LUCKNOW INDUSTRIAL DEVELOPMENT AUTHORITY LUCKNOW

LUCKNOW INDUSTRIAL DEVELOPMENT AUTHORITY LUCKNOW SELECTION OF DEVELOPER FOR SETTING UP AN IT PARK AT LUCKNOW EXPRESSION OF INTEREST (JULY 2012)

SELECTION OF DEVELOPER FOR SETTING UP AN INFORMATION TECHNOLOGY PARK AT LUCKNOW CONTENTS OF EXPRESSION OF INTEREST (EOI) DOCUMENT Introduction Instructions to Applicants Section A - General Section B - Preparation and Submission of Application Section C - Application Evaluation Process Appendices (for Application Preparation) Selection of Developer for setting up IT Park Page 2 of 41

REQUEST FOR EXPRESSION OF INTEREST Table of Contents S.No Sections Page 1 Disclaimer 4 2 Glossary 5 3 Introduction 6 4 Instructions to Applicants 8-20 A General 8 B Preparation and Submission of Application 12 C Proposal Evaluation Process 15 3 APPENDICES Appendix 1 : Project Information Memoranda 21 Appendix 2 : Format for Application Submission 27 Appendix 3 : Format for Affidavit 28 Appendix 4 : Format for Anti-Collusion Certificate - 30 Appendix 5 : Particulars/Details of the Applicant Organization 31 Appendix 6 : Letter of Exclusivity 32 Appendix 7 : Power of Attorney designating Lead Member. 33 Appendix 8 : Format of Power of Attorney for signing of Application. 34 Appendix 9 : Summary of Balance Sheet & Profit Loss account. 37 Appendix 10 : Details of Project Development assignments under taken 38 Appendix 11 : Information regarding role of each member of consortium 40 Appendix 12 : Checklist for Documents Enclosed. 41 Selection of Developer for setting up IT Park Page 3 of 41

Disclaimer All information provided as a part of this (EOI) document to the prospective Applicants by Lucknow Industrial Development Authority (LIDA) is subject to the terms and conditions set out in this EOI and any addendum to the same, as and when issued in writing. The objective of this EOI document is to provide information to prospective applicants to facilitate their Application for EOI. This EOI document does not purport to contain all the information which each Applicant may require. Each Applicant is advised to conduct its own due diligence and check the accuracy, reliability and completeness of the information in this EOI document and obtain independent advice from appropriate sources as deemed necessary. LIDA makes no representation or warranty and shall incur no liability under any law, statute, rules or regulations as to the accuracy, reliability or completeness of this EOI document. LIDA may at their absolute discretion, but without being under any obligation to do so, update, amend or supplement the information in this EOI document. Selection of Developer for setting up IT Park Page 4 of 41

Glossary Applicant Application Bidder Company Consortium Consortium Applicant Developer Estimated Project Cost Financial Year Individual Applicant Lead Member Net-worth Project Project Site Refers to an Individual Company or a Consortium of Companies as applicant as the case may be. Application for qualification prepared in response to the EOI document in the format given in this EOI document At the financial bid stage, applicants short listed after the EOI stage shall be invited to submit their financial offer (the bid). Such applicants shall be termed as bidders. A Company registered under the Companies Act, 1956 or a Corporate Body registered within the laws of any country in which it is incorporated with an established branch office in India. A group of c o m p a n i e s formed by a MOU to undertake the Project. Applicant of EOI in respect of the project received from a consortium shall be termed as consortium applicant. The successful Bidder selected by L I D A for implementing the Project pursuant to the Financial Bid stage bidding process. Total estimated capital expenditure as per Project Information Memoranda at Appendix-I. The 12-month period, in case of: a. Indian entity, commencing from the 1 st day of April of any year and ending on the 31 st day of March of the following calendar year. b. Foreign entity, its usual accounting period. Applicant of EOI in respect of the project received from a individual company shall be termed as individual applicant. Such member of the Consortium which has been designated so by the other Members of the Consortium and also authorized by them to represent each one of them and enter into contracts for and on their behalf. Paid-up share capital + Reserves and surpluses (Excluding Revaluation Reserves and other reserves not available for distribution to equity shareholders) Miscellaneous expenditure to the extent not written off, as per the annual report and as adjusted with any qualifications in the Auditors Report. Shall have the meaning as detailed in the Project Information Memoranda at Appendix-I. Shall have the meaning as detail in the Project Information Memoranda at Appendix-I. Project Development Activities of project development and/or construction and/or operation and/or maintenance and/or management and/or administration in the areas of hotel space, office space, retail space, commercial space, industrial space, social, institutional and residential facility. Turnover The total amount of gross receipts, from activities in the normal course of business, as per the annual report and as adjusted with any qualifications in the Auditors Report. The words and expressions beginning with capital letters and defined in this document shall, unless repugnant to the context, have the meaning ascribed thereto herein. Selection of Developer for setting up IT Park Page 5 of 41

1. Introduction 1.1 Background 1.1.1 Lucknow Industrial Development Authority (LIDA) has been established by Government of Uttar Pradesh under the provisions of Uttar Pradesh Industrial Development Act-1976, with an objective to accelerate the rate of industrial development in the State of Uttar Pradesh by providing enabling infrastructure in the area notified under this Authority which lies in the districts of Lucknow and Unnao. As a part of this endeavor to promote industrial development, LIDA has decided to promote an Information Technology Park (the Project) adjacent to Lucknow - Kanpur National Highway No. 25 on the Bijnaur Road and for this purpose invites applications from prospective applicants in accordance with this EOI document in order to short-list competent applicants so that they can subsequently financially bid as Developer for setting up an IT Park at Lucknow. 1.1.2 A brief profile of the Project has been provided at Appendix 1 of this EOI document titled Project Information Memorandum. 1.1.3 The Project would be awarded to the selected Developer after competitive bidding process with whom a Lease Agreement would be signed by LIDA. The selected Developer would be responsible for development of the Project in accordance with the Terms of Allotment, Terms of Development and Terms of Lease Agreement which would be provided along with Invitation to Financial Bid Document to the applicants short-listed from the EOI stage. 1.2 Brief Description of Selection Process 1.2.1 LIDA intends to adopt a 2-stage selection process for selection of the Developer for the Project. The first stage of the selection process involves EOI from interested parties through this Invitation of (EOI). Selection of Developer for setting up IT Park Page 6 of 41

1.2.2 This EOI document spells out the information that would be needed from the applicant for the purposes of EOI. 1.2.3 This EOI deals with the first stage (EOI Stage) and at the end of this stage LIDA shall announce a short-list of qualified applicants for the second stage (Invitation to Financial Bid). At this (second) stage, the short-listed applicants will be invited to submit their Financial Proposal for the Project as to be outlined in the Invitation to Financial Bid Document which will be sent to the short-listed applicants as per schedule in para 2.7. During this stage, shortlisted applicants would be expected to examine the Invitation to Financial Bid Document containing Terms of Allotment,, Terms of Development and Draft Lease Agreement and carry out their own assessment, as may be required, before submitting their Financial Bid. The Reserve Price, Payment Plan (Terms of Payment), Procedure and Forms for submission of Financial Bid shall also be intimated in the Invitation to Financial Bid Document. The Bidder shall be expected to submit his Financial Bid as per Forms, Procedure and Terms to be provided in Invitation to Financial Bid Document. The Bidder offering the Highest Bid above the Reserve Price shall be selected as Developer and the land shall be allotted to him on 90 years lease and such selected Developer shall develop the project as per Terms of Allotment, Terms of Development and Terms of Lease Deed as contained in Invitation to Financial Bid Document. Selection of Developer for setting up IT Park Page 7 of 41

INSTRUCTIONS TO APPLICANTS A GENERAL INSTRUCTIONS 2.1 Scope of Application 2.1.1 LIDA wishes to receive Applications for EOI to shortlist experienced and capable applicants for the second stage of selection through Invitation to Financial Bid. The format of letter for expression is enclosed at Appendix-2 of this EOI document 2.1.2 Short-listed Applicants would be subsequently invited to submit their Financial Bid with respect to the Project as to be outlined in the Invitation to Financial Bid Document to be issued to shortlisted applicants. 2.2. EOI Document Processing Fees 2.2.1 document shall be available from the office of the Authority against non refundable payment of Rs 25,000/- (Twenty Five Thousand only) in form of demand draft from a scheduled Bank in favour of Lucknow Industrial Development Authority payable at Lucknow. Chief Executive Officer Lucknow Industrial Development Authority 332, Hind Nagar, Kanpur Road Lucknow - 226 012 (Ph.: 0522-2435514, Fax : 0522-4070404) EOI Document may also be downloaded from website www.picupindia.com OR www.udyogbandhu.com and submitted along with Application fee of Rs. 25,000/- in the form of Bank Draft from a scheduled Bank in favour of Lucknow Industrial Development Authority payable at Lucknow. 2.2.2 Non refundable fees of Rs. 1.00 lakhs (Rupees One Lakh only) in the form of demand draft from a scheduled Bank in favour of Lucknow Industrial Development Authority payable at Lucknow towards processing of the EOI document. The envelope containing the Draft towards this process fee shall be delivered separately, along with the Application, super scribing the envelop Selection of a Developer for setting up IT Park Page 8 of 41

Draft for Processing Fee and delivering the same in accordance with information at para 2.13. 2.3 The Applicant should submit a Power of Attorney as per the format enclosed as Appendix 8, authorizing the signatory of the Application to submit the Application. 2.4 Application from Consortium a. In case the Application expressing interest for the Project is from a Consortium, the Members of the Consortium must be a Company who shall furnish a copy of the Power of Attorney designating the Lead Member with whom the LIDA shall interact from time to time towards this assignment as per Appendix-7 enclosed with this document. b. The number of members of Consortium shall not be more than 5 (five). The Lead member of the consortium should be an existing company for last 5 (Five) years i.e. 2007-08, 2008-09, 2009-10, 2010-11, 2011-12. This Lead Member should have largest equity among the consortium members which however shall not be less than 26% of both equity shareholding and voting rights in the SPV to be constituted by the Consortium. Rest of the members of Consortium should have at least 10% of equity share holding in the SPV. c. A copy of the MOU entered into by the member of the consortium should also be submitted along with EOI outlining roles and responsibilities and percentage of equity of each member of consortium in the SPV to be constituted by the Consortium. d. The Application shall be signed by the duly authorized signatory (as per the Power of Attorney for Signing Authority submitted along with the EOI document) of the Lead Member and shall be legally binding on all the members of the Consortium. e. All members of the Consortium shall be liable jointly and severally for the execution of this assignment through SPV to be formed and a statement to this effect shall be included in the MoU. f. An applicant who has applied for the project in its individual capacity or as part of the consortium cannot participate as member of any other consortium or in his individual capacity applying for the project. A letter of Exclusivity has to be annexed along with the application in the format prescribed and enclosed at Appendix-6 of this document. Selection of a Developer for setting up IT Park Page 9 of 41

g. All witnesses and sureties shall be persons of status and probity and their full names and addresses shall be stated below their signature along with the date. h. Wherever required the Proposal shall contain the information required for each member of the Consortium. 2.5 EOI Clarifications A prospective Applicant requiring any clarification on the EOI documents may notify the LIDA in writing or facsimile. Applicant should send in their queries latest by the last Date for Receiving Queries as given in the Schedule of Processing of EOI, which may be replied as per details as given in the Schedule of Processing of EOI at para 2.7. However it is made clear that LIDA is not obliged to reply all the queries. 2.6 Amendment of EOI Documents a. Before the deadline for submission of Proposals, LIDA may modify the EOI Documents by issuing an addendum/ modifications. b. Any addendum thus issued shall be part of the EOI Documents and shall be communicated in writing to the entire prospective Applicants. Applicants shall acknowledge receipt of each addendum in writing to LIDA, which will assume no responsibility for postal delays. c. To give prospective Applicants reasonable time in which to take addendum into account in preparing their Applications, LIDA may, at its sole discretion, extend the Proposal Due Date as and when necessary. 2.7 Schedule of Processing of EOI. LIDA would endeavor to adhere to the following schedule of events:- S. No. Event Description Date 1 Start of Issue of EOI. 02.07.12 2 Last date for receiving queries. 20.07.12 3 Last date for disposal of queries. 27.07.12 4 Application Due Date (Last date for submission of Application). 16.30 PM on 06.08.12 Selection of a Developer for setting up IT Park Page 10 of 41

5 Date for Opening of Applications 11.30 AM on 07.08.12 6 Issue of Letter to short listed Applicant s with Invitation to Financial Bid Document. 14.08.12 2.8 GENERAL a. No application for EOI shall be accepted after due date and time. b. Invitation to Financial Bid shall be issued only to the short listed applicants based on the EOI submitted. c. LIDA reserves its right to accept/reject any or all Expression of Interests /Applications received in response to this advertisement without assigning any reasons whatsoever. d. The Applicant shall submit only one original plus two copies of the document comprising the Application. The Application should be in hard bound form only. The Application submitted in any other form including spiral bound form shall not be accepted. e. The pages and volumes of the Application shall be clearly numbered and the contents of the Application shall be duly indexed. f. The Application shall be typed or printed. The Application shall be signed and each page of the Application shall be initialed by a person or persons duly authorized to sign on behalf of the Applicant holding the Power of Attorney as per this EOI Document. g. LIDA shall not be responsible for any delay, loss or non receipt of Applications sent by post/ courier. Selection of a Developer for setting up IT Park Page 11 of 41

B. PREPARATION AND SUBMISSION OF APPLICATION 2.9. Application Preparation Cost The Applicant shall be responsible for all costs associated with the preparation of its Application and its participation in the EOI process. LIDA shall not be responsible nor in any way liable for such costs, regardless of the conduct or outcome of the developer selection process. 2.10 Site Visits to the Project site The Applicant at his own responsibility and risk is encouraged to visit to examine the infrastructural facilities available at the site and obtain all information that may be necessary for preparing the Application. The costs of visiting the site shall be borne by the Applicant. LIDA shall not be liable for such costs. 2.11 Language of the Application The Application and related documents and correspondence shall be only in English language. 2.12 Submissions a) Letter of the EOI in the prescribed format given at Appendix 2. b) An affidavit confirming that the Applicant has not been debarred by Government of Utter Pradesh by any other State/Central Government Agencies for applying /bidding for any government project in the prescribed format given at Appendix 3. c) Anti-collusion certificate, as per the prescribed format given at Appendix- 4 by the sole Applicant or all individual members of the Consortium, as the case may be. d) Particulars/Details of the Applicant as per format given at Appendix 5. e) A letter of Exclusivity on the format prescribed and enclosed at Appendix-6 of this document. f) Power of Attorney designating the Lead Member with whom LIDA shall interact from time to time towards this assignment as per Appendix-7 enclosed with this document. Selection of a Developer for setting up IT Park Page 12 of 41

g) Power of Attorney for signing of application as per Appendix-8 enclosed with this document. h) Audited Balance sheets of last 3 years i.e. 2009-10, 2010-11, 2011-12 along with summary of Balance sheet and profit and loss account as per Appendix-9 enclosed with this document. i) Write up on Applicant s experience as a Developer. It shall also submit details of Project Development assignments undertaken as per Appendix- 10 (Documentary proof, including letter of satisfaction from the clients to be submitted). j) Role of each member of consortium as per MoU on the format at Appendix-11. h) A brief write up on the proposed vision of the development of IT Park along with estimate of project cost. 2.13. Sealing and Marking of Application 2.13.1 The response along with the above required documents shall be sent by Courier/Speed Post/Registered Post or delivered by hand at the following address on or before Application Due Date as indicated at para 2.7 by 16:30 hrs (Indian Standard Time) in sealed envelope super scribing for Setting up an IT Park Chief Executive Officer Lucknow Industrial Development Authority 332, Hind Nagar, Kanpur Road Lucknow 226 012 (Ph.: 0522-2435514, Fax : 0522-4070404) 2.14 Application Due Date 2.14.1 Application should be submitted before 1630 hours Indian Standard Time (IST), on the Application Due Date, as stated in the para 2.7 in the manner and form as detailed in the EOI Document. Applications submitted by either e-mail, facsimile or telex transmission will not be accepted. 2.14.2 LIDA may, in exceptional circumstances and at its sole discretion, extend the Application Due Date by issuing an addendum in accordance with para 2.6 uniformly for all Applicants. Selection of a Developer for setting up IT Park Page 13 of 41

2.15 Withdrawal of Applications Application once submitted shall not be allowed to be amended. In case Application is withdrawn, processing fee as per para 2.2.2 shall be forfeited. C APPLICATION EVALUATION PROCESS 2.16 Application Opening Date LIDA would open the Applications at 1130 hours on the date mentioned against the Date for Opening of Applications as per para 2.7 or on the extended date for Opening of Applications in the presence of the Applicant s Representatives, who choose to attend the same at Conference Room at The Pradeshiya Industrial Investment Corporation of U.P. Ltd, PICUP Bhawan, Gomti Nagar, LUCKNOW 226010, Ph:-0522-2720689, 2720798, Fax:-0522-2720792. The Applicant s representatives attending the Application opening shall bring an authorization letter from the Applicant and register to evidence their presence. The Applications which do not conform to the EOI document shall be rejected. 2.17 MINIMUM ELIGIBILITY CRITERIA 2.17.1 Applicant must be a Company registered under Companies Act - 1956 or a Corporate Body registered within the laws of any country in which it is incorporated with an established branch office in India. Applicant may also be a Consortium of Companies. 2.17.2 Applicant must have minimum 5 years of experience in the field of Project Development. 2.17.3 All the criteria mentioned below needs to be complied by the Applicants to be shortlisted for participation in the second (Invitation to Financial Bid) stage. Criteria A1.The Applicant must be an existing Company, for at least last 5 financial years i.e. 2007-08, 2008-09, 2009-10, 2010-11, 2011-12 as defined under the Companies Act, 1956 in the A. Individual Applicant Documentary Evidence a. Certificate of Incorporation. b. Certificate of Commencement of Business. c. Memorandum and Articles of Association. Selection of a Developer for setting up IT Park Page 14 of 41

field of Project Development. A2. The Applicant should have experience in Project Development for at least one completed assignment costing not less than 25 % of the Estimated Project Cost, in the last two years i.e. 2010-11, 2011-12. A3. The Applicant must have a minimum average annual Turnover of not less than 25 % of the Estimated Project Cost for the last 3 years i.e.2009-10, 2010-11, 2011-12. A4. The Applicant must have a minimum Net-worth of, as on the last date of the latest Financial Year, 10% of the Estimated Project Cost. B1.The members of Consortium must be a Company. The number of members of Consortium shall not be more than 5 (five). The Lead member of the consortium should be an existing company for last 5 (Five) years i.e. 2007-08, 2008-09, 2009-10, 2010-11, 2011-12 in the field of Project Development. B2. The members would nominate a Lead Member as specified in Para 2.4. This Lead Member should have largest equity among the consortium members which however shall not be less than 26% of both equity shareholding and voting rights in the SPV to be constituted by the Consortium. Rest of each member of the Consortium should have at least 10 % of equity share holding in SPV. Client testimonial /copy of contract /Client citation/engagement letter or any other documentary proof. Details should be provided in the format specified in Appendix-10. a. Audited financial statements (reflecting overall Turnover specific to Project Development) for the last 3 (three) Financial years. In case the audited financial statements do not reflect the above, and auditor s certificate on the actual relevant figures should be obtained. b. Details should be provided in the format specified in Appendix-9. a. Auditor s certificate on the Net-worth as mentioned by the applicant. b. Details should be provided in the format specified in Appendix-9. B. Consortium Applicant a. Certificate of Incorporation. b. Certificate of Commencement of Business. c. Memorandum and Articles of Association. d. Shareholder Agreement OR, MoU as specified at para 2.4. a. Power of Attorney as specified in Para 2.4. b. Shareholders Agreement/MoU as specified in Para 2.4. Selection of a Developer for setting up IT Park Page 15 of 41

B3. Lead or any other Consortium Member should jointly have experience in Project Development for completed project costing not less than 35% of the Estimated Project cost, in the last two year i.e. 2010-11, 2011-12. However, the Lead Member should have experience in project Development for at least one completed Project costing not less that 25% of the Estimated Project cost and other Member of the consortium should have experience in Project Development for at least one completed Project having Project cost not less than 10% of the Estimated Project Cost in the last 2 years i.e.2010-11, 2011-12. B4. The Lead Member should have a minimum average annual turnover of not less than 25% of the Estimated Project Cost for the last three years i.e. 2009-10, 2010-11, 2011-12. B5. The Lead Member must have a minimum Net-worth of 10% of the Estimated Project Cost as on the last date of the latest Financial year i.e.2011-12. Client testimonial/ copy of contract/ Client citation/ engagement letter or any other documentary proof. Details should be provided in the format specified in Appendix-10. a. Audited financial statements (reflecting overall Turnover specific to Project Development) for the past 3 (three) Financial Years. In case the audited financial statements do not reflect the above. An auditor s certificate on the actual relevant figures should be obtained. b. Details should be provided in the format specified in Appendix-9. a. Auditors certificate on the Net-worth as mentioned by the applicant. b. Details should be provided in the format specified in Appendix-9. 2.17.4 In case the annual accounts for the latest financial year are not audited and therefore the Applicant cannot make it available, the Applicant shall give an undertaking to this effect and the statutory auditor shall certify the same. 2.17.5 Applicant shall state the details of the litigations in a court of law it is involved in with respect to any dispute arising out of construction/ development contracts undertaken by it in the past with the land Selection of a Developer for setting up IT Park Page 16 of 41

allocating/allotment agencies, governmental agencies and public-sectorundertakings. In case of the Consortium, the above mentioned details shall be furnished for each member of the Consortium. A certificate, from the Chairman/Managing Director/Company Secretary of the applicant company, confirming inclusion of all such legal disputes shall be duly submitted. The following details shall be provided in Appendix 5 :- Organizations in dispute Court of Law. Reason for litigation. Current status of litigation LIDA may disqualify an Applicant on the basis of aforesaid details. 2.17.6 Even if an Applicant meets the eligibility criteria, LIDA may also disqualify the Applicant if: a. The Applicant or, in case of a Consortium applicant, any member(s) of the Consortium has: i. Made misleading or false representations in the forms, statements and attachments submitted; or ii. Records of poor performance, as evaluated by the Authority, during the last three (3) years, as on the date of Application such as abandoning work, rescinding of contract with the land allocating/allotment agencies, other governmental agencies, public sector undertakings etc. inordinate delays in completion, consistent history of litigation/ arbitration awarded against the Applicant or any of its constituents or financial failure due to bankruptcy, etc. or iii. Barred by the Authority/ any Government Agency; or b. Any of its directors/promoters or in case of a Consortium Applicant, any of directors/promoters of member of Consortium: i. has been debarred by the Authority/any Government agency; or ii. has a criminal history or has been convicted by any court of law for any of the offences under any governing laws, relating to criminal omission or conviction in property construction/development./ operation activities or regarding which a case has been registered against him/her by a public authority. Selection of a Developer for setting up IT Park Page 17 of 41

2.18 The following information will be announced at the Application opening and recorded: Applicant s Names Name of Consortium Members 2.19. Tests of Responsiveness LIDA would subsequently examine responsiveness of Applications in accordance with the criteria set out herein. 2.19.1 In Application Evaluation, the SUBMISSIONS as submitted by the Applicants shall be evaluated to determine whether each Application is substantially responsive to the requirements of the EOI. An Application shall be considered responsive if it satisfies the criteria stated below: (i) Is received by the Application Due Date including any extension thereof. (ii) Is signed, sealed and marked as stipulated in para 2.13; (iii) (iv) The Application should be submitted with all Submissions as stipulated in para 2.12; Contains all the information in formats as specified in this EOI Document; (v) Meets the minimum eligibility criteria as indicated at para 2.17. 2.19.2 LIDA reserves the right to reject any Application which is nonresponsive. 2.20. Short-listing of Applicants for the purpose of Invitation to Financial Bid The Applicants who qualify the test of responsiveness shall be considered for Short listing of Applications Process. A Committee constituted by LIDA shall examine the Applications and assign scores as per the Evaluation Criteria. Committee constituted for the purpose will examine the documents submitted by the Applicants in connection with. The Committee will prepare a short list of Applicants, based on Evaluation Criteria as defined herein and on the basis of scores as assigned by the Committee. Selection of a Developer for setting up IT Park Page 18 of 41

Following weightage shall be assigned by the Committee to the responses of each applicant based on weightage assigned to each of the Evaluation Criteria. S.N. Evaluation Criteria Weightage 1 Past experience of the 30% company -No. of Years of experience in Project Development 5 years 5 to 7 years 35 marks 40 marks 50 marks Over 7 years - 50 marks -Past experience of applicant in Project Development 2 Financial strength of applicant. - average turnover for last three years i.e. 2009-10, 2010-11, 2011-12. 3 Average Net Profit for last three years i.e. 2009-10, 2010-11, 2011-12. 4 If Applicant or one of the member of the Consortium is an IT Company having turnover of - 25% - 50% of estimated project cost - 30 marks >50% - 100% of estimated Project Cost 40 marks > 100% of the estimated Project Cost 50 marks 25% - 50% of the estimated Project Cost 70 Marks >50% - 100% of estimated Project Cost 85 Marks > 100% of the estimated Project Cost 100 Marks From Rs. 5.00 crores to Rs. 10.00 crores 40 Marks > Rs. 10.00-25.00 crores 70 Marks > Rs. 25.00 crores 100 Marks Up to Rs. 50.00 crores 50 Marks > Rs. 50 to 100 crores 75 Marks > Rs. 100 crores 100 Marks 50 marks 30% 100 marks 20% 100 marks 20% 100 marks 2.20.1 The short-listed applicants shall be sent an invitation by LIDA to submit their financial bids as per Invitation to Financial Bid Document. Decision of LIDA in this regard would be final. Selection of a Developer for setting up IT Park Page 19 of 41

2.20.2 All the Applicants who secure a minimum 55 weighted marks shall be shortlisted for the Invitation to Financial Bid stage and shall be notified in writing. 2.21. Clarifications on Applications To facilitate evaluation of Applications, LIDA may at its sole discretion, seek clarifications in writing from any Applicant regarding his Application. Notwithstanding anything contained in the EOI Document, LIDA reserves the right not to take into consideration any such clarifications sought by it for evaluation of the Application. 2.22. Right to accept or Reject Application 2.22.1 LIDA reserves its right to accept or reject any or all of the Applications without assigning any reason and to take any measure as it may deem fit, including annulment of the selection process, at any time prior to short listing of Applications, without liability or any obligation for such acceptance, rejection or annulment. 2.22.2 LIDA reserves its right to invite revised Applications from Applicants with or without amendment of the EOI at any stage without liability or any obligation for such invitation and without assigning any reason. 2.22.3 LIDA reserves its right to reject any Application if: (i) At any time a material misrepresentation is made or uncovered for the Applicant (Single Entity / any or all Members of a Consortium), or (ii) The Applicant does not respond promptly and thoroughly to the requests for supplementary information required for the evaluation of the Application. Selection of a Developer for setting up IT Park Page 20 of 41

Appendix-1 Project Information Memoranda 1. Introduction Lucknow Industrial Development Authority (LIDA) has been established by Government of Uttar Pradesh under the provisions of Uttar Pradesh Industrial Development Act-1976, with an objective to accelerate the rate of industrial development in the State by providing enabling infrastructure in the area notified under this Authority which lies between the districts of Lucknow and Unnao. As a part of this endeavor to promote industrial development, LIDA gas decided to promote an Information Technology Park (the Project) adjacent to Lucknow - Kanpur National Highway No 25 on the Bijnaur Road. 2. Infrastructure Available The site of the Project adjacent to Lucknow - Kanpur National Highway No 25 on the Bijnaur Road is spread on an area of approx. 1,30,000 sq. mt.. The site is about 14 km from the Lucknow International Airport and about 25 km from Lucknow Railway station. Lucknow International Airport is well connected by air with Delhi, Mumbai and Hyderabad. Several International flights to Sharjah, Dubai, Muscat and Doha are operated from here. Lucknow has Indian Institute of Management, King George Medical College, Sanjay Gandhi Post Graduate Institute, Ram Manohar Lohia Post Graduate Institute of Medical Science, Central Drug Research Institute, etc. Lucknow also houses more than 80 IT/ITes units which are engaged in the development of software and export. Software Technology Park (STPI) is also established here to provide administrative support and incubation facility. Indian Institute of Technology, Kanpur and more than 20 engineering and management institutes are established in Lucknow to support the need for requisite trained manpower. Selection of a Developer for setting up IT Park Page 21 of 41

3. Model of Development The successful bidder shall develop the I. T. Project on the land to be allotted on 90 years lease as per terms of allotment, terms of development and terms of lease deed. LIDA shall provide / facilitate to provide infrastructural facilities like Power, Sewer and Road connectivity up to the site. The Developer shall be responsible for internal development of allotted land within the Project Site viz- Roads, Electricity, Sewer line, Water Supply, Landscaping etc. Developer shall also be required to provide built up space with Plug and Use facility for IT/ITes industry. It shall provide safe, environmentally harmonious, high-quality services to enable IT businesses to be competitive, while constantly striving to improve and raise quality standards. The lushly landscaped in proposed IT Park shall be the first choice destination for conducive business lifestyle enhanced by convenient amenities and value-adding services. All the necessary approvals from State/ Central Govt. or its agencies shall be obtained by the Developer. The land use of the Project Land shall be in accordance with guidelines of LIDA. The Design & Development of the project shall also be as per Bye laws of Authority with prior approval. A. Total Available Area for the project (approx.) - 1,30,000 sq. mts. B. Area to be allowed for Civil Construction - 60-65% C. Open Area for Parks, Roads and Water Supply, Electric Substation and other facilities - 35-40% D. Civil construction to be planned as : Applicant shall be allowed maximum 25% of total FAR for residential / commercial / institutional facilities and rest 75% would be utilized for IT/ITes purpose subject to condition that maximum 10% of total FAR would be for residential use and maximum 10% of total FAR would be Selection of a Developer for setting up IT Park Page 22 of 41

for commercial use. E. Permissible FAR Residential (max) - 2.500 Commercial (max) - 1.750 Institutional (max) - 2.000 Built up infrastructure for IT/ITes (max) - 1.875 4. Proposed Infrastructure, Facilities and Amenities Developer shall be required to provide at least following infrastructure and facilities to the IT/ITes units:- High quality built up work space with Plug and Use facility Incubation Center Video Conferencing facility Assured Power supply through adequate back up for essential services Data communication services through optical fiber to each user Walled security with illumination. Entry gates with security room, security barrier equipped with CCTV. Fire-protection system Centrally A/C built-up space for:- Multi utility shops Food court ATM & Bank Day care centre and crèche Business/conferencing room Courier, cargo, travel services Visitors Suites Medical facilities Play and entertainment room Selection of a Developer for setting up IT Park Page 23 of 41

Health club and Gym facilities Library Post office Water supply system Foul and storm sewerage Street lighting Signage Green pollution free atmosphere with plantation along the roads Ample parking space 24 x 7 services to occupants Premises & Facility management by reputed Agency 5. Commercial and non-commercial covered space Proposed commercial / residential / institutional activities shall be categorized as under:- Commercial areas Studio / Service Apartments Shops Areas for storage, display and sale of merchandise Cinema Halls Hotels Restaurants Open eating kiosks Residential areas Residential uses Hostel Guest House Staff Quarter Selection of a Developer for setting up IT Park Page 24 of 41

Institutional Facilities Waiting and transit areas Areas designated for public utilities Travel Services Telephone exchange Electric sub station Water works Export related facilities Canteen Shop restaurant Creche & Day Care centre Training center and library Health club for users/residents of IT/ITes industries Games/entertainment room for users/residents of IT/ITes industries Business center/conference facilities. 6. Envisaged Project Cost Based on above guidelines, Project cost is envisaged to be in the range of Rs 290.00 crores. Approx. Total Area Area to be allowed for Construction Area to be used for internal development viz-parks, Roads etc Total FAR @ 1.875 130000 sq. mt. 84500 65% 45500 35% 158438 sq. mt. Max. FAR Permitted for Non IT/ITES Uses @ 25% 39609 sq.mt. Total FAR with max. 10% for Residential Commercial Institutional Total Residential & max. 10 % for Commercial use 15844 15844 7922 39609 Permisscible FAR 2.5 1.75 2.0 1.875 Selection of a Developer for setting up IT Park Page 25 of 41

Max. Area (sq. mt.) allocated for Development of - Total Constructed area (sq. mt.) Residential Commercial Institutional IT/ ITes Total 6338 9054 3961 65148 84500 15844 15844 7922 122152 161762 Estimated Construction Cost (Rs/sq mtr) 12000 15000 12000 15000 Estimated Cost of Civil Construction ( Rs in lakhs) Estimated Total Cost of Civil Construction Estimated Cost of Land Estimated Cost of Internal Development Estimated cost of IT Infrastructure Developer selection Expenses Fee of Transaction Advisor Expenses on Supervision( @ 5% of Reserve Price of Bid) Total Estimated Project Cost 1901.25 2376.56 950.63 18322.87 23551.31 23551.31 Rs. Lakhs 2850.00 Rs. Lakhs 1500.00 Rs. Lakhs 500.00 Rs. Lakhs 50.00 Rs. Lakhs 15.00 Rs. Lakhs 150.00 Rs. Lakhs 28616.31 Rs. Lakhs Say Rs 290.00 Crores. 5. KEY SITE PLAN and LOCATION PLAN of the area are as enclosed. Area shown in the site plan is indicative and actual area may vary at the time of physical possession 6. Environment Clearance for the project shall be taken by the developer from the concerned Authority before start of development at site. Selection of a Developer for setting up IT Park Page 26 of 41

FORMAT FOR PROPOSAL SUBMISSION (On the Letter head of the Applicant or Lead Member in case of a Consortium) Appendix-2 To Date: Chief Executive Officer Lucknow Industrial Development Authority 332, Hind Nagar, Kanpur Road Lucknow 226 012 Dear Sir, Reg. Application for for setting up IT Park at Lucknow I/We,.. are qualified as per Minimum Qualification Criteria and wish to express our interest to set up IT Park at Lucknow model in accordance with your advertisement dated., 2012 inviting EOI. We are engaged in the field of. We enclose the following documents for consideration of our Application (please enclosed list of enclosure): We understand that this EOI is binding on us and LIDA is not bound to accept any Application that it receives. We are aware that LIDA reserves right to reject any or all the Applications without assigning any reasons what so ever. Yours faithfully, Signature and Seal of Applicant Name Date: Signed in the capacity of Duly authorized to sign tenders for and on behalf of. Encl: list of enclosures Selection of a Developer for setting up IT Park Page 27 of 41

FORMAT FOR AFFIDAVIT Appendix-3 (To be furnished on non judicial stamp paper of Rs 100 duly attested by notary public by the Single Entity or by Each Member in case of a Consortium) Reg. Application for for setting up IT Park at Lucknow I. aged about.. S/o resident of. working as. in the office of do hereby solemnly affirm as under :- 1. I, the deponent, do hereby certify that all the statements made in our Application are true and correct. 2. The deponent hereby certifies that neither our company M/s nor any of its directors have abandoned any assignment awarded to us nor any assignment awarded to us have been terminated for reasons attributed to us, during last five years prior to the date of this Application. 3. The deponent also hereby certifies that neither our company M/s nor any of its Directors have been debarred by LIDA or Government of Uttar Pradesh or its instrumentalities or Agencies for any assignment/ project or barred by any other State/Central Government & their Agencies from carrying out assignment/ project. 4. The deponent hereby agree to authorize and request any bank, person, firm or corporation to furnish pertinent information deemed necessary and requested by LIDA to verify this statement or regarding my (our) competence and general reputation. 5. The deponent understands and agrees that further qualifying information may be requested, and agrees to furnish any such information at the request of LIDA. 6. That the deponent hereby certifies that no criminal proceeding is pending against the Applicant for violation of any statutory provision of any law, applicable. Selection of a Developer for setting up IT Park Page 28 of 41

7. That the deponent hereby certifies that neither any promoter/ director of the company were involved in any criminal activity nor having any criminal background in the eye of law. Further certifies that neither any criminal case is pending against any promoter / director of the Applicant before any court or convicted by any court. Signed by an authorized Officer of the firm Title of Officer Name of Firm Verification I the above named deponent do hereby verify that the contents of the paras 1 to 5 of the affidavit are true to my personal knowledge and records. No part of this affidavit is falls and nothing material has been concealed. So help me God. Date : Place Deponent Selection of a Developer for setting up IT Park Page 29 of 41

FORMAT FOR ANTI-COLLUSION CERTIFICATE Appendix-4 (On letter head of Signatory) Reg. Application for for setting up IT Park at Lucknow We hereby certify and confirm that in the preparation and submission of this Application, we have not acted in concert or in collusion with any other Applicant or other person(s) and also not done any act, deed or thing which is or could be regarded as anti-competitive. We further confirm that we have not offered nor will offer any illegal gratification in cash or kind to any person or agency in connection with the instant Application. Date this Day of..200. Name of the Applicant Signature of the Authorized person Name of the Authorized person Selection of a Developer for setting up IT Park Page 30 of 41

S. Particulars N. 1. Name of Company 2. Addresses of the Company: A: Head Office/ Registered Office B: Branch Office 1, 2, 3. (Particulars of each branch to be given in case of having branches) 3. Place and Year of incorporation/ registration with competent Authority Particulars / Details of Applicant Appendix 5 Supporting Documents required to be submitted along with this Form Address:. Phone No... Fax No.:. Email: Mobile of Head Office In-charge Address:. Phone No... Fax No.:. Email: Mobile of Head Office In-charge Attach Certificate of Incorporation and Commencement of business. 4. Company s Income Tax PAN No. Attach copy of PAN Card 5. Companies Service Tax Attach copy of Registration Registration No. 6. Yearly Turnover and Net Profit for the last three years Submit Annual report and summary as per Appendix-9 duly certified by Auditors of the company. 7. Enclose a brief write up on applicants Project Development assignments. 8. Information regarding role of each member. 9. Details of Litigation as required in para 2.17.5 Submit details as per Appendix-10. Submit details as per Appendix-11. Selection of a Developer for setting up IT Park Page 31 of 41

Appendix 6 Letter of Exclusivity (to be executed on Applicants letter head) Application for for setting up IT Park at Lucknow I, we,, hereby declare that we are / will not associate with any other Company / Consortium for submitting an Application for the Project under consideration. Dated this the day of 2012 For (Name, Designation and Address of the Chief Executive Officer of the Applicant (lead agency in case of consortium) Accepted (Signature) (Name, Title and Address of the Applicant) Date : Note: To be executed by the Lead Member in case of a Consortium. Selection of a Developer for setting up IT Park Page 32 of 41

Format for Power of Attorney for appointing Lead Member of Consortium (On a Stamp Paper of relevant value) Application for for setting up IT Park at Lucknow Power of Attorney Appendix 7 Whereas the LIDA has invited Applications from interested parties for for setting up IT Park at Lucknow. Whereas, the members of the Consortium are interested in setting up of the Project and implementing the Project in accordance with the terms and conditions of the Expression of Interest (EOI) Document and subsequent Documents e.g. Financial Bid Document, Lease Document etc. to be issued by LIDA, AND Whereas, it is necessary under the EOI Document for the members of the Consortium to designate the Lead Member with all necessary power and authority to do for and on behalf of the Consortium, all acts, deeds and things as may be necessary in connection with the Consortium s Application for the Project who, acting jointly, would have all necessary power and authority to do all acts, deeds and things on behalf of the Consortium, as may be necessary in connection with the Consortium s Application for the Project. NOW THIS POWER OF ATTORNEY WITNESSES THAT; We, M/s., M/s (the respective names and addresses of the registered office) do hereby designate M/s. being one of the members of the consortium, as the Lead Member of the Consortium, to do on behalf of the Consortium, all or any of the acts, deeds or things necessary or incidental to the Consortium s Application for the Project, including submission of Application, participating in conferences, responding to queries, submission of information/documents and generally to represent the Consortium in all its dealings with the LIDA, any other Government Agency or any person, in connection with the Selection of a Developer for setting up IT Park Page 33 of 41

Project until culmination of the process of selection of the developer and thereafter till the Lease Agreement is entered by the SPV to be formed for development of the project with LIDA. We hereby agree to ratify all acts, deeds and things lawfully done by Lead Member, our said attorney pursuant to this Power of Attorney and that all acts deeds and things done by our aforesaid attorney shall and shall always be deemed to have been done by us/consortium. Dated this the day of 2012 (Executants) (To be executed by all the members of the Consortium) Note: The mode of execution of the Power of Attorney should be in accordance with the procedure, if any, laid down by the applicable law and the charter documents of the executants and when it is so required the same should be under common seal affixed in accordance with the required procedure. Selection of a Developer for setting up IT Park Page 34 of 41

Format for Power of Attorney for Signing of Application (On Rs 100 non-judicial stamp paper) for setting up IT Park at Lucknow Power of Attorney Appendix-8 Know all men by these present, We.(name and address of the registered office of applicant/lead member) do hereby constitute, appoint and authorize Mr / Ms (name, designation, company and residential address, contact numbers, E-mail address and Fax No ) who is presently employed with us and holding the position of. as our attorney and point of contact/ interaction with LIDA, to do in our name and on our behalf, all such acts, deeds and things necessary in connection with or incidental to our application for the project titled for setting up IT Park at Lucknow including signing and submission of all documents and providing information / responses to LIDA, representing us in all matters before LIDA in all matters in connection with our Application for the said Project. We hereby agree to ratify all acts, deeds and things lawfully done by our said attorney pursuant to this Power of Attorney and that all acts, deeds and things done by our aforesaid attorney shall and shall always be deemed to have been done by us. Accepted (Signature) (Name, Title and Address of the Attorney) Date : Dated this the day of 2012 For (Name, Designation and Address) Note: Selection of a Developer for setting up IT Park Page 35 of 41

To be executed by the Lead Member in case of a Consortium. The mode of execution of the Power of Attorney should be in accordance with the procedure, if any, laid down by the applicable law and the charter documents of the executant(s) and when it is so required the same should be under common seal affixed in accordance with the required procedure. In case the Application is signed by an authorised Director/Partner of the Applicant, a certified copy of the appropriate resolution / document conveying such authority may be enclosed in lieu of the Power of Attorney. In case the Application is executed outside India, the Applicant has to get necessary authorisation from the Consulate of India. The Applicant shall be required to pay the necessary registration fees at the office of Inspector General of Stamps, if applicable. Selection of a Developer for setting up IT Park Page 36 of 41