K- ELECTRIC LTD

REQUEST FOR
PROPOSAL
Winder and Bela Solar Projects

This Request for Proposal (RFP) has been developed in line with
NEPRA Competitive Bidding Tariff (Approval Procedure) Regulations, 2017
Table of Contents
Volume-I : Instruction to Applicants ...........................................................................................4
Abbreviations .................................................................................................................................5
1. Definitions ..............................................................................................................................6
2. Rules of Interpretation ..........................................................................................................0
3. Exhibits ...................................................................................................................................1
4. Invitation to Bid .....................................................................................................................2
5. Background for Development of Projects ...........................................................................4
6. [Not used] ...............................................................................................................................2
7. Land ........................................................................................................................................2
8. RFP Process ...........................................................................................................................2
8.1. Major Project Milestones ................................................................................................... 3
8.2. Reservation of Rights .......................................................................................................... 3
8.3. Communications.................................................................................................................. 4
8.4. Clarification on RFP Documents ....................................................................................... 4
8.5. Cost and Expenses............................................................................................................... 4
8.6. Applicable Law and Dispute Procedure ........................................................................... 4
8.7. Grievance and Redressal Procedure ................................................................................. 4
9. Guidelines for Bid Submission .............................................................................................6
9.1. Bid Documents..................................................................................................................... 6
9.2. Bid Submission Requirements ........................................................................................... 6
9.3. Technical Proposal .............................................................................................................. 7
9.4. Tariff Proposal .................................................................................................................... 8
9.5. Bid Package ......................................................................................................................... 8
9.6. Bid Bond............................................................................................................................... 8
9.7. Performance Guarantee ..................................................................................................... 8
9.8. [Not used] ............................................................................................................................. 9
9.9. Bid Validity .......................................................................................................................... 9
9.10. Basis for Disqualification.................................................................................................... 9
9.11. Fee Structure ..................................................................................................................... 10
10. Bid Evaluation Committee .................................................................................................10
11. Selection of Successful Bidder for each Project ................................................................10
11.1. Requirements after selection of Successful Bidder ........................................................ 10
12. No Lobbying.........................................................................................................................12
13. Disclaimer ............................................................................................................................13
Volume-II : Project Technical Requirements ...........................................................................15
14. Prequalification of Applicants ............................................................................................................. 16
15. Project Requirements .......................................................................................................................... 16
15.1. Solar Panel ......................................................................................................................... 16
15.2. Power Inverters ................................................................................................................. 18
15.3. Gas Insulated Switchgear (GIS) ...................................................................................... 19
15.4. Power Transformer and Other Switchyard Equipment ............................................... 19
15.5. SCADA, Tele-Communication and Protection Schemes ............................................... 20
15.6. Metering System and Back-up Metering System ........................................................... 20
15.7. Weather Station................................................................................................................. 20
15.8. Civil/ Mounting Structure ................................................................................................ 21
15.9. Balance of System.............................................................................................................. 21
15.10. Safety & Security .............................................................................................................. 22
15.11. Plant Monitoring System .................................................................................................. 22
15.12. Interconnection Requirements......................................................................................... 22
15.13. Local Considerations ........................................................................................................ 22
15.14. Local Industry ................................................................................................................... 22
15.15. Design Experience and Capability ................................................................................... 22
15.16. Yield Assessment ............................................................................................................... 23
15.17. Operations and Maintenance ........................................................................................... 23
15.18. HSE..................................................................................................................................... 23
15.19. Warranty............................................................................................................................ 25
Volume-III : Tariff Proposal Requirements .............................................................................26
16. Quoted Tariff and Commercial Requirements .................................................................................... 27
16.1. Bid Tariff .......................................................................................................................... 27
16.1.1. Indexation mechanism 3 SBP Financing .......................................................................... 27
16.1.2. Indexation mechanism 3 Commercial Financing.............................................................. 28
16.2. Bid Tariff Assumptions..................................................................................................... 29
16.3. Pass-through Items ............................................................................................................ 29
Exhibits .........................................................................................................................................30
Exhibit 1 – [Not used] ..................................................................................................................... 31
Exhibit 2 – Confidentiality Agreement.......................................................................................... 32
Exhibit 3 – Form of Covenant of Integrity ................................................................................... 38
Exhibit 4 – Power of Attorney........................................................................................................ 40
Exhibit 5 – Affidavit ........................................................................................................................ 42
Exhibit 6 – Letter of Acceptance by the Applicant/Bidder ......................................................... 44
Exhibit 7 – Bid Evaluation Criteria ............................................................................................... 45
Exhibit 8 – Form of Bid Bond ........................................................................................................ 47
Exhibit 9 – Form of Performance Guarantee ............................................................................... 50
Exhibit 10 – Bid Tariff .................................................................................................................... 53
Exhibit 11 –Energy Purchase Agreement ..................................................................................... 54
Exhibit 12 – Feasibility Study Report ........................................................................................... 55
Exhibit 13 – Form of Letter of Intent to the Successful Bidder .................................................. 58
Exhibit 14 – Financing Structure and Equity Commitment from Sponsors ............................. 63
Exhibit 15 – Prequalification Document ....................................................................................... 64
Exhibit 16 – Waste Management Procedure ............................................................................... 65
Exhibit 17 – Hazard Substance Management Procedure ........................................................... 66
Exhibit 18 – Safety Signs and Barricade Guidelines .................................................................... 67
Exhibit 19 – NOC from Balochistan Environmental Protection Agency ................................... 68
Volume-I : Instruction to Applicants
Abbreviations

BOO Build-Own-Operate
COD Commercial Operations Date
CPI Consumer Price Index (General) of Pakistan
CSR Corporate Social Responsibility
EIA Environmental Impact Assessment
EPC Engineering, Procurement and Construction
EPA Energy Purchase Agreement
IEC International Engineering Council
IPPs Independent Power Producers
KE K-Electric
kW Kilo Watt
kWh Kilo Watt Hour
LOI Letter of Intent
MW Mega Watt
NEPRA National Electric Power Regulatory Authority
NOC No Objection Certificate
PKR/Rs Pakistani Rupees
PST Pakistan Standard Time
RFP Request for Proposals
US CPI United States of America Consumer Price Index (All Urban Consumers)
USD/US$ United States Dollars
1. Definitions

Capitalized Term Meaning

A duly registered company, a consortium/joint venture of developers or a
Applicant natural person (<Applicants= to be used interchangeably with <Applicant=),
submitting the Prequalification Application under Exhibit 15.

Letter of Application to be submitted by the Applicant as per the prescribed

Application
format attached to pre-qualification document.

A software that provides cloud-based procurement, management and supply

ARIBA chain services and it will be used to conduct bidding transparently and
efficiently for the Project.

Awarded Tariff The Bid Tariff of the Successful Bidder as per the Tariff Approval.

Back-up Metering System The meaning ascribed thereto in the EPA.

A bid received in response to this RFP to implement a Project in accordance

Bid/Proposal with this RFP which shall comprise of, interalia the Technical Proposal and
Tariff Proposal.

A company incorporated and existing under the Companies Act, 2017 (or
any predecessor or successor legislation), foreign companies registered
according to the laws of the country of origin, a consortium/joint venture or
Bidder(s)
a natural person that is prequalified by the Relevant Agent and submits the
Bid for the development, financing, construction, operation and
maintenance of the Project

An unconditional, irrevocable, on demand bank guarantee issued in favor of

K-Electric Limited pursuant to Section 9.6 of this RFP, by at least an "AA"
Bid Bond rated scheduled bank operating in Pakistan which is acceptable to K-
Electric, valid for a period of at least twelve (12) months from the Deadline
in the format and language as provided in Exhibit 8.

The report to be prepared by K-Electric as the Relevant Agent and submitted

Bid Evaluation Report
to NEPRA pursuant to the NCBTR and the RFP Decision for its approval.

Bid Evaluation Committee The committee formed by the Relevant Agent for bid evaluation.

Bid Processing Fee A non-refundable processing fee of PKR 1,500,000/- for each Project.
 Capitalized Term Meaning

A single tariff submitted for the life of the Project in Rs./kWh at the
Bid Tariff
Reference Exchange Rate.

Land parcels with cumulative 100MW nominal rated capacity bifurcated

Bela
into 50MW each at Bela 1 and Bela 2 and as further defined in Section 4.5.

Any Day on which banks are legally permitted to be open for business in
Business Day
Karachi, Pakistan.

The nominal rated capacity of the Complex of:

Capacity (i) 50 MWp at Winder
(ii) 100 MWp at Bela and as further defined in Section 4.5.

The factor of 21.5% approved under the RFP Decision as the knock-off
criteria, calculated as the ratio of annual plant net electrical output recorded
Capacity Factor
by metering system at the 132 kV side of the step-up trafo and the maximum
annual generation capacity in DC.

Commercial Operation
The meaning ascribed thereto in EPA.
Date (COD)

Complex The meaning ascribed thereto in EPA.

Deadline As defined in Section 9.2.

Determined Tariff The meaning ascribed thereto in EPA.

The distribution code 2005 approved by NEPRA which defines the technical
and operational aspects of the relationship between Distribution Company
Distribution Code
and all those entities connected to the Distribution System, as maybe
amended from time to time and as applicable to KE

The environmental study carried out by the consultant to assess the

Environment Impact
environmental impact during the construction and operations of the power
Assessment (EIA)
plant.
 Capitalized Term Meaning

Energy Purchase The Energy Purchase Agreement in the form provided in Exhibit 11 to be
Agreement (EPA) executed by KE and the Seller and duly approved by NEPRA.

Feasibility Study Report

The report attached as Exhibit 12 to this RFP.
(FSR)

Financial Close The meaning ascribed thereto in the EPA.

The license or concurrence to be provided by NEPRA permitting the

Generation License generation and supply of electricity by the Seller from the Complex in
accordance with the terms and conditions of such license.

The Grid Code 2023 approved by NEPRA, which sets out the technical
requirements, guidelines, rules and procedures to be adopted by the System
Operator and all Code Participants for effective planning, seeking new
connections or modification in the existing ones, reliable and coordinated
Grid Code protection of the National Grid, precise Metering at the Connection points
and economic System Operation purposes for normal and abnormal
Transmission System conditions, as it may be revised from time to time with
any necessary approval by NEPRA and notified to the Bidder and as
applicable, to KE

Grievance Redressal
The committee formed by the Relevant Agent for redressal of grievances.
Committee

Interconnection Point The meaning ascribed thereto in the EPA.

The firm of engineering consultants to be appointed and hired by the

Successful Bidder with the approval of KE, for monitoring the construction
Independent Engineer and commissioning of the Complex and to deliver related certificates to the
Successful Bidder and KE and to carry out all the engineer9s responsibilities
to be specified in the EPA.

An integrated power utility company operating in Karachi and adjoining

areas in Sindh and Baluchistan provinces, duly incorporated as a public
K-Electric Limited limited company and existing under the Company Act 2017, having SECP
registration number 0000002, with its principal office at KE House, 39-B,
Sunset Boulevard, Phase-II, D.H.A, Karachi, Pakistan.
 Capitalized Term Meaning

Balochistan Energy Company Limited (BECL) has proposed upfront land

price of [Rs. 1,065.61 million] for 50 MWp capacity at Winder and [Rs.
532.81 million] for each site of 50 MWp capacity at Bela 1 and 2 however,
this land price is subject to approval of the GOB Cabinet.
Land Cost
The Bidders shall account for the above-mentioned prices in their financial
bid. If any changes are proposed by the GOB Cabinet to the above-
mentioned prices or structure, the same will be intimated to the
Applicants/Bidders.

The letter to be issued by K-Electric to the Successful Bidder pursuant to

Letter of Intent (<LOI=)
this RFP substantially in the form as attached in Exhibit 13.

The Site for each Project near the towns of (1) Winder; and (2) Bela, of the
Locations Lasbela district in Balochistan province with each such location fully
described in Section 5.8.

Metering System The meaning ascribed thereto in the EPA.

National Electric Power Regulatory Authority Competitive Bidding Tariff

NCBTR
(Approval Procedure) Regulations, 2017, as amended from time to time.

The process of competitive bidding without the determination of a

Open Competitive Bidding
benchmark tariff.

An unconditional, irrevocable, on demand bank guarantee issued in favor of

K-Electric Limited pursuant to Section 9.7 of this RFP, by at least an "AA"
Performance Guarantee rated scheduled bank operating in Pakistan which is acceptable to K-
(<PG=) Electric, with a validity of 13 months, substantially in the format and
language as provided in Exhibit 9, as a pre-condition for the issuance of
LOI.

Pre-qualification
A non-refundable processing fee of PKR 50,000/-
Application Fee

The development, design, financing, insurance, construction, completion,

Project(s) commissioning, ownership, operation and maintenance of the Complex, and
all activities incidental or ancillary thereto.

Reference Exchange Rate USD to PKR rate of 288.65 determined in the RFP Decision for the purpose
of Open Competitive Bidding.
 Capitalized Term Meaning

Relevant Agent K-Electric Limited in its role as bidding agent for carrying out competitive
bidding of tariff in accordance with NCBTR.

The approval of RFP document for the Projects by NEPRA vide its decision
RFP Decision
no. NEPRA/Advisor(CTBCM)/RFP-04/3115-21 dated 29 February 2024.

The SPV that will sign EPA with KE subject to fulfillment of conditions in
Seller
LOI.

The parcel of land with coordinates as mentioned in Section 5.8, identified

Site by the Relevant Agent and allocated by GoB for the development of a
Project(s) as envisaged under this RFP.

Special Purpose Vehicle A company to be formed by the Successful Bidder with the specific purpose
(SPV) of undertaking a Project(s) awarded to it at the allocated Site.

The Bidder selected by the Relevant Agent in the bid evaluation process
Successful Bidder which will be issued the LOI by the Relevant Agent after NEPRA approval
/ ratification of Bid Evaluation Report.

NEPRA9s approval of the tariff of the Successful Bidder in accordance with

Tariff Approval
Section 12 of NCBTR 2017.

The proposal submitted by the Bidder in accordance with the requirements

Tariff Proposal outlined in Volume-III of this RFP and corresponding Exhibits mentioned
in Section 9.1.

The proposal submitted by the Bidder in accordance with the requirements

Technical Proposal stipulated in Volume-II of this RFP and corresponding Exhibits mentioned
in Section 9.1.

A period of twenty-five (25) years or any other period as approved by

Term NEPRA starting from Commercial Operations Date during which the
Energy Purchase Agreement shall remain valid.
2. Rules of Interpretation

In this RFP:

2.1 Headings are only for convenience and shall be ignored in construing this RFP.

2.2 The singular includes the plural and vice versa.

2.3 Other capitalized terms have the meaning given to them in the text of Instruction to bidders,
attachments or exhibits in this RFP, if undefined, the terms will be clarified in the EPA.

2.4 Unless the context requires otherwise, references to times and dates are, and shall be construed to be,
references to Pakistan Standard Time.

2.5 References to clauses and Exhibits are, unless the context otherwise requires, references to clauses
and Exhibits to this RFP.

2.6 A reference to any legislation or legislative provision includes any statutory modification or re-
enactment of or legislative provision substituted for, and any subordinate legislation under, that
legislation or legislative provision; and

2.7 The term <K-Electric Limited= and <Relevant Agent= shall be synonymous with <KE= and vice versa.
3. Exhibits

Exhibits Title

Exhibit 1 [Not used]

Exhibit 2 Confidentiality Agreement

Exhibit 3 Form of Covenant of Integrity

Exhibit 4 Power of Attorney

Exhibit 5 Affidavit

Exhibit 6 Letter of Acceptance by the Applicant/Bidder

Exhibit 7 Bid Evaluation Criteria

Exhibit 8 Form of Bid Bond

Exhibit 9 Form of Performance Guarantee

Exhibit 10 Bid Tariff

Exhibit 11 Energy Purchase Agreement

Exhibit 12 Feasibility Study Report

Exhibit 13 Form of Letter of Intent to the Successful Bidder

Exhibit 14 Financing Structure and Equity Commitment from Sponsors

Exhibit 15 Prequalification Document

Exhibit 16 Waste Management Procedure

Exhibit 17 Hazard Substance Management Procedure

Exhibit 18 Safety Signs and Barricade Guidelines

Exhibit 19 NOC from Balochistan Environmental Protection Agency

4. Invitation to Bid

4.1 This RFP is being floated in accordance with the NCBTR to the public at large.

4.2 All communication with KE will be through ARIBA. The Applicant/ Bidder shall self-register for
ARIBA by using the below provided link to participate in the bidding process:

http://k-electric.supplier.mn1.ariba.com/ad/selfRegistration

4.3 Pursuant to the RFP Decision for conducting the prequalification process as part of technical
evaluation of the RFP, this document is drafted in a manner that specifies the requirement
accordingly.

4.4 An Applicant intending to participate in the process will be evaluated for prequalification in
accordance with Exhibit 15 of this document as part of their technical evaluation.

4.5 Acting as Relevant Agent as stipulated in the NCBTR, KE hereby invites Applicants/Bidders to
submit Technical and Tariff Proposals for solar projects at Winder and Bela in the Lasbela District
of Balochistan on BOO basis with following capacities depending on the mode of financing:

(i) SBP Financing: In case, the Bidder secure SBP financing for the Project(s), the Bidder
shall bid for projects considering following capacities:

Project Site Winder Bela 1 Bela 2 Total

Project Capacity 50MWp 50MWp 50MWp 150MWp

The Bidder will make all reasonable efforts to secure concessionary financing under the State Bank
of Pakistan (SBP) Financing Scheme for Renewable Energy (<SBP Financing=). In case of non-
availability of SBP Financing, the Bidder may be requested to submit documentary evidence for non-
availability of SBP Financing.

A Bidder may submit bids for Winder and/or Bela. In case a Bidder intends to Bid for Bela it shall
bid for both Bela 1 and Bela 2 in case of SBP Financing.

For abundant clarity, the above provisions are applicable in case of availability of SBP financing on
any of the Project(s). However, the bidder may submit bid on commercial financing for the remaining
Projects.

(ii) Commercial Financing: In case, the Bidder is unable to secure SBP financing for
development of Projects it is required to submit their bids considering commercial
financing on following Project capacities:

Project Site Winder Bela Total

Project Capacity 50MWp 100MWp 150MWp

A Bidder may submit bids for Winder and/or Bela.

4.6 This RFP document is divided as such that all three volumes are applicable for all the Projects.

4.7 The Applicant shall submit its complete Bid for the number of Projects it wishes to bid for. However,
the bid evaluation will be done for the number of Projects it has qualified for as per Exhibit 15. The
Applicants bidding for both Winder and Bela are required to submit only one Exhibit 15 in the Winder
Technical Bid Submission Envelope.

4.8 The Bid should be separate for each Project in accordance with Section 4.5 above since each of these
Projects are planned to be developed under a separate and independent SPV structure. The bids will
be evaluated independent of each other.

4.9 The Bid must comply with the RFP requirements and RFP Decision at all times.

4.10 The Bids along with the Bid Bond must be delivered no later than the deadline specified in Section
9.8.

4.11 The Applicant/Bidder must follow all applicable laws of Pakistan including State Bank of Pakistan
funding requirements where applicable.

4.12 The Applicant/Bidder shall obtain relevant board approvals for participation in the Project(s)
including but not limited to the board approval required under Exhibit 4 and Exhibit 14.

4.13 Relevant Agent will select the Successful Bidder based on evaluation criteria stipulated in Exhibit 7
of RFP. Tariff Proposal for each Project shall remain unopened until the evaluation/scoring of
Technical Proposal for the Project is completed. Once completed, K-Electric will then open the Tariff
Proposal of technically qualified Bidders. The Bidder offering the lowest Bid Tariff will be selected
as the Successful Bidder. In the event that the lowest Bid Tariff of two or more Bidders are equal, the
Bidder offering the maximum discount to the Bid Tariff will be selected as the Successful Bidder. In
case of default or disqualification of a Successful Bidder, the next in line Bidder with the lowest Bid
Tariff will be selected.

4.14 KE and NEPRA reserves the right to reject the bid if found imprudent based on KE9s assessment of
the successful bid.

4.15 The Successful Bidder will only be awarded the LOI after NEPRA9s approval of Bid Evaluation
Report. Upon issuance of the LOI the Successful Bidder shall form the SPV.

4.16 Subsequent to the formation of SPV, the SPV will be required to, interalia, (i) obtain Generation
License/Concurrence and Tariff Approval from NEPRA (ii) enter into EPC contract for the design,
construction and commissioning of the Complex (iii) enter into EPA with KE, and other necessary
Project agreements, (iv) obtain any relevant regulatory and corporate approvals (v) arrange the
necessary financing for the Project(s) and achieve financial close (vi) construct and implement the
Project to achieve COD within the time period allowed by NEPRA in the Tariff Approval, and (vii)
upon commissioning, operate and maintain the Complex for the Term to provide the generated
electricity to KE as per the terms and conditions of the EPA and Tariff Approval.

4.17 The Successful Bidder will implement the Project consistent with this RFP, the LOI, NEPRA9s
requirements stated in Generation License and Tariff Approval, and the EPA, and shall undertake all
activities incidental or ancillary to implementation of the awarded Project in accordance with the
aforementioned documents.
5. Background for Development of Projects

5.1. K-Electric Limited (<KE=) is a publicly listed utility company and the only vertically integrated
power utility, engaged in the Generation, Transmission, and Distribution of electricity in Pakistan.
K-Electric has exclusive distribution rights for Karachi and its adjoining areas including Dhabeji and
Gharo in Sindh and Hub, Uthal, Winder and Bela in Balochistan. The Company has around 2.9
million industrial, commercial, agriculture and residential consumer base and is supplying electricity
to over 20 million people.

5.2. KE produces electricity from its own generation units and also has arrangements with external power
producers. KE9s licensed installed capacity including 900 MW of BQPS III is 2,817 MW. Further,
KE has arrangements with external power producers for over 1,600 MW which includes supply from
various IPPs covering gas, coal and solar technologies, and the National Grid without the backing of
a sovereign guarantee or government's implementation agreement. Besides this, KE9s transmission
system comprises of 1,354 km of transmission lines, 71 grid stations and 179 power transformers.
KE operates under the regulatory regime of NEPRA.

5.3. KE has launched this RFP as an initiative to meet its goal of supplying 30% of its electricity
generation from renewable resources by 2030.

5.4. The Winder, and Bela towns are located in the Lasbela district of Balochistan which falls under KE
distribution franchise. The existing transmission network from Winder to Bela is 66 kV which is
planned to be replaced with new transmission lines and grids of 132 kV. The program of this
upgradation is currently under review with NEPRA for approval. The 132 kV transmission system is
planned to be available before each Project9s COD.

5.5. With the transmission system being upgraded to 132 kV in the Lasbela district, KE is planning to
install under IPP mode, solar projects of 50 MWp Capacity at Winder and a cumulative 100MWp at
Bela through Open Competitive Bidding pursuant to NCBTR. This RFP is a step towards
implementation of this plan.

5.6. Given the low power generation tariffs for solar power generation projects, these projects are
expected to lower the overall generation cost for KE consumers.

5.7. The Projects will be installed at the Sites allocated by GoB situated at Winder and Bela in
Balochistan. The details of interconnection of each of the Project along with the KE9s transmission
network is provided in the FSR attached as Exhibit 12. Brief details of the grid stations and their GPS
Coordinates are provided in the table below. Please refer to Volume II of this RFP for Project9s
technical requirements.

Project Capacity DC Voltage Level

Grid Grid Coordinates
(MW) (kV)
Winder 50 132 25.382131°, 66.663569°
Bela 1 50 132 26.200398°, 66.316544°
Bela 2 50 132 26.200398°, 66.316544°
5.8. Land Coordinates for the Projects

5.8.1. Winder

Figure 1 Land Demarcation with coordinates 3 Winder

5.8.2. Bela

Figure 2 Land Demarcation with Coordinates - Bela

Site in Bela is over two adjacent parcels, Bela 1 and Bela 2, each measuring 250 acres.
6. [Not used]

7. Land

7.1. BECL will be responsible for land allocation for each Project against lease rentals for the Land Cost.

7.2. Land will be transferred to SPV at or prior to the Financial Close in accordance with the Land Lease
Agreement to be entered between the SPV and BECL.

7.3. The land will be returned to BECL after completion of the lease period i.e., 30 years unless otherwise
extended.

8. RFP Process

The purpose of this RFP is to hold Open Competitive Bidding for the Project(s) under NCBTR.

The Bid shall be a single stage, two-envelope bidding process. The contents required for evaluation of the
Bids are detailed in the ensuing clauses of this RFP.

Any Applicant/Bidder interested in submitting its Bid for a Project pursuant to this RFP will be required to
submit separate envelopes for Technical Proposal and Tariff Proposal for each Project and submit the same
on ARIBA for which Applicant/Bidder registration is mandatory as provided in Section 9.2. In case an
Applicant/Bidder is interested in bidding for more than one Project then it shall submit separate Bids for
each Project. Bids received against each Project shall be evaluated separately in accordance with the
specific requirements of each Project. Based on the results of the bidding process and subject to the
compliance with the RFP as well as regulatory requirements, a Bidder may be declared successful in a
single or multiple Projects for which it has submitted its separate Bids. Selection of the Successful Bidder(s)
to undertake the Project(s) will be pursuant to the evaluation criteria stipulated in Exhibit 7 of this RFP.

As is common practice, Tariff Proposals shall remain unopened until the technical evaluation has been
completed. K-Electric will then open the Tariff Proposal of technically qualified Bidders and select the
Successful Bidder(s) with the lowest Bid Tariff, in accordance with Exhibit 7.

The Applicants will initially be assessed for prequalification as part of the technical evaluation process.
Applicants not satisfying the prequalification criteria outlined in Exhibit 15 will not be eligible for technical
bid evaluation. The Applicants already prequalified by KE will not need to undergo prequalification again.

KE reserves the right to seek clarifications on the Bids received from the Applicants/Bidders. K-Electric
will then issue LOIs to the Successful Bidder(s) for the respective Projects.
8.1. Major Project Milestones

Timeline
S. No. Milestone

1. Deadline for submission of bids 20-May-2024

2. Submission of Bid Evaluation Report to NEPRA Jul-2024
3. NEPRA approval of Bid Evaluation Report1 Aug-2024
Submission of Performance Guarantee by the Successful Bidder(s) and Aug-2024
4.
LOI issuance by KE for initiation of project development activities
5. Filing of Tariff and GL Application to NEPRA Sep-2024
6. GL and Tariff Approval by NEPRA1 Dec-2024
7. Submission of EPA to NEPRA for approval Jan-2025
8. Execution of Project agreements including Land Lease Agreement Mar-2025
9. Approval of EPA by NEPRA1 Mar-2025
2
10. Financial Close Apr-2025

Note:

1. These timelines are indicative and subject to change in conjunction with NEPRA approval.
2. Construction activities will be initiated right after Financial Close.

8.2. Reservation of Rights

Notwithstanding any other section of this RFP or any practice or custom of the trade or industry, KE, in its
discretion, reserves the complete right to, at any time and from time to time, amend, modify, supplement
or withdraw, cancel/revoke this RFP at any time and to reject any or all of the Bids and/or make no award
received without any liability, cost and/or obligation on the part of K-Electric or being under any obligation
to inform the affected Bidders of the grounds of rejection/justification for KE9s action. At any time KE can
reject all Bids and make no award under this RFP. K-Electric is not obliged to proceed to award any
contract. K-Electric shall notify the Applicant/Bidder of the amendment, modification or supplement to
the RFP in writing by electronic mail as soon as practicably possible. Any such amendment, modification
or supplement to the RFP shall be taken into account by the Applicant/Bidder. In order to take into account
such amendment, modification or supplement in the preparation of the Bids by the Applicants/Bidders, K-
Electric may extend the schedule at its discretion.

The Bidder shall have the sole responsibility to determine and to satisfy itself by such means as it considers
necessary or desirable as to all the matters pertaining to the execution of Project(s), including the precise
location of Project, the weather conditions, the terrain and geological conditions at the selected site,
availability of resources to be used in Project and all other factors that may affect the cost, duration and
execution of Project.

K-Electric shall assume no responsibility regarding any interpretation made by the Bidder/Applicant from
the information furnished by K-Electric including any studies carried out by its consultants.

No verbal agreement or conversation with any director, officer, employee, representative or agent of K-
Electric shall affect or modify any of the terms or obligations of K-Electric and the Bidder/Applicant
contained in the RFP.
8.3. Communications

All communications from the Applicant/Bidder concerning the RFP process, including any clarification,
scheduling a meeting, shall be submitted through ARIBA. The Applicant/Bidder shall provide the name,
email and telephone contact details for the individual(s) authorized to communicate with K-Electric as per
the Power of Attorney in the format attached as Exhibit 4.
8.4. Clarification on RFP Documents
The Applicant/Bidder may request clarifications on the RFP).

The Applicant/Bidder shall make all clarifications requests if any before 22 April 2024 through ARIBA.
K-Electric will not respond to any clarifications received after the clarification deadline. K-Electric may
also conduct a clarification and/or pre-bid meeting with the Applicants/Bidders and in such case shall notify
each Applicant/Bidder of the date, time and location for the meetings. The clarification meetings, if
required, will be arranged and KE will communicate the venue of such meetings which will be a
combination of physical and online. Applicants/Bidders shall be responsible for obtaining all visas and
necessary travel documents. Any other mode of informal communication will not be permitted during the
RFP process and such communication shall be considered invalid.

8.5. Cost and Expenses

The Applicant/Bidder shall bear all costs and expenses incurred in relation to the preparation and
submission of the Bid(s), including but not limited to, costs and expenses for any investigation, fees and
expenses of professional advisors, travel costs and expenses, and costs and expenses incurred as a result of
any demonstrations, proposals, discussions and meetings. K-Electric shall not be responsible or liable in
any manner whatsoever for such costs and expenses regardless of the manner and outcome of the RFP
process.
8.6. Applicable Law and Dispute Procedure
The Parties acknowledge that the RFP procedure, the RFP documents, and all other related documentation
pertaining to the Project are exclusively governed by the Laws of Pakistan.
The Bidder duly accepts that any dispute between the parties involved will in the first instance be referred
to the Grievance Redressal Committee formed hereinunder Section 8.7. In case the final findings of the
Grievance Redressal Committee are not acceptable to the aggrieved Bidder, such aggrieved Bidder shall
have the right to submit the dispute before NEPRA being the competent authority on the subject matter.
8.7. Grievance and Redressal Procedure
a) From and after the announcement of the technically qualified Bidders, any Bidder feeling aggrieved by
the evaluation outcome may lodge a written complaint before the Grievance Redressal Committee
concerning its grievance not later than seven (7) days after the announcement with adequate particulars
of the complaint and attaching copies of any documents relevant to the complaint, via electronic mail
to the following address:
Email address: [email protected]
Email subject: [Project Name 3 Applicant/Bidder Name]
b) The Grievance Redressal Committee shall decide the complaint within fifteen (15) days of the receipt
of the complaint subject to timely cooperation by the complainant and, if applicable, by any respondent.
c) The Grievance Redressal Committee will have the following composition:
• Two members shall be senior officers employed with KE who are not directly involved in the
Project.
 • One member shall be an independent member with expertise in this area and engaged in its
independent capacity by the Relevant Agent.
d) The quorum of the Grievance Redressal Committee shall be three (3) members. In the event the decision
of the Grievance Redressal Committee is not acceptable to the aggrieved Bidder, such aggrieved Bidder
shall have the right to submit any dispute before NEPRA.
e) The decision by the Grievance Redressal Committee with respect to grievances related to technical
qualification shall be taken before opening of the financial bids.
9. Guidelines for Bid Submission

9.1. Bid Documents

The Bidders shall submit the following Exhibits with their Bid:

Exhibits Title

Technical

Exhibit 1 [Not used]

Exhibit 2 Confidentiality Agreement

Exhibit 3 Form of Covenant of Integrity

Exhibit 4 Power of Attorney

Exhibit 5 Affidavit

Exhibit 6 Letter of Acceptance by the Bidder

Exhibit 8 Form of Bid Bond

Exhibit 15 Prequalification Application

Financial

Exhibit 10 Bid Tariff

Exhibit 14 Financing Structure and Equity Commitment from Sponsors

Other Forms

Exhibit 9 Form of Performance Guarantee

9.2. Bid Submission Requirements

a) All correspondence and documents shall be prepared and submitted in English Language.
b) The Bid shall consist of one original hard copy, clearly marking the hard copy as <Original= and the
electronic copy shall be uploaded at ARIBA software of KE in parallel by the Deadline.
c) The Bid consisting of the Technical Proposal and Tariff Proposal shall consist of one original hard
copy, each for Technical Proposal and Tariff Proposal. The envelope containing the original hard copy
of Bid shall be sealed and addressed to the following:
Name: Syed Muhammad Shan Ali
Title: Deputy Manager 3 Business Development
Address: BOC Building, 1st Floor, KE House, 39-B, Sunset Boulevard, Phase II, DHA,
Karachi
d) The Bidder is strongly encouraged to register itself with ARIBA software of KE for bid submission in
electronic copy by than 15 April 2024, so that Bidder may get ample opportunity to submit its
clarifications by the clarification deadline mentioned in Section 9. For abundant clarity, Bidder may
still register after the date of 15 April 2024 until seven (7) Days before the Deadline, however KE will
not be obliged to entertain any clarification requests that are submitted after 22 April 2024. Registration
can be done through accessing the following link:
http://k-electric.supplier.mn1.ariba.com/ad/selfRegistration

Once registration is successfully completed, event access will be provided to the Applicant/Bidder for
bid submission. All communication, including any clarifications to bid documents will be done through
ARIBA.
e) The Applicant shall notify its registration at ARIBA at the following email address:
Email for 50 MW Solar Project at Winder: [email protected]
Email for 100 MW Solar Project at Bela: [email protected]

Any queries related to ARIBA registration shall also be addressed at the above email address.

f) The complete Proposal shall be delivered via courier and through ARIBA to KE no later than 18:00
hours Pakistan Time, 20 May 2024. Any Proposal submitted after the deadline may be rejected and
returned unopened.
g) Documents that require signatures shall be hand signed by the authorized representative before
conversion to PDF format.
h) Failure to submit the Bid either through Ariba or sealed bid will be subject to disqualification.
Furthermore, the Bidder shall ensure consistency between the documents submitted on ARIBA and in
original hard copies. KE will have the right to disqualify any Applicant/Bidder in case of any material
differences between the documents.
9.3. Technical Proposal
In its Technical Proposal, the Bidder must respond to the requirements stated in Volume-II of the document.
The Technical Proposal for each Project will be separate, as these will be evaluated separately and
independently from each other. A technical proposal should be clearly marked so that it is easily identifiable
to which Project it pertains.
Technical Proposal should comprise of the following documents:

(1) Covering Letter

(2) Technical Proposal duly signed and sealed
(3) Document Checklist
(4) Prequalification Fee
(5) Bid Processing Fee
(6) Bid Bond
(7) Technical Exhibits as covered in Section 9.1.

The Technical Proposal comprising one paper original shall be in one sealed envelope labelled
"TECHNICAL PROPOSAL", with the Applicant/Bidder's name clearly displayed, and electronically
though ARIBA.
9.4. Tariff Proposal
In its Tariff Proposal the Bidder must respond to the requirements stated in Volume-III of the RFP. Tariff
Proposals shall remain sealed until the assessment of the Technical Proposals has been completed. The
Tariff Proposals are also required to be submitted separately and independently for each Project.
Tariff Proposal should comprise of the following documents;

(1) Covering Letter

(2) Tariff Proposal duly signed and sealed.
(3) Document Checklist
(4) Financial Exhibits as covered in Section 9.1.

The Tariff Proposal shall be submitted as one paper original in one sealed envelope labelled <Tariff
Proposal=, with the Bidder's name clearly displayed, and electronically though ARIBA.

9.5. Bid Package

The Tariff Proposal and Technical Proposal shall be sealed in separate envelopes. The sealed envelope
labelled "TECHNICAL PROPOSAL" and the sealed envelope labelled "TARIFF PROPOSAL" shall be
placed inside one package with each such package clearly identifying to which Project it pertains. This
enclosing package shall be cleared labelled in large, bold lettering as follows:
K-ELECTRIC REQUEST FOR PROPOSAL

WINDER/ BELA PROPOSAL

[BIDDER'S NAME]

CONFIDENTIAL

DO NOT OPEN EXCEPT BY AUTHORIZED PERSON

The electronic copies of the Bid shall be submitted on ARIBA.

9.6. Bid Bond
The Bidder shall be required to provide a Bid Bond to the value equal to USD 1,000/MW for each Project
for which the Bidder is submitting its bid. Such Bid Bond shall be issued by at least an <AA= rated scheduled
bank operating in Pakistan, acceptable to KE or in case of foreign bank, having a correspondent bank in
Pakistan. The Bid Bond shall be submitted together with the Bid submission. Bid bond shall be returned to
the Successful Bidder (s) at the time of issuance of LOI and submission of Performance Guarantee whereas,
same will be released to unsuccessful bidders at the award of successful bid. The Bid Bond shall be as per
the format attached as Exhibit 8.
9.7. Performance Guarantee
The Successful Bidder shall be required to provide Performance Guarantee to the value equal to USD
5,000/MW for each Project. Such Performance Guarantee shall be issued by at least an <AA= rated
scheduled bank operating in Pakistan, acceptable to KE or in case of foreign bank, having a correspondent
bank in Pakistan. The Performance Guarantee shall be submitted prior to LOI issuance by KE with validity
up to thirteen (13) months. The Performance Guarantee shall be as per the format attached as Exhibit 9.
9.8. [Not used]
9.9. Bid Validity
The Bidders shall provide the validity period of their bids for 12 months from Bid submission deadline.
In case the bidding process is prolonged due to any unforeseen circumstances, the Bidders may be requested
to extend the Bid validity and Bid Bond. However, in any case, the period of such extension of Bid validity
and Bid Bond will not be extended for a period of more than six (6) months.

9.10. Basis for Disqualification

The Bidder9s eligibility to participate in this process is subject to fulfillment of the pre-qualification criteria,
however a Bid may be disqualified at any given time and or stage subject to following:

1. Any Bid which is conditional, or which contains material deviation from the requirements of this RFP.

2. Misrepresentation, withholding or concealment of information in the Bid and/or the Prequalification

Application.

3. After submission of the Bid by the Applicant/Bidder, if queries are raised by the Relevant Agent via
ARIBA and the Applicant is non-responsive for 5 business days.

4. The information submitted materially deviates from the requirements and criteria defined in the RFP is
false, misleading, or materially inaccurate upon verification by KE.

5. If the Applicant/Bidder or any of its officers, directors or owners thereof have been in substantial non-
compliance of the terms and conditions of this RFP including the undertakings attached hereto;

6. If the Applicant/Bidder or any of its officers, directors or owners have a history of non-complying with
applicable legal, social environmental and regulatory frameworks.

7. If the Applicant/Bidder or any of its officers, directors or owners have any court or regulatory decision
against them which in KE9s opinion may materially affect their performance and execution of the
Project.

8. If the Applicant/Bidder is currently in willful default of its obligations to any bank or financial
institution within or outside Pakistan.

9. Failure of the Applicant/Bidder to disclose and/or provide any additional information as may be
required by KE during the evaluation process.

10. Failure to report promptly to KE any material change in the circumstances of the Bidder affecting its
eligibility to submit the Bid(s) or to implement the Project(s) following submission of the Bid(s);

11. Failure to report to KE any information that at the relevant time or with the passage of time results in
or is likely to result in any information provided in the Bid or any documents submitted therewith
ceasing to remain accurate or becoming misleading;

12. Failure to comply with the requirements of this RFP including, without limitation, failure to submit
documents and information consistent and compliant with the requirements of this RFP or failure to
commit to the required bidding and project development schedule provided in this RFP; or

13. An Applicant/Bidder appearing in more than one Bid for the same Project shall be disqualified.
14. If the Bid is found imprudent by KE and/or by NEPRA.

15. In case NEPRA issues any directions with respect to any Bidder or the bidding process.

Notwithstanding anything in this section, K-Electric reserves the right to disqualify any Bidder if K-Electric
determines, in its sole judgement, that the Bidder is technically and/or financially or otherwise incapable
of executing the Project(s) and/or the Tariff Proposal does not meet or reflect the requirements of the RFP.

9.11. Fee Structure

All Bidders are required to submit a non-refundable Bid Processing Fee along with its Bid. The said
payment is to be made through submission of pay order in favor of KE using the following account details:

Account Title K-ELECTRIC LIMITED

IBAN PK70MEZN0001010107456626
SWIFT Code MEZNPKKA
Account Number 01017456626
Bank Name MEEZAN BANK LIMITED
Branch Code 0101-PNSC BR-KARACHI
Branch Address 37-A, LALAZAR AREA, OFF M.T. KHAN ROAD, KARACHI

It must be noted that all Applicants intending to participate in the process will be required to submit both
the Bid Processing Fee and the Prequalification Fee along with their Bid. However, if such Applicant fails
to prequalify for the Project(s), Applicant9s Bid Processing Fee will be refunded to the Applicant in due
course of time.

10. Bid Evaluation Committee

The Bid Evaluation Committee would comprise of the following:

a) One (1) independent consultant having expertise in competitive bidding and fulfilling the independence
requirement of NCBTR.
b) Four (4) representatives from KE having Technical, Commercial, and Financial Expertise.

11. Selection of Successful Bidder for each Project

Once the Bids are technically evaluated, the Tariff Proposal of only the technically qualified Bidders will
be opened. The Tariff Proposal and its evaluation will be done considering following points:

a) While bidding for the Project, the Bidder shall submit a single tariff for the whole tariff control period
(i.e., 25 years)
b) The Bidder offering the lowest Bid Tariff will be selected as the Successful Bidder. In the event that
the lowest Bid Tariff of two or more Bidders are equal, the Bidder offering the maximum discount on
the Bid Tariff will be declared as the Successful Bidder.
c) Successful Bidder will be finalized after NEPRA approval of Bid Evaluation Report. Both KE and
NEPRA shall have the right to reject the bid if the successful bid is found imprudent.

11.1. Requirements after selection of Successful Bidder

Upon the selection of Successful Bidder:

1. KE will issue an LOI to the Successful Bidder separately for each Project the Bidder is declared
successful, after receiving Performance Guarantee in favor of KE, which should be provided by the
Successful Bidder within 10 Business Days after being declared successful. The Bid Bond of the
Successful Bidder will be returned after receiving such Performance Guarantee. The Bid Bonds of other
Bidders will be returned within 30 days from the announcement of results.

2. The SPV shall file an application with NEPRA for approval of tariff by NEPRA in accordance with
Part VIII of the NCBTR.

3. KE will sign EPA with the SPV formed for each Project after approval by NEPRA.

4. The SPV must follow the NEPRA's regulatory framework and pay all the fees for Generation
License/concurrence and Tariff Approval. Any other regulatory fees that may materialize on the Bidder
shall also be borne by the Bidder.

5. In the event that a Bidder/Applicant defaults in fulfilling its obligations under this RFP, the NCBTR or
the LOI requirements, or withdraws its Bid after being declared successful, KE shall be entitled to
encash the Bid Bond or the Performance Guarantee (as the case may be) of the defaulting Successful
Bidder upon its failure to rectify the default(s) as notified in writing by KE to the Successful Bidder
within the stipulated period with such rectification period be not less than 10 Business Days. Provided
that if after being notified, the Successful Bidder rectifies the default(s) within the stipulated period,
KE shall not encash the Bid Bond or the Performance Guarantee (as the case may be) and the Successful
Bidder shall be allowed to continue with the requirements under the LOI and NCBTR.

6. In case a Bidder withdraws its Bid after it has been submitted, KE shall encash the Bid Bond of such
Bidder. Additionally, in the event of a default and subsequent disqualification of a Successful Bidder,
KE reserves the right to replace such Successful Bidder with the next in line Bidder with the lowest Bid
Tariff.

7. The SPV will be required to complete the regulatory process to obtain all relevant consents and
approvals and achieve Financial Close in accordance with the timelines specified in the LOI. The SPV
will be required to construct the Project consistent with the technical specifications, equipment details
and design parameters that are consistent with the Technical Proposal of the Successful Bidder received
pursuant to this RFP and agreed with K-Electric in the EPA with the approval of NEPRA. Any
variations to above that are determined to be material by K-Electric, shall result in revocation of the
LOI by K-Electric and encashment of Performance Guarantee provided that K-Electric shall notify in
writing to the Successful Bidder of such material deviations and allow ten (10) Business Days for
rectification of such material deviations.
12. No Lobbying
Any Applicant/Bidder firm, corporation or individual members of an Applicant/Bidder will not attempt to
communicate directly or indirectly with any representative of the KE or any Applicant/Bidder during the
evaluation process except as expressly directed or permitted by KE, or except as may be required and
permitted under another procurement competition, project or other assignment, in which event the
Applicant/Bidder will not have any discussions regarding the Project. KE reserves the right to disqualify
the Applicant/Bidder that, in KE9s opinion, has engaged in lobbying in connection with this Project.
13. Disclaimer
This RFP document is not an agreement or offer by KE to the prospective bidders or any other party. The
information contained in this RFP has been prepared to assist each Bidder in making its own evaluation of
the Project and does not purport to contain all of the information that such Bidder may desire with respect
to the Project.

In all cases, the Bidder is required to conduct its own due diligence, investigation and analysis including
but not limited to Site assessment, interconnection assessment, energy yield etc.

KE shall under no circumstances be responsible or liable to reimburse the cost associated with the
preparation and submission of the Bids regardless of the outcome of the bidding process.

None of KE or its directors, officers, employees or advisors makes any representation or warranty, express
or implied, as to the accuracy or completeness of this RFP or the information contained herein and none of
KE or its directors, officers, employees or advisors shall not be liable for any of the information contained
herein, or omitted from this RFP, nor for any of the written, oral, electronic or other communications
transmitted to the Applicant/Bidder in the course of Applicant/Bidder9s investigation and evaluation of the
Project and submission of its Bid pursuant to this RFP.

Only those representations and warranties that are made in a definitive written agreement, when and if
executed, and subject to any limitations and restrictions as may be specified in such definitive written
agreement, shall have any legal effect.

Each Bidder shall be responsible for its own independent evaluation and assessment of the Project and
should consult its own professional advisors and consultants accordingly.

The Bidder accepts that any disputes arising from or in connection with this RFP or the Relevant Agency,
shall be submitted in first instance to the Grievance Redressal Committee. In case the final findings of the
Grievance Redressal Committee are not acceptable to the aggrieved Bidder, such aggrieved Bidder shall
have the right to submit the dispute before NEPRA being the competent authority on the matter.
Volume-II : Project Technical Requirements
14. Prequalification of Applicants

In pursuant to RFP Decision, any Applicant which intends to participate in the process shall submit the
prequalification application in accordance with the terms of the Prequalification Document attached as
Exhibit 15.

The Applicants already prequalified by KE shall not be required to undergo the prequalification process
again or submit Exhibit 15. KE reserves the right to seek additional information from any Applicant/Bidder.

Only those Applicants meeting the prequalification criteria outlined in Exhibit 15 will be eligible for
technical bid evaluation.

15. Project Requirements

Bidders should consider the technical details provided in Section 15 in relation to the preparation of their
Bid. Bidders are encouraged to provide any additional information or illustrations other than mentioned
below which may best represent their proposal for each Site.
Developer will ensure that the plant is equipped with necessary technology to maximize energy yield and
avoid unnecessary curtailment of power due to technological limitations.
Some of the specifications relating to the site9s condition shall be considered for evaluation after Feasibility
and EIA studies recommendation.
All plant and equipment shall be new and shall be designed, manufactured, and tested in accordance with
the latest IEC standards or other equivalent standards. The verification of the new machinery will be done
by the Independent Engineer at the time of the commissioning of the Complex duly verified by the KE.
15.1. Solar Panel
Panels considered for the Project should be Tier-1 as determined by BNEF. Tier-2 or above shall be
disqualified without any assessment. Bidder shall select the technology of panel considering the site/area
condition.
a) Warranties:

S. No. Description
i Solar panels standard generation warranty of 25 to 30 years will be mandatory.

b) Standards:
Solar PV Modules shall be "Type Certified" on latest IEC/UL/NFPA standards by an internationally
accredited certification body, acceptable to KE. The Solar PV modules will be selected as per below
accepted international standards:
Standard Description
Crystalline silicon (c-Si) terrestrial PV modules 3 Design qualification and
IEC 61215
type approval
IEC 61646 Thin-film terrestrial PV modules - Design qualification and type approval
IEC 60364-4-41 Protection against electric shock
IEC 61701 Resistance to salt mist and corrosion
IEC 62804 System voltage durability test for c-Si modules
 Standard Description
Comply with the National Electric Code, Occupational Safety and Health
UL 1703 Administration and the National Fire Prevention Association. The modules
perform to at least 90% of the manufacturer9s nominal power.
IEC 62738 Plant Design
EN-50380 Datasheet and Nameplate information of PV modules as per standard
IEC 61724-1-2-3 Performance monitoring-Capacity Evaluation-Energy Evaluation
IEC 63049 PV System Installation
IEC 62446-2 System Maintenance
IEC 62446-1 Documentation, Test and Inspection
IEC 60904-1 Measurements of PV current-voltage characteristics
Determination of the equivalent cell temperature (ECT) of photovoltaic
IEC 60904-5
(PV) devices by the open-circuit voltage method
Computation of the spectral mismatch correction for measurements of
IEC 60904-7
photovoltaic devices
IEC 61345 UV test for photovoltaic (PV) modules
Scope of the work in progress includes PV module safety qualification
IEC 61730-1
requirements for construction
IEC 61730-2 Photovoltaic (PV) module safety qualification
Scope of the work in progress includes on-site measurement of I-V
IEC 61829,
characteristics for crystalline silicon PV array
Scope of the work in progress includes irradiance and temperature
IEC 61853-1 performance measurements and power rating for PV module performance
testing and energy rating
Scope of work in progress includes spectral response, incidence angle and
IEC 61853-2 module operating temperature measurements for PV module performance
testing and energy rating
IEC 62716 Ammonia corrosion testing of photovoltaic (PV) modules
Grid connected photovoltaic systems 3 Minimum requirements for system
IEC 62446
documentation, commissioning tests and inspection
82/618/NP Specification for solar trackers used for photovoltaic systems.
ISO9001 Type tested and comply ISO9001
NFPA Article 690 Solar Electric Systems
NFPA Article 705 Interconnected Electrical Power Production sources

c) Efficiency:

S. No. Description
Sun to DC efficiency of modules above 17% and loss of efficiency due to rise in
i
temperature as per IEC standard

d) The Bids should clearly indicate the details including the type of units, make and model of the Solar
PV Modules to be installed in the Complex as per the Feasibility Study Report.

e) It is recommended that the Bidders choose solar panels that have increased/improved efficiencies,
extended warranties and insurance coverage.
15.2. Power Inverters

a) Warranties:

S. No. Description
Inverters are procured from Companies in the manufacturing business for atleast 10
i years which are used in Commercial/Utility scale projects (05 MW and above) and
operational
ii Provision of minimum standard warranty is mandatory

b) Standards:
String or central inverters can be used in the Project that comply with the below IEC or equivalent
standards.
Standard Description
Photovoltaic systems4Power conditioners4Procedure for measuring
IEC 61683
efficiency
IEC 61721 Characteristics of the utility interface
Islanding prevention measures for utility-interconnected photovoltaic
IEC 62116
inverters
IEC 62109-1and 2 Safety of power converters for use in photovoltaic power systems
EN 61000-6-2 and4 Electromagnetic Compatibility (EMC)
EN 50178 Electronic equipment for use in power installations
EN 50524 Datasheet and Nameplate for Inverters
Information technology equipment. Radio disturbance characteristics.
EN 55022
Limits and methods of measurement.
Electromagnetic compatibility (EMC). Immunity for residential,
EN 61000
commercial and light-industrial environments
IEC 62548 Installation and Safety Requirements for wiring
IEC 61683 PV systems 3 Power conditioners 3 Procedure for measuring efficiency
Balance-of-system components for photovoltaic systems - Design
IEC 62093
qualification natural environments.
IEEE 519 1992 Compliance to Total Harmonic Distortion levels
Rack Mounting Systems and Clamping Devices for Flat-Plate Photovoltaic
UL 2703
Modules and Panels
UL 3703 Trackers

c) Efficiency:

S. No. Description
i Inverter efficiency 97% or above
Inverter used have built-in tolerance to variation in grid voltages/capable of riding
ii
through voltage sags/tolerance set points configurable to above +/- 5%
iii Over-voltage and Overload protection of inverters
iv THD 2.5% or lesser
15.3. Gas Insulated Switchgear (GIS)
The switchyard of the Complex will be GIS and it will be covered under the project cost. The GIS will be
double bus-bar single breaker scheme comprising four transmission line bays so as to provide 132 kV
double circuit in-out arrangement and remaining bays will be as per plant design.
GIS should comply below mentioned or equivalent Standards and Warranties.
a) Warranty: Standard warranty period is mandatory
b) Standards:

S. No. Description
i GIS complete bay should comply with IEC 62271-203 and IEC 60517 standard
ii Circuit Breaker should comply IEC-62271-100
iii Disconnector & earth switches shall comply IEC 62271-102 01
iv Current Transformers shall comply IEC 61869-2
v Voltage transformers shall comply IEC 61869-3
Routine tests to latest publications of 3
IEC 60233 for hollow porcelains
vi IEC 60137 for bushings
IEC 60168 and 60273 for high voltage post insulators
IEC 60383 and 60305 for cap and pin string insulators
vii Motors shall comply IEC 60034

15.4. Power Transformer and Other Switchyard Equipment

The Complex design will include the step-up transformer considering (n-1) contingency. Step-up
Transformer shall comprise of adequate electrical and mechanical protections to ensure safety and
reliability.

All outdoor equipment i.e. surge arrestors, line traps, coupling capacitors, capacitive voltage transformers,
line coupling device equipment and etc. shall be provided having adequate rating and as per below given
IEC Standards.

a) Warranty: Transformer warranty period of minimum 02 years is mandatory

b) Standards:

Standards Description
Power transformer selection as per IEC-60076 and IEC 60354 certified for type
IEC 60076/60354
of installation
ISO9001 Transformer supplier is accredited to ISO 9001
IEC 60085 Certified transformers for electrical insulation
IEC 60296 Certified for Oil specification
IEC 60137 Certified for Primary and Secondary Bushings
IEC 60214/ IEC
Certified transformers for tap changers
60542
IEC 61869-1 Instrument transformers - Part 1: General requirements
Instrument transformers - Part 5: Additional requirements for capacitor voltage
IEC 61869-5
transformers
 Instrument transformers - Part 3: Additional requirements for inductive voltage
IEC 61869-3
transformers
Surge arresters - Part 4: Metal-oxide surge arresters without gaps for a.c.
IEC 60099-4
systems
IEC 60353 Line traps for a.c. power systems
IEC 60358-1 Coupling capacitors and capacitor dividers - Part 1: General rules

c) Efficiency: Efficiency of Transformer at least 96%.

15.5. SCADA, Tele-Communication and Protection Schemes

SCADA, telecommunication and tele-protection equipment of the Complex side are mandatory and will be
covered in the Project cost. Non-compliance to such provision would lead to disqualification.
Specifications of the equipment will be finalized with the consent of KE. Two channels should be
established till load dispatch center for data transfer to SCADA system. All telecom links should be capable
of transmitting speech, telephone signaling, data and tele-protection signals.
Each transmission line will have dedicated protection relays. Bus-bar protection and step-up transformer
protection will be as per Complex design.

Telco/Tele protection and SCADA system for visibility of the plant in K-Electric's LDC Control room as
per the specs/details provided by K-Electric.

15.6. Metering System and Back-up Metering System

Metering System and Back-up Metering System installation is mandatory, non-compliance of which would
result in disqualification.
Back-up metering shall include ISKRA MT860 AMR meters of 0.2 accuracy class, dedicated CTs of 0.2
accuracy class, dedicated VTs and dedicated metering panels. All cabling between the meters and
associated current transformers and voltage transformers shall be laid in rigid conduits as per the design
standards.

15.7. Weather Station

a) Weather station will include the equipment to measure wind speed, tilted irradiance, horizontal
irradiance, ambient temperature, PV panel temperature and etc. panels will be provided which shows
weather conditions at the Project site to collect data and compare remotely with yield figures

b) Alarm Management to flag any element of Power plant that falls outside pre-determined performance
bands via fax/email/text message

c) Recording of Weather station data after pre-set time intervals

d) Provision of Hybrid forecast model where Hybrid Forecast Model means Predictive Tool/Software
prepared and operated by the Forecasting Consultant to generate energy forecast for the Complex

e) Weather Station data visibility in KE LDC Control Room

15.8. Civil/ Mounting Structure
Mounting system should be directly anchored into the ground (driven piers, concrete footers, ground
screws, etc). Mounting system should be able to withstand wind speeds and earthquakes in the region.
Mounting System should be ICC ES AC428 and UL 2703 certified.

Mounting Systems having tracking system provision should have warranty of 10 years or above for both
movable and non-movable parts., Structures are strong enough to bear wind loads, panel weight and ensure
design operations for the life of the project.
Mounting structure shall also assess the weather conditions to incorporate suitable prevention from
corrosive environment e.g.: galvanized steel, stainless steel, composites or aluminum, specialized coating
such as C5. Pre-cast concrete ballasts/driven piles/earth screws/other type of Mounting systems to be
preferred.

Civil design of Plant must have provision for flood water outlet. Feasibility Study Report will provide
further detailed analysis of flooding at each Site.

Bidder should also consider the topography while designing to cater the shading impact.

15.9. Balance of System

The developer will be expected to follow the industry best practices in selecting the BOS that will ensure
that the system is able to service for the life of the project, broadly some of the aspects that the developer
should look into are:
a) Medium voltage switchgears, MV transformer, DC system, control and protection equipment of
adequate capacities and should comply with IEC standards. MV and LV Cabling shall be according to
site conditions and Plant design.
b) RO plant if required for cleaning and plant operational services. RO Plant if considered for the project,
the outgoing water should have manufacturer's recommended levels of TDS.
c) All outdoor electronic equipment and panels should have protection class of IP65.
d) Visibility and control of complete HV system in Control Room
e) Substation properly equipped with LV power supplies, back-up power supplies, UPS, Diesel
generators, auxiliary transformer, telephone and internet connection, lighting, HVAC, water supplies,
drainage, fire and intruder alarms.
f) PV plant earthing includes Array frame earthing, system (DC conductor) earthing, inverter earthing,
lightning and surge protection.
g) MV (11/22/33 KV) Switchgear supplier is accredited to ISO 9001 and MV (11/22/33 KV) Transformer
supplier is accredited to ISO 9001 and IEC 60085 certified. IEC 60214 certified transformers for tap
changers and transformer warranty period of minimum 02 years. Efficiency of Transformer at least
96%
h) Incorrect polarity protection for DC cables and Insulation monitoring
i) Junction boxes of IP rating 65/66/67/68 and Junction boxes enclosure fabricated from non-conductive
material.
j) Use of fuses when arrays formed of four or more strings for over-current protection.
k) Double-pole DC switches usage to block both positive and negative PV array cables. DC switches used
rated for system voltage and maximum current expected and DC switches equipped with safety signs
l) Module cables have a temperature range -55 to 125°C. Single core double insulated DC cables used
with mechanical resistance (animal proof/compression/tension/bending etc.)
m) AC cables IEC-60502 certified (1 to 36KV) or IEC-60840 certified (30 to 150KV). Reputable AC cable
supplier accredited to ISO 9001. Minimum 02-year warranty period of AC cables. AC cables are UV
radiation and weather resistant.
15.10. Safety & Security
a) Lighting arrestors, proper grounding of all equipment is required.
b) Provide surge protection on all electrical systems.
c) All lines interconnecting solar arrays shall be underground.
d) Relevant fire safety protection guidelines must be adopted.
e) Lighting shall be provided at regular intervals to ensure required visibility at night.
f) Bidders must ensure adequate fencing & surveillance to ensure security of the Complex as per the Site
condition/requirement, security systems installation, lighting, security cameras, microwave sensors for
security purpose shall also be preferred. Anti-theft module fiber system proposition. Anti-theft module
mounting bolts with the use of synthetic resin.
15.11. Plant Monitoring System
a) Automatic data acquisition and monitoring technology for real time array/block wise generation as per
plant design (use of SCADA system) for controlling within the Complex control room shall be the
scope of this Project.
b) Weather Station data, ambient and module temperature measurement, array DC voltage measurement
and inverter data log should be maintained.
15.12. Interconnection Requirements
a) The interconnection point will be droppers from the terminal tower connected to the gantry of 132 kV
transmission lines.
b) Proposed interconnection scheme will be double circuit in-out from 132 kV transmission line.
15.13. Local Considerations
a) Developers are required to make themselves fully aware of the local conditions.
b) Where possible, the developer will be required to source the human capital locally.
15.14. Local Industry
a) Developers are encouraged to source material, specifically the BOS equipment from local sources to
support the local industry in accordance with the Customs General Order of the FBR.
15.15. Design Experience and Capability
Bidder shall provide the information relating to the Design Consultant along with the relevant
details/experience as per below mentioned criteria:
a) Proven design experience with projects of comparable sizes (Minimum 05 projects with at least 02
solar power projects of 50 MW capacity each designed by the Consultant).
b) Applicable experience of key design staff to be assigned to the Project (Each individual's role in the
project to be specified).
c) Minimum 50 MW projects with each project not less than 10 MW is interconnected with Grid in last
05 years.
d) Well-defined row spacing to reduce inter-row shading and associated shading losses, layout to
minimize cable runs and associated electrical losses, sufficient distance between rows to allow access
for maintenance purposes etc. shall be evaluated under design criteria.
15.16. Yield Assessment
a) Yield should be greater than 21.5% and above.

15.17. Operations and Maintenance

a) The developer will be responsible for the O&M of the entire solar PV plant at each of the locations,
scope of which includes:

Module cleaning, module connection integrity, junction boxes/combiners inspection, Thermographic

detection of faults, Inverter servicing, mechanical integrity of mounting structure, vegetation control,
Routine balance of plant servicing/inspection, Cable connection tightening/replacement of blown fuses,
Lightening damage repair, Mounting structure/Tracking system fault repair, optimized loss due to
soiling, additional points for automated cleaning mechanism provision, rectifying SCADA faults

b) The developer will be responsible to claim any warranties or replacements that will arise during the life
of the plant

c) The developer will have to ensure operations to maintain availability as per the proposed Capacity
Factor

d) Array inspection and cleaning to maintain the required performance target, inspection of the inverter
and rectification of faults to ensure plant availability.

e) Note: Technical specifications can be updated in light of Feasibility Study Report and subsequent
approval of NEPRA.

15.18. HSE
a) Demonstrate a corporate commitment to safety, proven solutions, safe working practices and culture,
training and supervision.

b) Compliance to KE9s Hazardous Substance Management Procedure as per Document No. KE-SP-017

c) Compliance to Environmental, Health, Safety and Social Clauses for Contractors as per International
Standards

d) Compliance to KE9s Hand Barricading and Signage at Site Policy

e) Compliance to Contractors and Supplier9s HSEQ Management Procedure as per International

Standards
f) Compliance to KE9s Waste Management Procedure as per Document KE-SP-012

g) Draft site-specific health and safety plan

h) Acceptable safety statistics for at least one other Solar Power Project

i) Demonstrate an understanding of the key environmental risks, provide adequate proposals for
monitoring and managing those risks and complying with the environmental requirements of the
Contract.

j) Requirement set out by Balochistan Environmental Protection Agency (BEPA) as outlined in Exhibit
19 will be the responsibility of developer & directives of agency need to be complied.

k) Bidder shall be required to submit information and/or plan on their Environmental & Social
Management System (ESMS) comprised at a minimum of having:

1) Documentation showing compliance with local ESHS legal requirements.

2) Project-specific E&S requirements that are part of an ESIA/ IEE and EPA9s approval.
(where applicable)
3) Environment & Social (E&S) Policy
4) Policy/ procedure and records on Occupational Health & Safety (OHS)
5) Human Resource policy including:
a. Code of conduct for workers
b. Grievance mechanism for workers
6) Waste management policy or procedures (hazardous and non-hazardous)
7) Stakeholder engagement plan/ procedures and external grievance redress mechanism
(such as call centers to respond to users9 issues)
8) Existence of any procedure or process to assess E&S risks.
9) Voluntary management systems implemented (ISO 14001, OHSAS 18001 etc.)
10) Key E&S staff members responsible for E&S performance
11) Other governance frameworks or industry standards the supplier has publicly committed
to comply with, for example:
a. The Equator Principles
b. Global Reporting Initiative (GRI) standards
12) Millennium Development Goals (MDGs)
13) Sustainable Development Goals (SDGs)
14) Extractive Industries Transparency Initiative (EITI)

Exclusions
Bidder shall not perform any activity, production, use, distribution, business or trade involving:
1) Forced Labor
 2) Child Labor
3) Activities or materials deemed illegal under host country laws or regulations or
international conventions and agreements, or subject to international phase-outs or bans,
such as:
a. ozone depleting substances, PCB's (Polychlorinated Biphenyls) and other specific,
hazardous pharmaceuticals, pesticides/herbicides or chemicals
b. wildlife or products regulated under the Convention on International Trade in
Endangered Species or Wild Fauna and Flora (CITES)
4) Cross-border trade in waste and waste products, unless compliant to the Basel Convention
and the underlying regulations
5) Confirmed cases of occupational, health, and safety incidents or accidents1
6) Confirmed cases of gender-based violence/sexual exploitation and abuse
7) Confirmed cases of discrimination of vulnerable groups, including gender and disability
(checked through media reports, and notification of violations by labor and environmental
authorities)
15.19. Warranty
Standard warranty of all components will be considered while evaluation of bids.

1
The business can be considered if it can demonstrate with reports and documentation that it has been able to
adequately address the issues, and this can be verified.
Volume-III : Tariff Proposal Requirements
16. Quoted Tariff and Commercial Requirements

The tariff shall be consistent with the tariff structure given below. Any Bid which is inconsistent with the
tariff structure shall be rejected.

16.1. Bid Tariff

a) The Bidders shall bid a single Bid Tariff for each Project separately, rounded off to four decimal places
for the Term.
b) The Land Cost shall be accounted for by the Bidder in its Bid Tariff.
c) The Bidders shall attempt to secure SBP Financing at concessionary rates. In case of non-availability,
the Bid shall be based on commercial financing.
d) The indexation applicable to the Bid Tariff as allowed by NEPRA for SBP Financing and commercial
financing shall be in accordance with the mechanism provided in Section 16.1.1 and 16.1.2
respectively.
16.1.1. Indexation mechanism – SBP Financing

Indexation mechanism in case 150 MWp shall be developed as three projects of 50 MWp each with SBP
financing:

Rev SOFR ER Rev

Revised AT = AT ∗ Sx% [ 2 1] + AT ∗ 75% [ 2 1] + AT ∗ 25%
Ref SOFR ER Ref
ER Rev (one time)
∗[ 2 1] + AT
ER Ref

AT Awarded Tariff

Sx% Percentage of AT to be indexed with SOFR variation, which in the instant

case is 5%

Rev SOFR quarterly revised Term or Daily SOFR, as the case may be based on GOP
policy decision on the transition from LIBOR to SOFR, as on the last day of
the preceding quarter

Ref SOFR 5.3671%

ER Ref 288.65 Rs./USD

ER Rev The revised exchange rate as on the last day of the preceding quarter

ER Rev (one The revised exchange rate is the average of the exchange rates of each day
time) during the maximum construction period of 10 months starting from the date
of Financial Close.

Note: 1st adjustment shall be made for the quarter in which the COD occurs. This adjustment will be
applicable from the COD until the end of that quarter. The subsequent adjustments will be applicable for
the entire quarters.
16.1.2. Indexation mechanism – Commercial Financing

Indexation mechanism in case 150 MW shall be developed as two projects. i.e. one project of 100 MWp
and the other one of 50 MWp with commercial financing:

Rev kibor Rev SOFR ER Rev

Revised AT = AT ∗ Kx% [ 2 1] + AT ∗ Sx% [ 2 1] + AT ∗ 80% [ 2 1]
Ref kibor Ref SOFR ER Ref
ER Rev (one time)
+ AT ∗ 20% ∗ [ 2 1] + AT
ER Ref

AT Awarded Tariff

Kx% Percentage of AT to be indexed with KIBOR variation which in the instant

case is 8%

Sx% Percentage of AT to be indexed with SOFR variation, which in the instant

case is 5%

Rev KIBOR Quarterly revised 3-month KIBOR, as on the last day of the preceding
quarter

Rev SOFR quarterly revised Term or Daily SOFR, as the case may be based on GOP
policy decision on the transition from LIBOR to SOFR, as on the last day of
the preceding quarter

Ref KIBOR 21.28%

Ref SOFR 5.3671%

ER Ref 288.65 Rs./USD

ER Rev The revised exchange rate as on the last day of the preceding quarter

ER Rev (one The revised exchange rate is the average of the exchange rates of each day
time) during the maximum construction period of 10 months starting from the date
of Financial Close.

Note: 1st adjustment shall be made for the quarter in which the COD occurs. This adjustment will be
applicable from the COD until the end of that quarter. The subsequent adjustments will be applicable for
the entire quarters.
The actual debt servicing period, financing mix, or any other factor shall not change the structure of the
tariff.

16.2. Bid Tariff Assumptions

a) All invoicing and payment terms are assumed to be in accordance with the EPA.
b) For the submission of the Bids, the following reference values shall be taken into account by the
Bidders:
Description Values
Reference KIBOR 21.28%
Reference SOFR 5.3671%
Reference Exchange Rate 288.65
16.3. Pass-through Items

Subject to the approval of NEPRA in Determined Tariff, following items shall be considered pass-through:

a) Duties and/or taxes, not being of refundable nature, relating to the construction period directly imposed
on the Successful Bidder up to Commercial Operations Date, will be allowed at actual upon production
of verifiable documentary evidence to the satisfaction of the Authority.
b) In case the Successful Bidder is obligated to pay any tax on its income from generation of electricity
from solar, or any duties, taxes or cess not being of refundable nature, are imposed on the Successful
Bidder, the exact amount paid by the Successful Bidder on these accounts will be reimbursed by KE
on production of original filing documents.
In case of the above scenario, the Successful Bidder shall also submit to KE the details of any tax
savings and KE shall deduct the amount of these savings from its payment to the Successful Bidder on
accounts of taxation. The adjustment for duties and taxes will be restricted only to the extent of duties
and taxes directly imposed on the Successful Bidder. No adjustment for duties and taxes imposed on
third parties such as contractors, suppliers, consultants, etc., will be allowed.

c) Payment into Worker9s Profit Participation Fund and Worker9s Welfare Fund.
d) Withholding tax on dividend will not be a pass-through item.
e) Alternative & Renewable Energy Policy, 2019 (ARE Policy 2019) states certain conditions, fulfillment
of which can result in the exemption of duties on the import of items, being manufactured locally also.
In case any Bidder proposes to import any plant, machinery or equipment that is also manufactured
locally in accordance with the Customs General Order of the FBR, shall be reimbursed to the Successful
Bidder subject to fulfillment of conditions as given in the ARE Policy 2019, for which certification
shall be obtained by the Successful Bidder from AEDB. The Bidder is expected to have knowledge of
applicable laws and regulations and shall not in any case hold KE accountable for information not
provided under this document.
Exhibits
Exhibit 1 – [Not used]
Exhibit 2 – Confidentiality Agreement

(The Applicant/Bidder must execute the Confidentiality Agreement on stamp paper and submit to K-Electric
along with complete Application for Prequalification)

CONFIDENTIALITY AGREEMENT (on stamp paper)

This Confidentiality Agreement (<Agreement=) is made at Karachi on this ____ day of __________, 2019.

By and between

K-Electric LIMITED, a public limited company duly incorporated and existing under the laws of Pakistan
and having its registered office at KE House, 39B, Sunset Boulevard, Phase-II, DHA, Karachi, Pakistan,
(hereafter referred to as <KE or Disclosing Party=).

And

[---------], [registered address] (hereinafter <Company of Receiving Party=)

(KE and Company are hereinafter individually referred to as a <Party= and collectively as the <Parties=.)

WHEREAS:

1. KE is in process of obtaining bids for the Development of Solar Projects in the Lasbela District at

Winder (50 MW)

Bela (100 MW)

(referred to herein as the <Project=).

2. As part of these discussions, the Parties (either directly or through a representative) have and may
in the future exchange Confidential Information pertaining to the Project.

3. COMPANY and KE wish to enter into this Agreement to safeguard the confidentiality of such
Confidential Information.

NOW THEREFORE, in consideration of the mutual agreements contained herein, the Parties agree as
follows:
1. In this Agreement, unless the context requires otherwise, the following terms shall have the
meaning given below:

<Affiliate(s)= means in relation to a Party, any, corporation, partnership or other legal entity: (i)
that is, directly or indirectly, controlled by such Party; or (ii) that directly or indirectly controls such
Party; or (c) that is, directly or indirectly, controlled by a Party that also, directly or indirectly,
controls such a Party. For the purpose of this definition, a Party is directly controlled by another
Party which owns or controls shares or other interests carrying in the aggregate at least fifty percent
(50%) of the voting rights exercisable at a general or shareholders meeting of the first-mentioned
Party or the right to appoint or dismiss a majority of the directors thereof.

<Confidential Information= means all information (in whatever form, including, but not limited
to, oral, visual, written or electronic, or in any medium or by any method) relating to the Project,
including but not limited to, all manuals, specifications, drawings, letters, telexes and any other
material containing Confidential Information disclosed to the COMPANY by or on behalf of the
KE in writing, in drawing or in any other form or acquired by the COMPANY from the KE
regardless of whether such information was obtained prior to or after the Effective Date.
Confidential Information shall also include all memoranda, reports, valuations, analyses and
summaries of Confidential Information that the Receiving Party or any of its Affiliates derives from
Confidential Information disclosed by the Disclosing Party.

2. Each Party agrees that the Confidential Information received by it shall be kept strictly confidential,
shall only be used in relation to the Project and shall not be sold, traded, published or otherwise
disclosed to anyone in any manner whatsoever, including by means of photocopy or reproduction,
or electronic transmission, without the prior written consent of the Disclosing Party.

Receiving Party further agrees that, unless otherwise expressly permitted in this Agreement, it shall
not disclose, and shall cause its representatives not to disclose (i) the existence or terms and
conditions contained in this Agreement, (ii) the fact that Confidential Information has been made
available to the Receiving Party or its representatives; (iii) the fact that discussions or negotiations
are or were taking place concerning the Project, and (iv) the terms, conditions or other facts with
respect to any such Project, if any, including the status thereof, to any third parties(other than such
third parties who are permitted to receive Confidential Information hereunder) without the prior
written consent of Disclosing Party.

3.1. The Receiving Party may disclose Confidential Information without the Disclosing Party9s prior
written consent only to the extent such information:

(i) is required to be disclosed under applicable laws, rules or regulations, including a

governmental order or decree, a ruling or judgment of a court of competent jurisdiction,
arbitrator or the rules of any recognized stock exchange (<Applicable Laws=) (provided
that the Receiving Party shall promptly give a written notice to the Disclosing Party prior
to such disclosure, limit the disclosure to the extent legally allowable and seek to protect
such information from further disclosure;
(ii) is disclosed to the employees, officers or directors of Receiving Party and to their
employees, officers or directors on a 8need to know9 basis; or
 (iii) is disclosed to any professional consultant, legal counsel or agent retained by the Receiving
Party where bona fide necessary for the proper performance of their duties in relation to
the Project.

3.2. The following shall not constitute Confidential Information:

(i) was in the lawful possession of the Receiving Party at the time of its receipt and can be
proven by the Receiving Party that it did not had an obligation to keep it confidential;
(ii) was in the public domain at the time of receipt or disclosure or subsequently becomes so
through no fault of the Receiving Party or any person to whom Receiving Party disclosed
Confidential Information;
(iii) is developed by or for the Receiving Party at any time independently of the Confidential
Information disclosed to it, as evidenced by its written records; or
(iv) has been or hereafter is rightfully acquired from third parties who rightfully have
possession of such information without an obligation to keep it confidential.

3.3. The Receiving Party shall not be liable for such inadvertent or unauthorized disclosure if it has used
the same degree of care in safeguarding such Confidential Information as it uses for its own
Confidential Information of like importance.

4. The Receiving Party shall be responsible to Disclosing Party for the compliance of the persons
listed in paragraph 3.1(i) and (iii) to whom the Receiving Party has disclosed Confidential
Information as though such persons and entities were Receiving Party. Prior to any disclosure to
persons listed in paragraph 3.1(iii) Receiving Party shall obtain a written undertaking of
confidentiality from such persons in the same form as this Agreement. The Receiving Party shall
not make any statements and/or issue any press releases concerning the Project without the prior
written consent of the Disclosing Party.
5. Any Confidential Information disclosed by or on behalf of the Disclosing Party shall remain the
property of the Disclosing Party, and the Disclosing Party may demand the return thereof at any
time upon giving written notice to the Receiving Party. The Receiving Party shall not acquire any
right, title, interest or license in Confidential Information it receives pursuant to this Agreement
and no actions pursuant to this Agreement shall be construed as conferring on the Receiving Party
any licence under any patent, copyright or future patent owned by the Disclosing Party, its Affiliates
or any of their shareholders or any other intellectual property right. Within thirty (30) days of
receipt of a request to return Confidential Information, a Receiving Party shall return all original
Confidential Information it has received and destroy, or procure the destruction of, all other
Confidential Information, including any information retained on computer backup system, copies
and reproductions (both written and electronic), in its, its Affiliates and any persons9 to whom it
was disclosed.
6. This Agreement shall terminate on the earlier of the third (3rd) anniversary of the Effective Date or
receipt of written notice of termination. In addition to the obligation to return and/or destroy set
forth in paragraph 5, following termination, the obligations of confidentiality set forth herein shall
continue until the third (3rd) anniversary of the termination date. The provisions of this Agreement
shall however apply retrospectively to any Confidential Information which may have been
disclosed in connection with discussions and negotiations regarding the Project prior to the
Effective Date. Notwithstanding anything else contained herein either Party has the right to
 terminate this Agreement at any time by furnishing the other Party with a one (01) month prior
written notice without giving any reason for termination.
7. The Disclosing Party hereby represents and warrants that it has the right and authority to disclose
the Confidential Information to the Receiving Party. The Disclosing Party, by providing such
Confidential Information or otherwise, neither makes nor gives any representation, warranty or
undertaking, express or implied, concerning the quality, reliability, accuracy, completeness or
reasonableness of the Confidential Information. The Receiving Party shall use any Confidential
Information at its own risk and the Disclosing Party shall have no liability to the Receiving Party
resulting from the Receiving Party9s use of such Confidential Information. Nothing contained
herein shall be construed as requiring the Disclosing Party to enter into any business dealings, to
negotiate in good faith, or to hold or to continue discussions concerning the Project with the
Receiving Party. Neither this Agreement nor any actions of the Parties shall constitute or be
construed to constitute a partnership, joint venture or any other cooperative relationship between
the Parties. The obligations and liabilities of the Parties to this Agreement are several, not joint, or
joint and several.
8. The liability of the Parties to each other for breach of this Agreement shall be limited to actual
direct and foreseeable damages. In no event shall the Parties be liable to each other for any other
damages, including loss of profits or business interruptions, or indirect, incidental, consequential,
special, exemplary or punitive damages, decline in market capitalisation, however caused,
regardless of negligence or fault. Receiving Party acknowledges and agrees that Disclosing Party
may be irreparably harmed by the breach of this Agreement and damages may not be an adequate
remedy. Disclosing Party shall be entitled to seek an injunction or specific performance for any
threatened or actual breach of this Agreement by Receiving Party or any other person receiving
Confidential Information pursuant to this Agreement. In addition to the above, the Disclosing Party
may in its sole discretion pursue any and all other remedies available to it for such violation, breach
or threatened breach including recovery of compensatory damages.
9. This Agreement shall be governed by and construed in accordance with the laws of Islamic republic
of Pakistan. All claims, demands, causes of action, disputes, controversies and other matters in
question (<Dispute=) arising out of, relating to, or in connection with this Agreement, including any
question regarding its existence, breach, validity, or termination, which cannot be amicably
resolved by the Parties, shall be settled before a two (02) arbitrators appointed mutually by both
the Parties and one (01) umpire appointed mutually by the two (02) arbitrators. For purposes of
clarity, the arbitrators and the umpire shall be retired confirmed judges of the High Court of Sindh
at Karachi. Such arbitration shall be held in accordance with the provisions of the Arbitration Act,
1940. The venue of such arbitration shall be Karachi, Pakistan and the language of arbitration
proceedings shall be English in effect as of the Effective Date. Judgment upon such award may be
entered in any court having jurisdiction thereof. A dispute shall be deemed to have arisen when
either Party notifies the other Party in writing to that effect. Receiving Party acknowledges that
remedies at law may be inadequate to protect against breach of this Agreement; accordingly, the
arbitrator may award both monetary and equitable relief, including injunctive relief and specific
performance. The Disclosing Party may apply to any competent judicial authority for interim or
conservatory relief; an application for such measures or an application for the enforcement of such
measures ordered by the arbitrator shall not be deemed an infringement or waiver of the agreement
to arbitrate and shall not affect the powers of the arbitrator.
10. This Agreement shall constitute the entire agreement between the Parties with respect to the subject
matter hereof and neither Party shall have any obligation, express or implied by law, with respect
to trade secret or proprietary information of the other Party except as set forth herein. This
Agreement may not be modified or amended except in writing and signed by a duly authorized
representative of each of the Parties. No failure or delay in exercising or any single or partial
exercise, of any right, power or privilege under this Agreement shall operate as a waiver or preclude
any further exercise of any right, power or privilege under this Agreement or otherwise. If any
provision of this Agreement (or part thereof) is or becomes unlawful, invalid or void, the legality,
validity, and enforceability of any other part of that provision or any other provision of this
Agreement shall not be affected but shall continue in full force and effect. The unlawful, invalid or
void provision shall be deleted from this Agreement but only to the extent of the invalidity so as to
preserve this Agreement to the maximum extent possible.
11. All notices and other communications given under this Agreement shall be in writing in the English
language and shall be deemed to have been properly given or made if: (a) personally handed to an
authorized representative of the Party for which intended; (b) sent by postage prepaid, registered
(return receipt requested) mail (airmail if international); (c) transmitted by facsimile with
confirmation of receipt; or (d) transmitted by email (such notice by email shall be contained in an
attachment and not in the body of the email); in each case at or to the address of the Party for which
intended, as indicated below, or other address as may be designated by notice given in accordance
with this paragraph:

To XYZ: To : K-Electric Limited

Attention: [name]
Telephone: [number] [Attention:
Facsimile: [number] Syed Muhammad Shan Ali
Deputy Manager 3 Business
Email:[[email protected]] Development
K - Electric Limited
BOC Building, 1st Floor, KE House
39-B Sunset Boulevard
Phase II, DHA, Karachi
Pakistan

Email for 50 MW Solar Project at

Winder: [email protected]

Email for 100 MW Solar Project

at Bela: [email protected]

Notices and other communications given in accordance with this paragraph 11 shall be effective
(a) on receipt by the addressee if personally delivered or transmitted by mail, and (b) on
transmission to the addressee if transmitted by facsimile (with the correct recipient confirmation)
or by email during normal business hours at the place of the addressee or, if so transmitted outside
such hours, at the opening of business on the next business day at such place.
12. This Agreement may be executed in two (02) counterparts and each of which shall be deemed an
original, with the same effect as if the signatures on the counterparts were upon a single
engrossment of this Agreement provided that this Agreement shall not be effective until all the
counterparts have been executed.

IN WITNESS THEREOF, the Parties have caused this Agreement to be signed by their duly authorized
representatives.

Bidder/Applicant Company K-Electric Limited

By: ____________________________ By: ____________________________

Name: ____________________________ Name: ____________________________

Title: ____________________________ Title: ____________________________

Signed in the presence of the following witnesses:

By: ____________________________ By: ____________________________

Name: ____________________________ Name: ____________________________

Title: ____________________________ Title: ____________________________

Exhibit 3 – Form of Covenant of Integrity
3.1. Instructions

The Bidder/Applicant must promptly execute the Covenant of Integrity on its corporate letterhead. The
executed Covenant of Integrity must be submitted to K-Electric.

3.2. Template

[On Bidder/Applicant letterhead]

[Date]

Attention:

K - Electric Limited
BOC Building, 1st Floor, KE House
39-B Sunset Boulevard
Phase II, DHA, Karachi
Pakistan

Subject: Covenant of Integrity

Dear Recipient,

The Bidder/Applicant hereby undertakes that the Bid was not concluded under the influence of any
agreement, decision or conduct which influences an open and fair competition negatively. In addition, the
Bidder/Applicant hereby warrants and covenants that neither it, nor its affiliates or representatives has
made, offered, promised, requested, solicited or accepted or authorised regarding the Bid, nor will make,
offer, promise, request, solicit or accept or authorise regarding the matters that are the subject of the Bid,
any payment or any transfer of anything of value, including without limitation any gift, service or
entertainment, or other advantage, or a so-called facilitation payment, whether directly or indirectly, to or
for the use or benefit of:

(i) any public official including without limitation any person holding a legislative, administrative,
or judicial office, including any person employed by or acting for a public agency, or public
international organization or providing a public service;

(ii) any director, officer or employee of a government owned or controlled company or any company
or enterprise in which government owns an interest;

(iii) any political party or political party official or candidate for office;

(iv) any director, officer or employee of any other party or any of their respective affiliates;

(v) any close family member of any of the foregoing;

(vi) any other third party; or

 (vii) any agent or intermediary for the purposes of subsequent transfer (in whole or in part) to one or
more of the foregoing, in each case where the payment, gift, service, entertainment, or advantage:
(A) would violate the laws of any jurisdiction applicable to the subject matter of, and its
performance of its obligations under, the bid;

(B) would violate the laws of the country of formation of it or its ultimate parent company,
the country where it or its ultimate parent company9s shares are listed, or the countries
where it or its ultimate parent company carry on business; or

(C) is for the purpose of:

(1) influencing the individual receiving such payment, gift, service, entertainment or
advantage to act or refrain from acting in the exercise of his or her official duties;

(2) seeking with a view to obtaining from such individual any undue advantage; or

(3) inducing such individual to act or refrain from acting in the exercise of his or her
official duties in order to obtain or retain business or other undue advantage in
relation to the bid,

In the case of breach of any of the above warranties and/or covenants, without prejudice to any other right
and remedy provided by law, equity or by contract, the Bidder shall indemnify and hold K-Electric
harmless from and against all claims, damages, losses, expenses, fines or any third-party liability claims
(excluding any consequential losses) arising out of or in connection with such breach.

For and on behalf of

Bidder/Applicant company name: ______________________________

Name of Bidder9s/Applicant9s authorized person: ______________________________

Title: ______________________________

Date: ______________________________

Signature: ______________________________
Exhibit 4 – Power of Attorney

(The Bidder must execute the Power of Attorney on stamp paper and submit to K-Electric along with the
Bid)

POWER OF ATTORNEY

TO ALL WHOM PRESENT, these presents shall come. _________________, having its registered office
at _____________________________________________________ (hereinafter called the <Company=)
send greetings.

WHEREAS the Company was incorporated under the ______________________ as a

____________________.

WHEREAS, by virtue of the powers conferred upon them by Article ___ of the Company9s Articles of
Association, the Board of Directors of the Company have passed the resolution dated _________ and
entrusted to and conferred upon __________________________, the ________________ of the Company.
The following powers which shall be exercisable by him from the date that a power of Attorney
enumerating the same is executed in his favor by _______________.

NOW THESE PRESENTS WITNESS THAT, _______________________ s/o _____________________

holder of CNIC/Passport No. __________________ is holding the position of __________________ in the
Company, is hereby appointed Attorney of the Company to act in the name and on behalf of the Company
to do and perform the following act and things only:

1. To sign the application and its ancillary documents on behalf of the Company with respect to the
bidding process for the Project(s) as specified in the Request for Proposal.

2. The Company hereby agrees to ratify and confirm all and whatever the said Attorney shall lawfully
do or cause to be done by virtue of this Power of Attorney.

3. This Power of Attorney, unless earlier revoked, shall be valid until the completion of execution of
bidding process and shall stand immediately revoked upon the execution of the Letter of Intent.

IN WITNESS WHEREOF the Common Seal of the Company has been affixed hereto at _________ on this
__________ by the undersigned _____________ of the Company pursuant to the resolution dated
____________ passed by the Board of Directors of the Company.

Signature of Attorney
__________________________

THE COMMON SEAL of the Company

is hereunto affixed in the presence of

__________________________ _________________________
Director Director

WITNESSES:

1. _________________________ 2. ____________________

____________________ ____________________

________________________ _ _________________________

____________________ ____________________

____________________ ____________________
Exhibit 5 – Affidavit

(The Bidder must execute the Affidavit on stamp paper and submit to K-Electric along with complete Bid)

AFFIDAVIT

I, ____________________ S/o _____________________, permanent Resident of

________________________ holding CNIC/Passport No. _______________ being a duly authorized
representative of the ________________________ (<Deponent=) _________________(designation) , do
hereby declare as under:-

1. That I am the deponent of this affidavit and fully conversant with the facts stated herein and nothing
has been concealed or mis-declared.

2. That the Applicant/Bidder has applied to bid for the Project(s) of K-Electric Limited (<Relevant
Agent=).

3. That the country of origin of Applicant/Bidder is not any country upon which the government of
Pakistan has imposed any trade embargo and/or sanctions, including but not limited to Israel and India.

4. That the Applicant/Bidder and its members, representatives, personnel9s etc. do not have any
restrictions with respect to travel in Pakistan.

5. That the Applicant/Bidder does not have a conflict of interest with any of the parties involved in the
bidding process of the Relevant Agent and further the Deponent hereby agrees that if the Deponent is
found to be in conflict of interest with one or more parties involved in the bidding process, at any time,
the Relevant Agent shall have the right to disqualify the Bidder.

6. The Applicant/Bidder is considered to be in a conflict of interest with Relevant Agent, if the

Applicant/Bidder and the other parties in the bidding process including but not limited to have:

a) controlling shareholders in common or

b) a relationship with each other, directly or through common third parties, that puts the
Applicant/Bidder in a position to have access to material information about or improperly
influence the proposal of any other Applicant/Bidder involved in the bidding process or influence
the decisions of the Relevant Agent regarding the bidding process.

7. That the information and the assumptions provided by the Applicant/Bidder are correct and complete
and no material information is concealed by the Applicant/Bidder in its Bid including any supporting
documents;

8. The Bidder, if declared the Successful Bidder, will execute the project unconditionally;

9. That the Applicant/Bidder and its members (in case of the Applicant/Bidder being a consortium/joint
venture) have not defaulted in their payment obligations and/or performance of major contracts over
the past five years.

10. The Applicant/Bidder or any officer, director or owner thereof, has not been in substantial
noncompliance of the terms and conditions of prior project contracts.
11. That the Applicant/Bidder and its members (if any) are solvent and have no liquidation application
pending against them in any court of law.

12. That the information provided by the Applicant/Bidder, on any litigation or arbitration resulting from
contracts completed or under execution over the last five years is accurate and will not adversely affect
the Relevant Agent in any way whatsoever. That the Applicant/Bidder understands that a consistent
history of award against the Applicant/Bidder may result in rejection of the Bid of the Bidder by the
Relevant Agent.

13. That the Applicant/Bidder and its members (in case of the Applicant/Bidder being a consortium/joint
venture) have been compliant of the prevailing regulations over the past five years. The composition
or the constitution of the consortium shall not be altered without the prior consent of the KE.

14. That the Applicant/Bidder and its members (in case of the Applicant/Bidder being consortium/ joint
venture) confirms that all of the parties shall be jointly and severally liable to the KE till the
Commercial Operation Date of the Project(s).

15. The Applicant/Bidder, its owners, directors, and key employees, have not been prosecuted, blacklisted
or barred during the past five years by the Relevant Agent, KE or any federal or provincial agency or
any international DFI and are not subject to any international sanctions;

16. The Applicant/Bidder should affirm that it has not been the cause of any serious health, safety, or
environment hazard in any of its projects in Pakistan or any other place in the world over the past five
years.

17. That the Applicant/Bidder shall submit his statement on separate affidavit, in case the
Applicant/Bidder is claiming no previous or ongoing litigation.

18. The Applicant/Bidder hereby agrees if any provision of this RFP document is, against the Law of
Pakistan the remaining provisions of this RFP document shall remain in full force and effect.

19. The Bidder shall confirm that there has been no material change in records provided at the time of
prequalification. In case of any material change, the Bidder shall submit a separate statement of
changes along with the relevant supporting documents.

20. The Applicant/Bidder has the relevant technical and commercial expertise to successfully undertake
the Project(s).

Whatever stated above is true and correct to the best of my knowledge and belief.

DEPONENT

Signature: _________________

Name: _________________

Dated: _________________
Exhibit 6 – Letter of Acceptance by the Applicant/Bidder

(to be submitted on stamp paper)

The Applicant/Bidder accept the following in order to proceed with bid evaluation:

1- Applicant/Bidder has accepted all 8terms and conditions’ specified in the RFP.

2- Applicant/Bidder accepts all the terms and conditions mentioned in the 8Energy Purchase
Agreement’ as provided in Exhibit 11 of RFP.

3- The Applicant/Bidder confirms the timelines stipulated in Section 8.1 of the RFP document. Any
change to the project timeline will be communicated by the Relevant Agent to the Successful
Bidder at the time of LOI issuance.

4- The Applicant/Bidder accepts the Land Cost provided in the RFP Document to include in the Bid
Tariff.

5- The Bid complies with all the recommendations provided in the Feasibility Study Report given
with RFP.
Exhibit 7 – Bid Evaluation Criteria

7.1. Technical Evaluation

Given below are the technical specifications relevant to technology and energy yield of the solar power
plant, non-compliance to which shall result in disqualification of the Bidder.

Knock-Off Criteria:

S.No. Equipment Mandatory Condition Provision (Y/N)

1 Solar Panel Tier-1
2 Yield Greater than 21.5%
Compatibility of the Complex and equipment with
technical standards of Grid Code (power factor, voltage
3 Grid Code
variation, operating frequency range etc.), Distribution
Code and other applicable document etc.

Detailed Technical Scorecard is given below according to which, minimum criteria for qualification of
Bidder is 75 out of 100 marks after passing the screening criteria provided in the table above.

S. No. Evaluation Criteria Score

1 Solar Panels 09
Scoring shall be done as per Section 15.1 Volume-II of the RFP
Compliance with Standards (Relative) and Efficiency
2 Power Inverters 08
Scoring shall be done as per Section 15.2 Volume-II of the RFP
Compliance with Standards (Relative) and Efficiency
3 GIS 08
Scoring shall be done as per Section 15.3 Volume-II of the RFP
4 Power Transformers and other Switchyard equipment, SCADA, 08
Telecommunication and Protection Schemes, Back-up Metering System
Scoring shall be done as per Section 15.4, 15.5 and 15.6 Volume-II of the RFP
5 Weather Station 06
Scoring shall be done as per Section 15.7 Volume-II of the RFP
6 Civil/Mounting Structure 10
Scoring shall be done as per Section 15.8 Volume-II of the RFP
Structure designed as per Site weather conditions 03
Flood water arrangement 04
Corrosion free material usage 03
7 Balance of System 05
Scoring shall be done as per Section 15.9 Volume-II of the RFP
 8 Safety and Security 04
Scoring shall be done as per Section 15.10 Volume-II of the RFP
9 Plant Monitoring System 05
Scoring shall be done as per Section 15.11 Volume-II of the RFP
10 Design Experience and Capability 04
Scoring shall be done as per Section 15.15 Volume-II of the RFP
11 Tracking System 10
12 O&M Methodology 06
Scoring shall be done as per Section 15.17 Volume-II of the RFP
13 HSE 04
Scoring shall be done as per Section 15.18 Volume-II of the RFP
15 Warranty 08
Solar Panels 02
Inverters 02
GIS 02
Power Transformer and Inverter Transformer etc. 02
16 Corporate Social Responsibility /Ability to contribute towards local economy 05
TOTAL 100
Note: Bids not meeting the knock-off criteria or scoring below the minimum technical score will be
rejected.

7.2. Financial Evaluation

(a) The selection will be based on the lowest Bid Tariff.

(b) The lowest Bid Tariff of a technically compliant Bid, in accordance with Section 11, will be selected
as the Successful Bidder.
Exhibit 8 – Form of Bid Bond

FORM OF BID BOND

(Bank Guarantee)

Guarantee No. ____________________

Executed on ____________________
Expiry date ____________________

K - Electric Limited
BOC Building, 1st Floor, KE House
39-B Sunset Boulevard
Phase II, DHA, Karachi
Pakistan

Name of Guarantor (Bank) with address: _________________________________________________

Name of Principal (Bidder) with address: _________________________________________________

Penal Sum of Security (express in words and figures): _________________________________________

Bid Reference No. and Date: __________________________________________________________

KNOW ALL MEN BY THESE PRESENTS, that in pursuance of the terms of the Bid and at the request of
the said Principal, we the Guarantor above-named are held and firmly bound unto the K-Electric Limited
(hereinafter called The <Company=) in the sum stated above, for the payment of which sum well and truly
to be made, we bind ourselves, our heirs, executors, administrators and successors, jointly and severally,
firmly by these presents.

THE CONDITION OF THIS OBLIGATION IS SUCH, that whereas the Principal has submitted the
accompanying Bid numbered dated as above for [the Development of [●] MW Solar Project in the Lasbela
District].

WHEREAS, the Company has required as a condition for considering said Bid that the Principal furnish a
Bid Bond in the above said sum to the Company, conditioned as under:

(1) That the Bid Bond shall remain valid for a period of twelve (12) months from the bid submission
deadline.
(2) That in the event of:

a) The Principal/ Applicant/Bidder withdraws his Bid during the period of validity of Bid, or
b) Failure of the Successful Bidder to furnish the required Performance Guarantee, in accordance
with Request for Proposal,

Then the entire sum be paid immediately to the said Company as liquidated damages and not as penalty for
the successful Bidder's failure to perform.

NOW THEREFORE, if the Successful Bidder shall, within the period specified therefore, on the prescribed
form presented to him for signature enter into a Letter of Intent with the said Company in accordance with
his Bid as accepted and furnish within twenty (20) days of his being requested to do so, a Performance
Guarantee with good and sufficient surety, as may be required, upon the form prescribed by the said
Company for the faithful performance and proper fulfilment of the said Letter of Intent or in the event of
non-withdrawal of the said Bid within the time specified then this obligation shall be void and of no effect,
but otherwise to remain in full force and effect.

PROVIDED THAT the Guarantor shall forthwith pay to the Company the said sum stated above upon first
written demand of the Company without cavil or argument and without requiring the Company to prove or
to show grounds or reasons for such demand, notice of which shall be sent by the Company to the Guarantor
at its address given above.

PROVIDED ALSO THAT the Company shall be the sole and final judge for deciding whether the Principal
has duly performed his obligations to sign the Letter of Intent and to furnish the requisite Performance
Guarantee within the time stated above, or has defaulted in fulfilling said requirements and the Guarantor
shall pay without objection the sum stated above upon first written demand from the Company forthwith
and without any reference to the Principal or any other person.

IN WITNESS WHEREOF, the above bounden Guarantor has executed the instrument under its seal on the
date indicated above, the name and seal of the Guarantor being hereto affixed and these presents duly signed
by its undersigned representative pursuant to authority of its governing body.

Guarantor (Bank)

Signature: ___________________________
Witness:
1. ____________________________ Name: ______________________________

____________________________ Title: ______________________________

____________________________ ______________________________
Corporate Secretary (Seal) Corporate Guarantor (Seal)

2. ____________________________
Name, Title & Address (Seal)
SUB: DEMAND FOR PAYMENT ON BID BOND

Dear [CONTACT NAME],

In accordance with the terms and conditions of your Guarantee bearing No. _________ dated [DATE
GUARANTEE EXECUTED] amounting to _____________, issued by your Bank on behalf of
_______________ [DEBTOR] (enclosed).

Demand is hereby made for payment in full/partial of (amount), which payment must be received by us
through a cashier's check, immediately, at the following address:

[COMPANY]
[ADDRESS]

If you have any questions, call the undersigned immediately at [UNDERSIGNED9S TELEPHONE
NUMBER].

An early response in this regard will be appreciated.

Sincerely.
Exhibit 9 – Form of Performance Guarantee

PERFORMANCE SECURITY

Guarantee No: _______________

Executed on: _______________
Amount: _______________
Expiry Date: _______________

K - Electric Limited
BOC Building, 1st Floor, KE House
39-B Sunset Boulevard
Phase II, DHA, Karachi
Pakistan

Name of Guarantor (Bank) with address: ____________________________________________________

Name of Bidder with address: ____________________________________________________

Amount of Guarantee:
____________________________________________________
(Express in words & figures)
RFP Date: ____________________________________________________

KNOW ALL MEN BY THESE PRESENTS, that in pursuance of the terms of the RFP (hereinafter called
the Documents) and at the request of the said Bidder being our Client, we, the Guarantor above named
hereby irrevocably and unconditionally bind ourselves to K Electric (hereinafter called the Company)
in the sum of [●] for the payment of which sum well and truly to be made to the said Company to pay the
Company on its first demand in writing without raising any cavil or objection whatsoever.

We understand that the Bidder has been notified dated _______________ by the Company as the Successful
Bidder for the development of [●] MW Solar Power Project at [/Bela/Winder] in the Lasbela District of
Balochistan.

WHEREAS:

A. The Bidder has been declared as the Successful Bidder by the Company to set up the solar power plant
at [location] in accordance with the terms of the Request for Proposal.

B. As required by the Beneficiary prior to the issuance of the Letter of Intent (the <LOI=) to the Successful
Bidder, and in consideration thereof, the Guarantor, at the request and on behalf of the Successful
Bidder, hereby furnishes this irrevocable, unconditional, without recourse, on demand bank guarantee
(hereinafter referred to as the <Performance Guarantee=) in favor of the Beneficiary in order to secure
the performance of the Successful Bidder9s obligations under the LOI.
We, the Guarantor do hereby irrevocably and unconditionally guarantee to pay to the Company
immediately without any delay upon the Company's first written demand without cavil or arguments and
without requiring the Company to prove or to show grounds or reasons for such demands any sum or sums
up to the amount stated above without reference to the Bidder or any other third party. Any demand by the
Company shall be final and conclusive for all the purposes whatsoever. For the avoidance of doubt, time
shall be of the essence of this Guarantee and the liability of the Guarantor shall be valid until expiry date
continuing and co-extensive with that of the Bidder and shall be valid up to (Date) and shall not be
diminished by any partial claim or demand made on the Guarantor under this Guarantee by the Company.

This Guarantee shall be solely governed and construed by the substantive and procedural laws of the Islamic
Republic of Pakistan.

This guarantee shall come into force at once and be valid for a continuous period of thirteen (13) months
ending on [expiry date]. Any demand by the Company should reach the Guarantor before (time and date).

IN WITNESS WHEREOF, the above-bounden Guarantor has executed this instrument under its seal on the
date indicated above, the name and corporate seal of the Guarantor being hereto affixed and these presents
duly signed by its undersigned representative, pursuant to authority of its governing body.

Notwithstanding anything herein above this guarantee is [●] (in words) valid until [●] after which date the
guarantee will become null and void irrespective of whether or not the original guarantee is returned to the
bank for cancellation. Any claim made under this guarantee must be in writing and delivered to the bank9s
office at [●] on or before (time and date) after which we will no longer be liable to make payment to you.

____________________
Guarantor (Bank)

Signature: ___________________________
Witness:
1. ____________________________ Name: ______________________________
____________________________ Title: ______________________________

____________________________ ______________________________
Corporate Secretary (Seal) Corporate Guarantor (Seal)

2. ____________________________
Name, Title & Address (Seal)
SUB: DEMAND FOR PAYMENT ON PERFORMANCE GUARANTEE
(<Guarantee=)

Dear [CONTACT NAME],

In accordance with the terms and conditions of your Guarantee bearing No. _________ dated [DATE
GUARANTEE EXECUTED] amounting to _____________, issued by your Bank on behalf of
_______________ [DEBTOR] (enclosed).

Demand is hereby made for payment in full/partial of (amount), which payment must be received by us
through a cashier's check, immediately, at the following address:

[COMPANY]
[ADDRESS]

If you have any questions, call the undersigned immediately at [UNDERSIGNED9S TELEPHONE
NUMBER].

An early response in this regard will be appreciated.

Sincerely.
Exhibit 10 – Bid Tariff

Bidders are required to submit separate Exhibit 10 for each Project if the Bidder is bidding for more than
one Project.

Bid Tariff in Rs./kWh.

Exhibit 11 –Energy Purchase Agreement
(the document is a separate attachment to this RFP document)
Exhibit 12 – Feasibility Study Report

Part A – Winder
(the document is a separate attachment to this RFP document)
Part B – Bela 1
(the document is a separate attachment to this RFP document)
Part C – Bela 2

(the document is a separate attachment to this RFP document)

Exhibit 13 – Form of Letter of Intent to the Successful Bidder

This Letter of Intent (LOI) is executed in Karachi on ________________ (<Effective Date=) between:

1 K-ELECTRIC LIMITED, being a public limited company duly incorporated and existing under
the laws of Pakistan and having its registered office at KE House, 39-B, Sunset Boulevard, Phase-
II, DHA, Karachi, Pakistan (hereinafter referred to as <KE=), which expression shall include
wherever the context permits its successors-in-interest and assigns, of the First Part; and

2 Successful Bidder, (company details) which expression shall include wherever the context
permits its successors-in-interest and permitted assigns, of the Second Part;

Each of KE and Successful bidder are individually referred to in this LOI as a <Party= and collectively as
the <Parties=.

Whereas:

A. The Successful Bidder will be awarded the LOI for formation of 8SPV9.

B. The SPV will be responsible to develop, construct, own and operate the [50/100] MWp Independent
Power Plant (<IPP=) based on solar photovoltaic modules, to be located in [●] as mutually agreed
between the Parties (<the Project=), in accordance with the milestones specified in this LOI for the
Project.
C. Subsequent to the formation of SPV, the SPV will be required to (i) obtain Generation License and
Tariff Approval from NEPRA (ii) enter into EPC contract for the design, construction and
commissioning of the Complex (iii) enter into EPA with KE, and other necessary Project agreements
(iv) arrange the necessary financing for the Project(s) and achieve financial close (v) construct and
implement the Project within the time period allowed by NEPRA in the Tariff Approval, and (vi) upon
commissioning, operate and maintain the Complex for the Term to provide the generated electricity to
KE.
D. SPV shall be duly licensed by National Electric Power Regulatory Authority (<NEPRA=) under the
Regulation of Generation, Transmission and Distribution Act, 1997 (<NEPRA Act=) and the Securities
and Exchange Commission of Pakistan (<SECP=) to undertake this Project.
E. SPV shall develop the Project under the build-own-operate (<BOO=) scheme with the Project life of
not less than 25 years post Commercial Operations Date (<CoD=) and
F. KE and SPV will enter into Energy Purchase Agreement (<EPA=) in accordance with the Exhibit 11
of RFP.

Now, therefore, in consideration of the mutual promises and covenants of the Parties set forth in this LOI,
this LOI as provided under:

1. THE PROJECT
1.1. For the purposes of this LOI, Successful Bidder and/or any of its sponsors and/or its affiliates together
with any other individual or group or entity nominated by and duly accepted by KE, shall be the
Main Sponsor(s) of the Project. It is anticipated that KE will execute a mutually acceptable Energy
Purchase Agreement with SPV for the term agreed under the Energy Purchase Agreement. For the
purposes of this LOI irrespective of any other Sponsor being added to the Project in the future, SPV
or its designated affiliate shall remain as the developer for the Project for all intents and purposes
and in its dealings with KE. The equity shareholding of the Lead Member of the Successful Bidder9s
(in case Successful Bidder is a consortium/joint venture) shall be higher of minimum 20% or greater
than the equity shareholding of other members of the consortium/joint venture and shall maintain
such shareholding for the term of the loan; any change prior thereto shall require approval of KE
which shall not be unreasonably withheld.
1.2. SPV shall make all reasonable efforts to facilitate each other9s internal approvals through mutual
cooperation between the Parties in good faith.
1.3. SPV shall be responsible for raising financing for the Project.
1.4. Land will be transferred to SPV at or prior to the Financial Close in accordance with the Land Lease
Agreement to be entered between the SPV and GoB.
1.5. KE shall ensure the Project could be connected to its grid network. The cost and arrangement of
interconnection up to the interconnection point to be situated at the Project site would be borne by
KE.
1.6. Sponsors of the SPV shall take all the risks and liabilities of development of the Project and shall
contribute the finances, expertise and overall business development in respect of the Project. SPV
shall carry out all the project development activities, as listed in table 1.
1.7. SPV shall comply with all the regulations, which include warranties related to the performance of
such plants in line with standards applied for new IPPs under Energy Purchase Agreement (EPA)
and/or the applicable laws and regulations of the Islamic Republic of Pakistan. In addition, SPV shall
be responsible for obtaining license/authorization from NEPRA under the NEPRA Act as well as
ensuring that all relevant performance standards of NEPRA for the grant of any generation license
in favor of SPV are duly complied with.
1.8. The Parties agree that SPV shall file tariff application with NEPRA and Tariff Approval shall be
used for the purposes of the EPA.
1.9. The SPV will be required to construct the Project consistent with the technical specifications,
equipment details and design parameters that are consistent with the Technical Proposal of the
Successful Bidder received pursuant to this RFP and agreed with K-Electric in the EPA with the
approval of NEPRA. Any variations to above that are determined to be material by K-Electric, shall
result in revocation of the LOI by K-Electric and encashment of Performance Guarantee provided
that K-Electric shall notify in writing to the Successful Bidder of such material deviations and allow
ten (10) Business Days for rectification of such material deviations.
1.10. The Parties agree to complete the milestones listed in Table 1 during the term of this LOI. In the
event that, from the Effective Date of this LOI, any of these milestones has not been accomplished
by SPV within the term of this LOI, KE shall have the right to terminate this LOI and encash the
Performance Guarantee, unless otherwise agreed between the Parties.
1.11. This LOI shall become effective as of the Effective Date and shall remain in force until the earlier of
any one of the events occurring as follows:

(a) Expiry of the term of this LOI, which is 12 continuous Gregorian calendar months from
the Effective Date, without renewal in writing between Parties; or

(b) Achievement of Financial Close by SPV; or

(c) Termination of this LOI by KE under clause 2.9 or by giving (60) days prior written notice
to the other Party without assigning any reason.

1.11.1. The non-disclosure and non-circumvention requirements and obligations as provided herein will
survive termination or expiry of this LOI and continue for two (2) years thereafter.

1.12. Notwithstanding anything in this LOI, KE shall have the right to encash the Performance Guarantee
to its full outstanding value in case of any breach of the terms and conditions hereof.
1.13. SPV shall regularly update KE on the progress of the Project at monthly intervals. The scope of the
progress report shall include both technical and commercial areas which shall be presented by SPV
to KE9s designated team. Without prejudice to the foregoing, KE shall at times be entitled to demand
and receive from time-to-time specific information/reports/data on the progress of the Project and/or
achievement of milestones.

S. No. Milestone Date

1. Formation of SPV
2. Filing of Tariff and GL Application to NEPRA
3. GL and Tariff Approval by NEPRA
Finalization of Project Agreements including EPA and Land
4.
Lease Agreement
5. Approval of EPA by NEPRA
6. Financial Close
Table – 1 Project Development Activities

2. CONFIDENTIAL INFORMATION
2.1. For the purposes of this LOI, "Confidential Information" shall mean any information, knowledge
or data relating to the subject matter of this LOI which is not in the public domain and is disclosed
by the disclosing party to the receiving party and is other than intellectual property of the disclosing
party. All Confidential Information shared by the disclosing party to the receiving party shall
remain the exclusive property of the disclosing party and the receiving party shall not disclose the
same to any other person or entity not being a signatory to this LOI unless:-
(a) the said information/data is already in the public domain;
(b) such disclosure is required by the order of the competent authority or judicial forum
subject to prior intimation to the disclosing party.
2.2. No Party shall issue or make any public announcement or disclose any information regarding this
LOI and its objects unless prior to such public announcement or disclosure it furnishes the other
Party with a copy of such announcement or information and obtains the approval of the other Party
to its terms. However, no Party shall be prohibited from issuing or making any such public
announcement or disclosing such information if it is necessary to do so to comply with any
applicable laws or regulations including but not limited to the listing regulations of the Karachi
Stock Exchange.
2.3. Neither Party may assign, novate, substitute, sub-delegate, sub-contract or otherwise transfer any
or all of its rights and obligations under this LOI, whether in whole or in part, without prior specific
written consent of the other Party.
2.4. This LOI may not be released, discharged, supplemented, interpreted, amended, varied or modified
in any manner except by an instrument in writing signed by duly authorized representatives of both
the Parties to this LOI.
2.5. The validity, construction and implementation of this LOI shall be solely governed by the
substantive and procedural laws of the Islamic Republic of Pakistan. Any disputes or claims arising
under or in connection with this LOI shall be subject to the exclusive civil jurisdiction of the High
Court of Sindh at Karachi to which the Parties to this LOI hereby irrevocably submit.
2.6. Neither of the Parties shall be liable to the other Party in contract, tort, negligence, breach of
statutory duty, trust or otherwise for any indirect, direct and/or consequential losses or damages of
whatsoever nature for any breach of the provisions of this LOI whether intentional or otherwise. In
no way shall either Party be liable to the other for any loss of profits or loss of business opportunities
for any delay or non-achievement of the milestones set out in this LOI whether under the provisions
of the law of contract, tort, trust or any other theory of law.
3. Each Party warrants to the other that the person(s) signing below have all necessary capacity and
authority, corporate or otherwise, to enter into, execute and implement this LOI in good faith on
behalf of the Parties to this LOI.
4. This LOI is signed in two identical counterparts, each of which shall constitute one indivisible
instrument.
5. All notices and other communications required under this LOI shall be given in writing, through
personal delivery, courier mail or by facsimile transmission and shall be addressed to the following:
KE:
Attention: [●]
Designation: [●]
Address: KE House, 39-B, Sunset Boulevard, Phase II, DHA, Karachi

SPV:
Attention: [Name]
Designation: Chief Executive Officer
Address:
5.1. Any notices sent under Clause 6(a) above shall be deemed to be duly received where sent during
normal business hours by personal delivery or facsimile transmission on the same business day as
it was sent, and where sent by courier within three (3) business days of dispatch.
6. The provisions of this LOI are severable in nature and in the event that any one or more of its
provisions are incapable of being implemented for any reason, this shall not affect the validity of
the remaining provisions of this LOI and the Parties shall in good faith enter into negotiations to
come up with an alternative provision which best reflects the understanding and mutual intention
of the Parties at the time of entering into this LOI.
7. Notwithstanding anything to the contrary contained herein, this LOI shall be legally binding on
both the Parties.
8. Neither Party makes any representations or warranties to the other Party under this LOI and each
Party shall be responsible for conducting its own due diligence with regard to the subject matter of
this LOI. Accordingly, each Party shall be strictly responsible for its own costs.
9. For the avoidance of doubt, time shall be of the essence of this LOI for Parties.
10. This LOI is personal in nature and does not create any third-party rights or interests in favor of any
person or entity who is not a signatory to this LOI.

In witness thereof, the Parties hereby put their respective signatures on the date and year first above written.

For and on behalf of KE: For and on behalf of SPV:

________________________ ________________________
[Name] [Name]
Chief Strategy Officer Chief Executive Officer
Exhibit 14 – Financing Structure and Equity Commitment from Sponsors

Applicants/Bidders shall provide evidence of available funding mechanism including signed equity
commitment from sponsors.
In addition, the Applicant/Bidder is required to submit its financing structure and in case SBP financing is
not available the Applicant/Bidder is required to share requisite evidence in this regard.
Exhibit 15 – Prequalification Document
(the document is a separate attachment to this RFP document)
Exhibit 16 – Waste Management Procedure
(the document is a separate attachment to this RFP document)
Exhibit 17 – Hazard Substance Management Procedure
(the document is a separate attachment to this RFP document)
Exhibit 18 – Safety Signs and Barricade Guidelines
(the document is a separate attachment to this RFP document)
Exhibit 19 – NOC from Balochistan Environmental Protection Agency

Part A – Winder
(the document is a separate attachment to this RFP document)
Part B – Bela
(the document is a separate attachment to this RFP document)