbitrator appointed by such party or on its
behalf shall be borne by each party itself; and
Any appeal will be subject to the exclusive jurisdiction of courts at Bhubaneswar.
40) Compliance with Applicable Laws of India
The Bidder confirms to OGB that it complies with all Central , State, Municipal laws and local laws and rules
and regulations and shall undertake to observe, adhere to, abide by, comply with and notify OGB about
compliance with all laws in force including Information Technology Act 2000, or as are or as made applicable
in future, pertaining to or applicable to them, their business, their employees or their obligations towards
them and for all purposes of this RFP/Contract, and shall indemnify, keep indemnified, hold harmless, defend
and protect OGB and its officers/staff/personnel/representatives/agents from any failure or omission on its part
to do so and against all claims or demands of liability and all consequences that may occur or arise for any
default or failure on its part to conform or comply with the above and all other statutory obligations arising
there from.
The Bidder shall promptly and timely obtain all such consents, permissions, approvals, licenses, etc., as may be
necessary or required for any of the purposes of this RFP or for the conduct of their own business under any
applicable Law, Government Regulation/Guidelines and shall keep the same valid and in force during
the term of this RFP, and in the event of any failure or omission to do so, shall indemnify, keep indemnified, hold
harmless, defend, protect and fully compensate OGB and its employees/officers/staff/personnel/
representatives/agents from and against all claims or demands of liability and all consequences that may
occur or arise for any default or failure on its part to conform or comply with the above and all other statutory
obligations arising there from and OGB will give notice of any such claim or demand of liability within
reasonable time to the Bidder
.
41) Legal Compliances:
The Bidder confirms to OGB that its personnel/ employees/staff are covered under the provision of various Acts
enacted for the protection and benefits of workmen /employees /staff or otherwise such as Employees
State Insurance Act and Employees Provident Fund Miscellaneous Provision Act etc. and such other Acts like
Profession Tax Act etc. as applicable and that Bidder is duly registered under the provisions of the said Acts and
is complying with the provisions of the Acts.
The Bidder shall allow OGB as well as regulatory authorities to verify books in so far as they relate to

compliance with the provisions of these Acts and shall provide on demand by OGB & regulatory
authorities such documentary proof as may be necessary to confirm compliance in this regard. OGB shall not
be responsible in any event to the employees of Bidder for any of their outstanding claims or liability in that
regard. OGB shall not be responsible for any claim or demand made by such personnel for their dues
outstanding against Bidder.
Both Bidder and OEM must comply to the Office Memorandum issued by Department of Expenditure
under Ministry of Finance with F.No. 6/18/2019-PPD dated 23rd July 2020. Bidder and OEM(s) registered
under Rule 144(xi) of the General Financial Rules (GFRs) should share the registration document upon
demand by Technical Committee of Bank.
42) Intellectual Property Rights:

All rights, title and interest of OGB in and to the trade names, trademark, service marks, logos, products, copy
rights and other intellectual property rights shall remain the exclusive property of OGB and Bidder shall not be
entitled to use the same without the express prior written consent of OGB. Nothing in contract including any
discoveries, improvements or inventions made upon with/by the use of the Bidder or its respectively
employed resources pursuant to contract shall either vest or shall be construed so that to vest any proprietary
rights to the Bidder. Notwithstanding, anything contained in Contract, this clause shall survive indefinitely,
even after termination of this Purchase Order.
All copyrights and other intellectual property rights existing prior to the "Effective Date" will belong to the party
that owned such rights immediately prior to the "Effective Date". All modifications and enhancements to,
and derivative works from, pre-existing intellectual property rights will belong to the party that owned such
pre-existing intellectual property rights
Neither party will gain by virtue of this Contract any rights of ownership of copyrights, patents, trade secrets,
trademarks or any other intellectual property rights owned by the other.
43) Applicable Law and Jurisdiction
The Agreement shall be governed by and interpreted in accordance with the Indian Law. The jurisdiction and
venue of any action with respect to the subject-matter of this Agreement shall be the Courts of
Bhubaneswar in India and each of the parties hereto submits itself to the exclusive jurisdiction and venue of such
courts for the purpose of any such action.
44) No Damage of OGB Property
Bidder shall ensure that there is no loss or damage to the property of OGB while executing the
RFP/Contract. In case, it is found that there is any such loss/damage due to direct negligence/non-
performance of duty by any personnel, the amount of loss/damage so fixed by OGB shall be recovered
from Bidder.
45) Fraudulent and Corrupt Practice
“Fraudulent Practice” means a misrepresentation of facts in order to influence a procurement process or the
execution of RFP and includes collusive practice among Bidder’s (prior to or after Bid submission) designed
to establish Bid prices at artificial non-competitive levels and to deprive the OGB of the benefits of free and
open competition.
“Corrupt Practice” means the offering, giving, receiving or soliciting of anything of value, pressurizing to
influence the action of a public official or an OGB official in the process of project execution.
OGB will reject a proposal for award if it determines that the Bidder recommended for award has
engaged in corrupt or fraudulent practices in competing for, or in executing the project.

46) Governing Language
All correspondences and other documents pertaining to this Agreement shall be in English only.
47) Addresses for Notices
Following shall be address of OGB for notice purpose:

The General Manager,
Information Technology Department,
Head Office, Odisha Gramya Bank,
Gandamunda,Khandagiri,
Bhubaneswar,
Odisha – 751030
48) Merger and Amalgamation

In the event of any merger or amalgamation:
• The vendor shall not assign to any one, in whole or in part, its obligations to perform under the
RFP/contract, except with the Bank’s written consent
• If the Bank undergoes a merger, amalgamation, take-over, consolidation, reconstruction,
change of ownership etc., this RFP/Contract shall be considered to be assigned to the new
entity and such an act shall not affect the rights of the Bank and the Vendor under this tender.
49) Eligibility criteria of the Bidder
Only those Bidders who fulfil the following criteria are eligible to respond to the RFP. Offers received from the
bidders who do not fulfil any of the following eligibility criteria are liable to be rejected.
Sl. No. Eligibility Criteria Document to be submitted

If OSD is bidding directly they cannot submit Letter of confirmation from OSD (self-certified
1
another bid with any Partner / Bidder. letter signed by authorized official of the OSD)
One Bidder can bid only with one OSD and Letter of confirmation (self-certified letter signed
2
cannot submit multiple bids. by authorized official of the bidder)
If the bidder is an authorized partner/System
Integrator of the solution, its OSD should have
3 Certificate of Incorporation of OEM
been in existence for a minimum period of 4
years as on 01.01.2024
The Bidder should have successfully
implemented the Reconciliation Solution for
4 Documentary proof should be submitted.
Digital Banking Channels or Products in at least
in any Bank in India.
The Bidder should not have been blacklisted by
Self-declaration to that effect should be
5 any Government organization / Banks /
submitted along with the technical bid.
Financial Institutions in India.
The Bidder should be in existence in India for a Certificate of incorporation must be enclosed as
6
minimum of 5 years documentary proof.
Self-Declaration from the Bidder to this effect
should be furnished giving mandate to
The application software offered should have
participate in this tender. Self- declaration
7 adequate redundancy, fault tolerance and
should also specify that the bidder would be
Disaster recovery arrangement.
solely responsible for designing, procuring and
delivering the entire solution.

Note: - The live data would be provided to the Successful bidder for running the processes during testing period.
The selected Bidder will confirm that functionality provided is as per the tender scope, data migration and
processing speed is proper, the results produced by their application are correct.

Annexure - A EMD
(Bank Guarantee)
[Bank‟s Name, and Address of Issuing Branch or Office]
Odisha Gramya Bank: Date:

BID GUARANTEE No.:
We have been informed that (hereinafter called "the Bidder") has submitted to you its bid
dated (hereinafter called "the Bid") for the execution of under RFP
No.
Furthermore, we understand that, according to your conditions, bids must be supported by a bank guarantee.
At the request of the Bidder, we hereby irrevocably undertake to pay you without any demur or
protest, any sum or sums not exceeding in total an amount of Rs. /-(Rupees only) upon
receipt by us of your first demand in writing accompanied by a written statement stating that the Bidder is in breach
of its obligation(s) under the bid conditions, because the Bidder:
(a) Has withdrawn its Bid during the period of bid validity specified by the Bidder in the Form of Bid; or
(b) having been notified of the acceptance of its Bid by OGB during the period of bid validity, (i) fails or refuses to
execute the Contract Form; or (ii) fails or refuses to furnish the performance security, if required, in accordance
with the Instructions to Bidders.
This guarantee will expire:
(a) If the Bidder is the successful bidder, upon our receipt of copies of the contract signed by the Bidder and the
performance security issued to you upon the instruction of the Bidder; or
(b) if the Bidder is not the successful bidder, upon the earlier of (i) our receipt of a copy of your notification to the
Bidder of the name of the successful bidder; or (ii) twelve months after the expiration of the Bidder’s Bid.
Consequently, any demand for payment under this guarantee must be received by us at the Office on or
before that date.
[Signature]
Date (date should be one year from the date of expiry of this Bank Guarantee).
All claims under this Bank Guarantee will be payable at ----------------------------------------------------------------------------
- -------- (Bank & Its Address).
{Signature of the Authorized representatives of the Bank}

Annexure–B Performance Bank Guarantee
(BANK GUARANTEE)
Date
Beneficiary: ODISHA GRAMYA BANK
Odisha Gramya Bank, Head Office,
AT- Gandamunda, P.O. - Khandagiri
Bhubaneswar – 751030.
Performance Bank Guarantee No:
We have been informed that------------------------- (hereinafter called “the Supplier”) has received the purchase
order no. “-------------------” dated --------------- issued by Odisha Gramya Bank (OGB), for ---------------------------------
- -------------- (hereinafter called “the Purchase Order”).
Furthermore, we understand that, according to the conditions of the Purchase order, a Performance Bank
Guarantee is required to be submitted by the Supplier to OGB.
At the request of the Supplier, We ----------------------------(name of the Bank , the details of its incorporation) having its
registered office at and, for the purposes
of this Guarantee and place where claims are payable, acting through its ---- branch presently situated at --
-------------------------------------------------- (hereinafter referred to as "Bank" which term shall mean and include, unless repugnant
to the context or meaning thereof, its successors and permitted assigns),hereby irrevocably undertake to pay you
without any demur or objection any sum(s) not exceeding in total an amount of Rs.----
------------- (in figures) (Rupees---------(in words)------- only) upon receipt by us of your first demand in writing declaring the
Supplier to be in default under the purchase order, without caveat or argument, or your needing to prove or
to show grounds or reasons for your demand or the sum specified therein.
Please note that you may, if you so require, independently seek confirmation with - (Bank Name & Issuing branch
address) , that this Bank Guarantee has
been duly and validly issued.
Notwithstanding anything contained in the foregoing:
The liability of -------------- (Bank), under this Bank Guarantee is restricted to a maximum total amount of Rs. ----
- (Amount in figures and words).
This bank guarantee is valid upto -------------------- --.
The liability of (Bank), under this Bank Guarantee is finally discharged if no claim is made on behalf of
OGB within twelve months from the date of the expiry of the validity period of this Bank Guarantee.
Our liability pursuant to this Bank Guarantee is conditional upon the receipt of a valid and duly executed written
claim or demand, by ---------- (Bank)-------------------------------------------------------------------------------- (Address), delivered
by hand, courier or registered post, or by fax prior to close of banking business hours on ------------------------ (date should
be one year from the date of expiry of guarantee) failing which all rights under this Bank Guarantee shall be

forfeited and ----------------- (Bank), shall stand absolutely and unequivocally discharged of all of its obligations
Hereunder.
This Bank Guarantee shall be governed by and construed in accordance with the laws of India and
competent courts in the city of Bhubaneswar shall have exclusive jurisdiction.
Kindly return the original of this Bank Guarantee to-------------------------------------------------------------------------- (Bank &
Its Address), upon
a) its discharge by payment of claims aggregating to Rs----------------------- (Amount in figures & words);
b) Fulfillment of the purpose for which this Bank Guarantee was issued;
c) Or, Claim Expiry

Annexure – C Non-Disclosure Agreement
This Agreement is made and entered on this -------- day of --------------------- , 201 (“Effective Date”) between
Odisha Gramya Bank, a body corporate constituted under Regional Rural Bank Act- 1976, having its
Administrative Office at Gandamunda, Khandagiri, Bhubaneswar – 751030, hereinafter called the (Hereinafter
referred to as “OGB”, which expression shall mean and include unless repugnant to the context, its successors and
permitted assigns) ;
AND
, a company registered in and having its registered office
at (Hereinafter referred to as “ ”, which expression
shall mean and include unless repugnant to the context, its successors and permitted assigns).
The term “Disclosing Party” refers to the party disclosing the confidential information to the other party of this
Agreement and the term “Receiving Party” means the party to this Agreement which is receiving the
confidential information from the Disclosing Party.
OGB and shall hereinafter be jointly referred to as the “Parties” and individually as a “Party”.
NOW THEREFORE
In consideration of the mutual protection of information herein by the parties hereto and such additional
promises and understandings as are hereinafter set forth, the parties agree as follows:
Article 1: Purpose
The purpose of this Agreement is to maintain in confidence the various Confidential Information, which is
provided between OGB and to perform the considerations (hereinafter called “Purpose”) set
forth in below:
Supply of application for KCC ISS integration with Finacle 10.2.25 CBS of Odisha Gramya Bank
Article 2: DEFINITION
For purposes of this Agreement, "Confidential Information" means the terms and conditions, and with respect
to either party, any and all information in written, representational, electronic, verbal or other form relating
directly or indirectly to the Purpose (including, but not limited to, information identified as being proprietary
and/or confidential or pertaining to, pricing, marketing plans or strategy, volumes, services rendered,
customers and suppliers lists, financial or technical or service matters or data, employee/agent/
consultant/officer/director related personal or sensitive data and any information which might
reasonably be presumed to be proprietary or confidential in nature) excluding any such information
which (i) is known to the public (through no act or omission of the Receiving Party in violation of this
Agreement); (ii) is lawfully acquired by the Receiving Party from an independent source having no
obligation to maintain the confidentiality of such information; (iii) was known to the Receiving Party prior to
its disclosure under this Agreement; (iv) was or is independently developed by the Receiving Party without
breach of this Agreement; or (v) is required to be disclosed by governmental or judicial order, in which
case Receiving Party shall give the Disclosing Party prompt written notice, where possible, and use
reasonable efforts to ensure that such disclosure is accorded confidential treatment and also to enable
the Disclosing Party to seek a protective order or other appropriate remedy at Disclosing Party’s sole costs.
Confidential Information disclosed orally shall only be considered Confidential Information if: (i) identified
as confidential, proprietary or the like at the time of disclosure, and (ii) confirmed in writing within Seven (7)
days of disclosure.
Article 3: NO LICENSES
This Agreement does not obligate either party to disclose any particular proprietary information; to
purchase, sell, license, transfer, or otherwise dispose of any technology, services, or products; or to enter
into any other form of business, contract or arrangement. Furthermore, nothing contained hereunder
shall be construed as creating, conveying, transferring, granting or conferring by one party on the other party
any rights, license or authority in or to the Confidential Information disclosed under this Agreement.

Article 4: DISCLOSURE
1. Receiving Party agrees and undertakes that it shall not, without first obtaining the written consent of the
Disclosing Party, disclose or make available to any person, reproduce or transmit in any manner, or
use (directly or indirectly) for its own benefit or the benefit of others, any Confidential Information save
and except both parties may disclose any Confidential Information to their Affiliates, directors,
officers, employees or advisors of their own or of Affiliates on a "need to know" basis to enable them to
evaluate such Confidential Information in connection with the negotiation of the possible business
relationship; provided that such persons have been informed of, and agree to be bound by
obligations which are at least as strict as the recipient’s obligations hereunder. For the purpose of
this Agreement, Affiliates shall mean, with respect to any party, any other person directly or indirectly
Controlling, Controlled by, or under direct or indirect common Control with, such party. "Control",
"Controlled" or "Controlling" shall mean, with respect to any person, any circumstance in which such
person is controlled by another person by virtue of the latter person controlling the composition of
the Board of Directors or owning the largest or controlling percentage of the voting securities of such
person or by way of contractual relationship or otherwise.
2. The Receiving Party shall use the same degree of care and protection to protect the Confidential
Information received by it from the Disclosing Party as it uses to protect its own Confidential
Information of a like nature, and in no event such degree of care and protection shall be of less than
a reasonable degree of care.
3. The Disclosing Party shall not be in any way responsible for any decisions or commitments made by
Receiving Party in relying on the Disclosing Party's Confidential Information.
Article 5: RETURN OR DESTRUCTION OF CONFIDENTIAL INFORMATION

The parties agree that upon termination of this Agreement or at any time during its currency, at the request
of the Disclosing Party, the Receiving Party shall promptly deliver to the Disclosing Party the Confidential
Information and copies thereof in its possession or under its direct or indirect control, and shall destroy all
memoranda, notes and other writings prepared by the Receiving Party or its Affiliates or directors, officers,
employees or advisors based on the Confidential Information and promptly certify such destruction.
Article 6: INDEPENDENT DEVELOPMENT AND RESIDUALS
Both parties acknowledge that the Confidential Information coming to the knowledge of the other may
relate to and/or have implications regarding the future strategies, plans, business activities, methods,
processes and or information of the parties, which afford them certain competitive and strategic
advantage. Accordingly, nothing in this Agreement will prohibit the Receiving Party from developing or
having developed for it products, concepts, systems or techniques that are similar to or compete with the
products, concepts, systems or techniques contemplated by or embodied in the Confidential
Information provided that the Receiving Party does not violate any of its obligations under this
Agreement in connection with such development.
Article 7: INJUNCTIVE RELIEF

The parties hereto acknowledge and agree that in the event of a breach or threatened breach by
the other of the provisions of this Agreement, the party not in breach will have no adequate remedy in
money or damages and accordingly the party not in breach shall be entitled to injunctive relief against
such breach or threatened breach by the party in breach.
Article 8: NON-WAIVER
No failure or delay by either party in exercising or enforcing any right, remedy or power hereunder shall
operate as a waiver thereof, nor shall any single or partial exercise or enforcement of any right, remedy or
power preclude any further exercise or enforcement thereof or the exercise of enforcement of any
other right, remedy or power.
Article 9: DISPUTE RESOLUTION

If any dispute arises between the parties hereto during the subsistence or thereafter, in connection with
or arising out of this Agreement, the dispute shall be referred to arbitration under the Indian Arbitration
and Conciliation Act, 1996 by a sole arbitrator mutually agreed upon. In the absence of consensus
about the single arbitrator, the dispute may be referred to joint arbitrators, one to be nominated by
each party and the said arbitrators shall nominate a presiding arbitrator, before commencing the
arbitration proceedings. Arbitration shall be held in Bhubaneswar, India. The proceedings of arbitration
shall be in the English language. The arbitrator’s award shall be final and binding on the parties.
Article 10: GOVERNING LAW AND JURISDICTION

This Agreement shall be governed exclusively by the laws of India and jurisdiction shall be vested
exclusively in the courts at Bhubaneswar in India.
Article 11: NON-ASSIGNMENT

This Agreement shall not be amended, modified, assigned or transferred by either party without the prior
written consent of the other party.
Article 12: TERM

This Agreement shall remain valid from the effective date until the termination of this Agreement. The
obligations of each Party hereunder will continue and be binding irrespective of whether the
termination of this Agreement for a period of three (3) years after the termination of this Agreement.
Article 13: INTELLECTUAL PROPERTY RIGHTS
Neither Party will use or permit the use of the other Party’s names, logos, trademarks or other identifying data, or
infringe Patent, Copyrights or otherwise discuss or make reference to such other Party in any notices to third
Parties, any promotional or marketing material or in any press release or other public announcement or
advertisement, however characterized, without such other Party’s prior written consent.
Article 14: GENERAL

1. Nothing in this Agreement is intended to confer any rights/remedies under or by reason of this
Agreement on any third party.
2. This Agreement and the confidentiality obligations of the Parties under this Agreement supersedes all
prior discussions and writings with respect to the Confidential Information and constitutes the entire
Agreement between the parties with respect to the subject matter hereof. If any term or provision of
this Agreement is determined to be illegal, unenforceable, or invalid in whole or in part for any reason,
such illegal, unenforceable, or invalid provisions or part(s) thereof shall be stricken from this Agreement.
3. Any breach of any provision of this Agreement by a party hereto shall not affect the other party’s non-
disclosure and non-use obligations under this Agreement.
IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement by their duly authorized
representatives as of the Effective Date written above.
ODISHA GRAMYA BANK TYPE COMPANY NAME

By: By:
Name: Name:
Designation: Designation:
Witness 1:
Witness 2:


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Universal Reconciliation

Solution & Dispute Handling

Universal Reconciliation Solution | Page 1 of 40

Universal Reconciliation Solution | Page 2 of 40

Universal Reconciliation Solution | Page 3 of 40

Universal Reconciliation Solution | Page 4 of 40

Universal Reconciliation Solution | Page 5 of 40

ATM, POS, ECOM, IMPS, AEPS, NEFT &RTGS Transactions

Universal Reconciliation Solution | Page 6 of 40

Accounting & Reports

5) Technical and Functional Specifications

Universal Reconciliation Solution | Page 7 of 40

Required functionality is readily available “FC”=5 Marks

Required functionality will be made available with “PC”=3 Marks

Sl Module / Features and Functional description FC/PC/NC Maximum Marks

Software should be able to store/retrieve Cash 5

Universal Reconciliation Solution | Page 8 of 40

Generating output files for successful txn, 5

Universal Reconciliation Solution | Page 9 of 40

Voucher work of Daily settlement Reports of 5

Daily, monthly overview on income, expenditure 5

Audit and statutory compliance report generation 5

AEPS transactions including Micro ATM Txns to be 5

Generating output files for successful txn, failed 5

Universal Reconciliation Solution | Page 10 of 40

Daily basis reconciliation of inward and outward 5

Daily basis reconciliation of temporary accounts 5

ATM performance report 5

Card Base report as per card management 5

Universal Reconciliation Solution | Page 11 of 40

Reports for duplicate entry for single claim. 5

Universal Reconciliation Solution | Page 12 of 40

Dispute System should have capability to handle all type 5

Bidder should have different Dispute 5

Bidder should have capability to manage all the 5

9 Fraud System should generate Fraud Monitoring reports 5

Universal Reconciliation Solution | Page 13 of 40

Shadow Balance maintenance in Data base 5

Universal Reconciliation Solution | Page 14 of 40

Checking of ATM withdrawal, reversal, Bank 5

Shadow balance maintenance in system which 5

Grand Total 605

Universal Reconciliation Solution | Page 15 of 40

7) Earnest Money Deposit (EMD)

a) Earnest Money Deposit (EMD) and Exemptions

No interest will be paid on the EMD.

8) Term of the Order

Universal Reconciliation Solution | Page 16 of 40

11) Taxes and Duties

12) Service Level Agreement:

a) SLA for delivery:

b) SLA for uptime

 Uptime percentage - 100% less Downtime Percentage.

Uptime Percentage Penalty Details

13) Penalty Clauses:

a) Penalty for delayed delivery:

Universal Reconciliation Solution | Page 17 of 40

b) SLA for uptime