Selection of System Integration Partner For UTIÆs Journey To Cloud - O-DOIT-3672

RFP for Selection of System Integration Partner for UTI’s Journey to Cloud – RFP No.
O- DOIT -3672
Request for Proposal

Selection of System Integration Partner for UTI’s Journey to Cloud
UTI Asset Management Company Limited (UTI AMC)
12th Dec, 2018

RFP No: O-DOIT-3672
RFP for Selection of System Integration Partner for UTI’s Journey to Cloud – RFP No. O- DOIT -3672
Disclaimer
This RFP is not an agreement and is neither an offer nor invitation by the UTI AMC to the prospective
Bidders or any other person. The purpose of this RFP is to provide interested parties with information that
may be useful to them in making their financial offers pursuant to this RFP (the "Bid"). This RFP includes
statements, which reflect various assumptions and assessments arrived at by UTI AMC in relation to the
Project. Such assumptions, assessments and statements do not purport to contain all the information that
each Bidder may require. This RFP may not be appropriate for all persons, and it is not possible for UTI
AMC, its employees or consultants to consider the investment objectives, financial situation and needs of
each party who reads or uses this RFP. Each Bidder should conduct its own investigations and analysis
and should check the accuracy, adequacy, correctness, reliability and completeness of the assumptions,
assessments, statements and information contained in this RFP and obtain independent advice from
appropriate sources.
Information provided in this RFP to the Bidder(s) is on a wide range of matters, some of which depends
upon interpretation of law. UTI AMC accepts no responsibility for the accuracy or otherwise for any
interpretation or opinion on law expressed herein.
UTI AMC, its employees and consultants make no representation or warranty and shall have no liability to
any person, including any Applicant or Bidder under any law, statute, rules or regulations or tort, principles
of restitution or unjust enrichment or otherwise for any loss, damages, cost or expense which may arise
from or be incurred or suffered on account of anything contained in this RFP or otherwise, including the
accuracy, adequacy, correctness, completeness or reliability of the RFP and any assessment, assumption,
statement or information contained therein or deemed to form part of this RFP or arising in any way in this
Bid Stage.
UTI AMC also accepts no liability of any nature whether resulting from negligence or otherwise howsoever
caused arising from reliance of any Bidder upon the statements contained in this RFP.
UTI AMC may in its absolute discretion, but without being under any obligation to do so, update, amend or
supplement the information, assessment or assumptions contained in this RFP.
The issue of this RFP does not imply that UTI AMC is bound to select a Bidder or to appoint the Bidder for
the Project and UTI AMC reserves the right to reject all or any of the Bidders or Bids without assigning any
reason whatsoever.
The Bidder shall bear all its costs associated with or relating to the preparation and submission of its Bid
including preparation, copying, and postage, delivery fees, expenses associated with any demonstrations
or presentations which may be required by UTI AMC or any other costs incurred about or relating to its Bid.
All such costs and expenses will remain with the Bidder and UTI AMC shall not be liable in any manner
whatsoever for the same or for any other costs or other expenses incurred by a Bidder in preparation or
submission of the Bid, regardless of the conduct or outcome of the Bidding Process.
Proprietary and confidential 2 Dec 12th, 2018

Table of Contents
1. Introduction........................................................................................................................................ 7
1.1 About UTI AMC ............................................................................................................................................7
1.2 Schedule of Bidding Process ........................................................................................................................9
1.3 Communication channels for RFP submission, enquires and clarifications ..................................................9
2. Instruction to Bidders ...................................................................................................................... 11
2.1 General Terms of Bidding ........................................................................................................................... 11
2.2 Information Confidentiality .......................................................................................................................... 13
2.3 Costs Borne by Bidder ................................................................................................................................ 14
2.4 Bidder Obligation to Inform Itself ................................................................................................................ 14
2.5 Evaluation of Offers .................................................................................................................................... 14
2.6 Clarification ................................................................................................................................................. 14
2.7 Disqualification ........................................................................................................................................... 15
2.8 Performance Guarantee ............................................................................................................................. 15
2.9 Validity of Bids ............................................................................................................................................ 15
3. Bid Format and submission ............................................................................................................. 16
4. Evaluation Methodology .................................................................................................................. 19
5. Scope of Work ................................................................................................................................. 22
5.1 Key Considerations..................................................................................................................................... 22
5.2 Project Tenure ............................................................................................................................................ 22
5.3 Project Scope & Key Activities .................................................................................................................... 23
5.4 Establish a Shared Services Infrastructure Operations Center (IOC) ......................................................... 32
5.5 IT Service Management Scope of Activities ............................................................................................... 37
5.6 Technology Stack ....................................................................................................................................... 43
5.7 Project Plan ................................................................................................................................................ 44
5.8 Acceptance Testing .................................................................................................................................... 44
5.9 Liaison with Existing Vendors ..................................................................................................................... 45
5.10 Software Licenses as a service .................................................................................................................. 45
5.11 Trainings ..................................................................................................................................................... 45
5.12 Architecture Validation for Security solution ............................................................................................... 46
5.13 Deliverables ................................................................................................................................................ 46
6. Payment terms ................................................................................................................................ 47
6.1 Public Cloud Services ................................................................................................................................. 47
6.2 Private Cloud Services ............................................................................................................................... 47
6.3 One-Time Implementation .......................................................................................................................... 47
6.4 One-Time Migration .................................................................................................................................... 47
6.5 Testing Cost ............................................................................................................................................... 48
6.6 Training Cost .............................................................................................................................................. 48

6.7 Multi Cloud Management Platform ............................................................................................................. 48

6.8 Infrastructure operation center .................................................................................................................... 48
6.9 Taxes .......................................................................................................................................................... 48
7. Service Level Agreement ................................................................................................................ 49
7.1 Service Levels - System Availability (Uptime)............................................................................................. 50
7.2 Service Levels – Response and Resolution Time ...................................................................................... 50
7.3 Liquidated Damages ................................................................................................................................... 51
8. Legal Terms and Conditions ........................................................................................................... 53
8.1 General ....................................................................................................................................................... 53
8.2 Representation and Warranties .................................................................................................................. 54
8.3 Indemnity .................................................................................................................................................... 55
8.4 Termination of Contract .............................................................................................................................. 57
8.5 Acceptance Testing .................................................................................................................................... 61
8.6 Compliance with Applicable Laws .............................................................................................................. 61
8.7 Assignment ................................................................................................................................................. 62
8.8 Insurance .................................................................................................................................................... 62
8.9 Inspection of Records ................................................................................................................................. 62
8.10 Publicity ...................................................................................................................................................... 62
8.11 Monitoring and Audit ................................................................................................................................... 63
8.12 Guarantees ................................................................................................................................................. 63
8.13 Force Majeure ............................................................................................................................................ 63
8.14 Resolution and Disputes ............................................................................................................................. 63
8.15 Waiver ........................................................................................................................................................ 64
8.16 Further Assurance ...................................................................................................................................... 64
8.17 Violation of Terms ....................................................................................................................................... 65
8.18 Inspection & Audit ....................................................................................................................................... 65
8.19 Addition/ Deletion of Qualified Offerings ..................................................................................................... 65
8.20 Service Level Agreement............................................................................................................................ 66
8.21 Liquidated Damages ................................................................................................................................... 66
8.22 Set Off ........................................................................................................................................................ 66
8.23 Penalty........................................................................................................................................................ 66
8.24 Information Ownership................................................................................................................................ 67
8.25 Sensitive Information .................................................................................................................................. 67
8.26 Privacy and Security Safeguards ................................................................................................................ 67
8.27 Bidder’s Liability .......................................................................................................................................... 68
8.28 Anti-Virus .................................................................................................................................................... 68
8.29 Confidentiality ............................................................................................................................................. 68
8.30 Disclosing Party .......................................................................................................................................... 69
8.31 Technological Advancements ..................................................................................................................... 71

8.32 Intellectual Property Rights ......................................................................................................................... 71

8.33 Anti-Bribery ................................................................................................................................................. 72
9. Key Terms and Conditions with respect to Bidder and Cloud Service Providers ........................... 73
10. Annexures ....................................................................................................................................... 75
10.1 Annexure-01: Technical Proposal Covering Letter ..................................................................................... 75
10.2 Annexure-02: As-IS and To-Be detailed landscape for deployment ........................................................... 77
10.3 Annexure-03: Specification for 3rd party datacenter .................................................................................... 77
10.4 Annexure-04: Specifications for Public Cloud ............................................................................................. 77
10.5 Annexure-05: Specifications for Multi Cloud Management Platform ........................................................... 77
10.6 Annexure 06: Network Connectivity Diagram ............................................................................................. 78
10.7 Annexure -07: Bandwidth Details ............................................................................................................... 79
10.8 Annexure-08: Reference Checks ................................................................................................................ 80
10.9 Annexure -09 Commercial Format .............................................................................................................. 81
10.10 Annexure-10: Pre- Bid Query Format ......................................................................................................... 82
10.11 Annexure-11: Deviations ............................................................................................................................ 83
10.12 Annexure-12: Software license details........................................................................................................ 84
10.13 Annexure-13: Performance Bank Guarantee.............................................................................................. 85
10.14 Annexure-14: Anti-Bribery Declaration ....................................................................................................... 88

Glossary
As used in the Description
Document
UTI AMC UTI Asset Management Company Limited, herein also referred to as ‘The
Authority’ or UTI AMC
AMC Annual Maintenance Contract
ATS Annual Technical Support
Bidder/s Refers to the parties participating in the supply, service, implement and
manage the solution as per UTI AMC’s RFP
BOM Bill of Material
DC Data Center
DRC Disaster Recovery/ Disaster Recovery Center
LOI Letter of Intent
Proposal/ Bid Response to the RFP Document
OEM Original Equipment Manufacturer
Personnel/ Professionals and support staff provided by the Bidder

Resources
Project The Bidders’ delivery of the services and deliverables over the tenure of the
contract
RACI Responsible, Accountable, Consulted, Informed
RCA Root Cause Analysis
RFP Request for Proposal
RDBMS Relational Database Management System
SLA Service Level Agreement
ST Systems Testing including testing of Business Scenarios, Integration and

reports
TCO Total Cost of Ownership
UT Unit Testing

1. Introduction
1.1 About UTI AMC

UTI Asset Management Company Ltd. is one of the topmost Asset Management Companies in India with
National and International presence, mobilizing funds from National and International investors. The
mobilized funds are invested in the Capital Market and returns on these investments are distributed back
to the investors.
UTIAMC provides professionally managed back office support for all business services of UTI Mutual Fund
in accordance with the provisions of the Investment Management Agreement, the Trust Deed, the SEBI
(Mutual Funds) Regulations and the objectives of the schemes. State-of-the-art systems and
communications are in place to ensure a seamless flow across the various activities undertaken by UTIMF.
UTIMF has consistently reset and upgraded transparency standards. All the branches, UFCs and registrar
offices are connected on a robust IT network to ensure cost-effective quick and efficient service. All these
have evolved UTIMF to position as a dynamic, responsive, restructured, efficient and transparent entity,
fully compliant with SEBI regulations.
UTI has recently embarked on a digital transformation journey to meet its business objectives through
following vision and mission.
Vision
To be the most Preferred Mutual Fund.
Mission
• The most trusted brand, admired by all stakeholders
• The largest and most efficient money manager with global presence
• The best in class customer service provider
• The most preferred employer
• The most innovative and best wealth creator
• A socially responsible organization known for best corporate governance
Objective
As a part of Enterprise Architecture Assessment and Design, UTI has prepared a Cloud strategy for the
enterprise to leverage various technologies in a service model using public cloud. With the following Cloud
Vision, UTI wants to embark on a transformational journey to host its majority of business and support
applications in the Public Cloud.
To enable our business strategy with the cloud-based technology landscape which provides quicker time-
to-market, higher availability and security in various cost-effective deployment models.

RFP Context
This Request for Proposal (hereinafter referred to as “RFP”) document encompassing Annexures, and
any subsequent Addendum and/or Corrigendum, has been issued solely to enable UTI AMC’s Journey to
Cloud initiative which includes requirement gathering, infrastructure landscape design and implementation,
migration, training, roll out, post go live support and ongoing maintenance.
The RFP is restricted to the following consultants:
• Cognizant Technologies
• DXC Technologies
• HCL Technologies
• Hitachi Systems Micro Clinic
• HPE
• IBM
• Infosys
• NTT Dimension Data
• Progressive Infotech
• Sify Technologies
• TCL
• Wipro
Bidding Process activities

The Bidding Process in the RFP will include the following steps:
• Issue of RFP document
• Receipt of queries and clarification from Bidders

• Circulation of pre-bid response to all Bidders, at the discretion of UTI AMC

• Submission of RFP response by Bidders
• Evaluation of Bidders response
• Announcement of finalized Bidder
• Onboarding of the finalized Bidder
1.2 Schedule of Bidding Process

Current schedule of activities of the bidding process is as under. UTI AMC reserves the right to
modify/update activities/ dates as per requirements of the process:
Bidding Schedule
Particulars Requirements, Dates and Timeline

Date of issue of the RFP 12th Dec 2018
Last Date and time for submission of 17th Dec 2018 17.00 hrs
Bidder Queries
Pre-Bid Meetings/Calls 19th Dec 2018
Last Date and time for receipt of RFP 9th Jan 2019, 16:00 hrs
response/ Bid Due Date
Presentation by Bidders 14th Jan 2019 – 18th Jan 2019
NOC Visit & Client reference call 21st Jan 2019 – 25th Jan 2019
Commercial Bid opening To be informed later
1.3 Communication channels for RFP submission, enquires and clarifications

All communications related to this RFP should be directed to IT.projects@uti.co.in
Physical communication and submission of hard copies of sealed envelopes as described in Section 3
below should addressed to the following:
S Raghunath Reddy,
Department of Information Technology
UTI Asset Management Company LTD.
1st Floor, UTI Tower, ‘Gn’ Block, Bandra Kurla Complex,
Bandra (E), Mumbai – 400051.

Communications made to other UTI AMC officials will not be allowed or recognized as valid and UTI AMC
shall not be obliged to respond to any such queries and/ or communications addressed to any other official/
e-mail id.
Participating bidders should provide details of their contact person, telephone, fax, email and full address(s)
to ensure that communication around RFP could be conveyed promptly.
If UTI AMC, in its absolute discretion, deems that the originator of the question will gain an advantage by a
response to a question, then UTI AMC reserves the right to communicate such response to all the bid
respondents.

2. Instruction to Bidders
2.1 General Terms of Bidding

1. Bidder refers to entity who is responsible for end to end delivery as per the RFP, which includes the
supply, service, implementation, testing management and support of the solution as per UTI AMC ’s
RFP requirements
2. Notwithstanding anything to the contrary contained in this Agreement, the detailed terms, conditions
and obligations specified in the Agreement shall have overriding effect; provided, however, that any
conditions or obligations imposed on the Bidders hereunder shall continue to have effect in addition
to its obligations under the Agreement.
3. Bidder hereby accepts all the terms and conditions as stated in this RFP. UTI AMC at its discretion
has the right to add / delete / modify any clause specified in the RFP.
4. Bidder shall submit a Power of Attorney, authorizing the signatory of the bid to commit to the terms
and conditions of the RFP.
5. The bid and all communications in relation to or concerning the bidding documents shall be in English
6. UTI AMC reserves the right to issue addendum(s) or corrigendum(s) to this RFP and any such
addendums or corrigendum’s shall be considered as integral part of this RFP.
7. All documents, including this RFP and it’s attached documents, as provided by UTI AMC are and
shall remain the property of UTI AMC and are transmitted to the Bidders solely for preparation and
submission of a bid in accordance herewith. Bidders are to treat all information as strictly confidential
and shall not use it for any purpose other than for preparation and submission of their bid.
8. Responses to this RFP by the Bidders shall not constitute an obligation on the part of UTI AMC to
award a contract for any services or combination of services. Failure on the part of UTI AMC to select
a Bidder shall not result in any claim whatsoever against UTI AMC ; and UTI AMC reserves the right
to reject any or all bids in part or in full, without assigning any reason whatsoever.
9. The terms and conditions as specified in the RFP, addenda and corrigenda issued by UTI AMC
thereafter are final and binding on the bidders. In the event that the bidder is unwilling to accept these
terms and conditions UTI AMC may, at its sole discretion, disqualify such bidder.
10. All documents, including this RFP and its attached documents, as provided by UTI AMC are and shall
remain the property of UTI AMC and are transmitted to the bidders solely for the purpose of
preparation and submission of a bid in accordance herewith. Bidders are to treat all information as
strictly confidential and shall not use it for any purpose other than for preparation and submission of
their bid. This shall apply mutatis mutandis to all bids and documents submitted by Bidders, and UTI
AMC will not be required to return to the bidders any bid, document or any information provided along
therewith.
11. The Bidder shall not have a conflict of interest (the “Conflict of Interest”) that affects the bidding
process. Any bidder found to have a conflict of interest shall be disqualified.
12. By submitting a proposal, the bidder agrees to promptly contract with UTI AMC for any work awarded
to it, if any. Failure on the part of the selected bidder to execute a valid contract with UTI AMC within
a mutually agreed number of days herein will relieve UTI AMC of any obligation to the bidder, and a
different bidder may be selected based on the selection process of UTI AMC
13. The terms and conditions as specified in the RFP, addenda and corrigenda issued by UTI AMC
thereafter are final and binding on the bidders. In the event that the bidder is unwilling to accept these
terms and conditions UTI AMC may, at its sole discretion, disqualify such bidder
14. All terms and conditions, payments schedules, time frame for implementation, expected service
levels as per this RFP will remain unchanged unless explicitly communicated by UTI AMC in writing
to the Bidders.

15. The Bidder is expected to provide a high-quality solution/approach which best meets the need and
aspiration of the UTI AMC in response to this RFP.
16. Bidder must strictly adhere to the timelines identified in their proposal. Failure to meet these timelines,
unless it is due to reasons entirely attributable to the UTI AMC through evidence, may constitute a
material breach of the selected bidder’s performance. In the event that UTI AMC is forced to cancel
an awarded contract (relative to this RFP) due to bidder’s inability to meet the established delivery
dates, that bidder will be responsible for any re-procurement costs suffered by UTI AMC. The liability
of re-procurement costs in such an event could be limited to the amount actually spent by UTI AMC
for procuring similar deliverables and services. The re-procurement cost would be established post
a reasonable due – diligence of the re-procurement cost to be incurred.
17. By submitting the bid, the Bidder represents and acknowledges to UTI AMC that it possesses the
necessary experience, expertise and ability to undertake and fulfill its obligations, under all phases
involved in the performance of the provisions of this RFP. The Bidder shall be required to
independently arrive at a solution, which is suitable to UTI AMC, after taking into consideration the
effort estimated for implementation of the same. If any services, functions or responsibilities not
specifically described in this RFP are an inherent, necessary or customary part of the deliverables or
services and are required for proper performance or provision of the deliverables or services in
accordance with this RFP, they shall be deemed to be included within the scope of the deliverables
or services, as if such services, functions or responsibilities were specifically required and described
in this RFP and shall be provided by the bidder at no additional cost to UTI AMC. The bidder also
acknowledges that UTI AMC, relying on this statement of fact, expects the bidder to fulfill all the terms
and conditions of the RFP. The modifications which are accepted by UTI AMC in writing, shall form
a part of the final contract.
18. UTI AMC will enter into the agreement with the finalized Bidder only. UTI AMC will sign the service
level agreement with Bidder who will be responsible for the end to end implementation of J2C
19. UTI AMC through its consultant/advisor will scrutinize the offers to determine whether they are
complete, whether any errors have been made in the offer, whether required technical documentation
has been furnished, and whether items are quoted as per the schedule. UTI AMC may, at its
discretion, waive any minor non-conformity or any minor deficiency in an offer. This shall be binding
on all Bidders and UTI AMC reserves the right for such waivers and UTI AMC ’s decision in the
matter will be final.
20. Bidder’s representative will be the contact point for UTI AMC and should report the status of the
project on a weekly basis.
21. Bidder covenants and represents to UTI AMC, the following:
22. It is duly incorporated, validly existing and in good standing under as per the laws of the jurisdiction
of its incorporation.
23. It has the corporate power and authority to perform its obligations hereunder and to execute
appropriate contracts in terms of this RFP. The performance of terms and conditions under the RFP
by it and the performance of its obligations hereunder are duly authorized and approved by all
necessary action.
24. The execution, delivery and performance under an Agreement by such Party will not violate or
contravene any provision of its documents of incorporation; will not violate or contravene any law,
statute, rule, regulation, licensing requirement, order, writ, injunction or decree of any court,
governmental instrumentality or other regulatory, governmental or public body, agency or authority
by which it is bound or by which any of its properties or assets are bound.
25. Except to the extent that the same have been duly and properly completed or obtained, will not
require any filing with, or permit, consent or approval of or license from, or the giving of any notice to,

any court, governmental instrumentality or other regulatory, governmental or public body, agency or
authority, joint venture party, or any other entity or person whatsoever.
26. To the best of its knowledge, after reasonable investigation, no representation or warranty by such
party in this tender and subsequent agreement, and no document furnished or to be furnished to the
other party to this tender and subsequent agreement, or in connection herewith or with the
transactions contemplated hereby, contains or will contain any untrue or misleading statement or
omits or will omit any fact necessary to make the statements contained herein or therein, in light of
the circumstances under which made, not misleading. There have been no events or transactions,
or facts or information which has come to, or upon reasonable diligence, should have come to the
attention of such party and which have not been disclosed herein or in a schedule hereto, having a
direct impact on the transactions contemplated hereunder.
27. Bidder shall undertake to provide appropriate human resources as well as other requirements, to
execute the various tasks assigned as part of the project, from time to time. UTI AMC has the right
to interview any and all of the resources deputed by the bidder and only upon satisfaction will allow
the resource to work on the project.
28. UTI AMC shall not be required to bear any costs incurred by the bidder for any discussion,
presentation, demonstrations etc. of proposals or proposed contract or for any work performed in
connection with this RFP.
29. UTI AMC reserves the right to reject a proposal for award if it determines that the bidder
recommended for award has engaged in corrupt or fraudulent practices in competing for the contract
in question.
30. This RFP is not transferable.
31. Bidder shall indemnify, protect and save UTI AMC against all claims, losses, costs, damages,
expenses, action, suits and other proceedings, resulting from infringement of any patent,
trademarks, copyrights etc. or such other statutory infringements under any laws including the
Copyright Act, 1957 or Information Technology Act 2000 (including its subsequent amendments) in
respect of all the software or other systems supplied by them to UTI AMC from whatsoever source,
However, (i) Bidder has sole control of the defense and all related settlement negotiations (ii) UTI
AMC provides Bidder with the assistance, information and authority reasonably necessary to perform
the above and (iii) UTI AMC does not make any statements or comments or representations about
the claim without the prior written consent of Bidder, except where UTI AMC is required by any
authority/regulator to make a comment/ statement/ representation. Indemnity would be limited to
court or arbitration awarded damages and shall exclude indirect, consequential and incidental
damages. However, indemnity would cover damages, loss or liabilities suffered by UTI AMC arising
out of claims made by its customers and/or regulatory authorities due to the failure of Bidder to
perform its obligations.
2.2 Information Confidentiality

32. The information contained in the RFP document is strictly confidential. The Bidder shall not share
this information with any other person /party not connected with responding to the RFP or even with
other potential Bidders. The information contained in the RFP or subsequently provided to Bidder(s),
whether verbally or in writing by or on behalf of UTI AMC shall be subject to the terms and conditions
set out in the RFP and any other terms and conditions subject to which such information is provided.
The RFP is provided to the Bidder based on the undertaking of confidentiality given by the Bidder to
UTI AMC.

33. UTI AMC makes no representation or warranty and shall incur no liability, whatsoever, under any
law, statute, rules or regulations on any claim the potential Bidder may make in case of failure to
understand the requirement and respond to the RFP.
34. UTI AMC may, in its absolute discretion, but without being under any obligation to do so, update,
amend or supplement the information given in the RFP and specify additional user requirements or
cancel the RFP at any time without assigning any reason thereof and without any notice. The Bidder
acknowledges that any such revised or amended document is received subject to the same terms
and conditions as this original and subject to the same confidentiality undertaking.
It is the Bidder’s responsibility to:
a. Properly understand and examine the RFP;
b. Examine all other information available based on reasonable inquiry relevant to the risks,
contingencies and circumstances affecting its response; and
c. Satisfy itself as to the completeness, correctness and sufficiency of its response
35. Information relating to the examination, clarification, evaluation and recommendation to the Bidders
shall not be disclosed to any person who is not officially concerned with the process or is not a
retained professional advisor advising UTI AMC in relation to, or matters arising out of, or concerning
the Bidding Process. UTI AMC shall treat all information, submitted as part of the bid, in confidence
and shall require all those who have access to such material to treat the same in confidence.
2.3 Costs Borne by Bidder

All costs and expenses incurred by Bidder in any way associated with the development, preparation, and
submission of their responses to the RFP, including but not limited to attendance at meetings, discussions,
presentations, demonstrations, site visit, referral checks etc. and providing any additional information
required by the UTI AMC, will be borne entirely and exclusively by the Bidder.
2.4 Bidder Obligation to Inform Itself

The Bidder shall apply its own care and conduct its own investigation and analysis regarding any
information contained in the RFP document and the meaning and impact of that information.
2.5 Evaluation of Offers

Each Bidder acknowledges and accepts that the UTI AMC may, in its sole and absolute discretion, apply
whatever criteria it deems appropriate in the selection of Bidder, not limited to those selection criteria set
out in this RFP document. The issuance of RFP document is merely an invitation to offer and shall not be
construed as any agreement or contract or arrangement and shall not be construed as any investigation or
review carried out by a Bidder. The Bidder unconditionally acknowledges by submitting its response to this
RFP document that it has not relied on any idea, information, statement, representation, or warranty given
in this RFP document.
2.6 Clarification
1. If Bidders have queries, they may raise them in the format provided as per Annexure 10- Pre-Bid Query
format.
2. Verbal clarifications and information given by UTI AMC or its employees or representatives shall not in
any way or manner be binding on UTI AMC.

3. Each Bidder should notify UTI AMC of any error, fault, omission, or discrepancy found in this RFP
document but not later than last date of receiving clarifications
2.7 Disqualification
Any form of canvassing/lobbying/influence will result in disqualification at the sole discretion of the UTI AMC
2.8 Performance Guarantee

The successful bidder should submit two separate performance bank guarantees
1. The successful Bidder shall provide an unconditional and irrevocable performance bank guarantee
for the implementation phase (up to end of Post Go Live Support) in the form and manner as per
Annexure 13 - Performance Bank Guarantee equivalent to 10% of total cost of implementation phase
2. The successful Bidder shall also provide an unconditional and irrevocable performance bank
guarantee for the Infrastructure Management Services phase post go live for 10% of total cost of 5-
year charges
3. In the event of non-performance of obligation (In the event of non-performance because of inability
to deploy the application or delay beyond certain limit or continuous breach of SLA) or failure to meet
terms of this RFP, UTI AMC shall be entitled to invoke the performance guarantee without notice or
right of demur to Bidder. The guarantee should be of that of a Nationalized Bank only.
4. The project will be deemed complete only when all the solutions and items contracted for by UTI AMC
are implemented, tested and accepted along with the associated certification, documentation and
training provided to UTI AMC’s employees in compliance with the terms of this RFP and as per the
requirements of the contract executed between UTI AMC and Bidder and the acceptance criteria
defined in this document is met.
5. If the performance bank guarantee is not submitted within 15 days post signing of the contract, UTI
AMC reserves the right to cancel the contract.
2.9 Validity of Bids

The bids shall be valid for a period of not less than 90 (Ninety) days from the Bid Due Date. The validity of
bids shall be extended by mutual consent of the respective Bidders and UTI AMC.

3. Bid Format and submission

Bidders shall provide all the information sought under this RFP. UTI AMC will evaluate only those responses
that are received in the required formats and complete in all respects.
The decision of UTI AMC shall be final and binding in this regard.
Bidders shall note that the Technical Proposal should contain the following sections:
Format for RFP Response
Sr. No. Sections
Technical Response
1 Executive summary of the Bidder response along with Company Credentials
2 Client reference list

Bidders are requested to provide the client list for cross reference checks.
1.) Deployment of Public Cloud IaaS, Private Cloud IaaS and Virtualized
Infrastructure or HCI in a hosted 3rd Party DC (Tier 3+ and above) / Own DC (Tier
3+ and above), Migration of workloads, and Support
2.) Security deployment (same as this RFP’s scope) on Public cloud and Private DC
3.) Cloud Management Platform implementation and support
While providing the client list, Bidders should consider latest two (Indian preferred).
3 Detailed technical write up covering the Bidder’s approach and methodology for given
scope of work covering all sections
• Technical proposal covering letter as per Annexure-01
• Proposed Solution (Including Solution Approach and Methodology, Solution
Architecture)
• Detailed Scope of Work
• Bill of Materials for all solution components
• Conformance to solution requirements as per Annexure – 02 As-Is data and To-Be
of current landscape.
• Expectation & dependencies required from UTI AMC (Please provide reference in
the assumption section for traceability)
• Expectation in terms of connectivity from UTI AMC
• Detailed approach and methodology along with migration strategy
4 Delivery Approach
Bidder should describe in detail the approach to implement the solution with:
• Composition of the team
• Details of the Project Team who would be part of the project during the entire
tenure
• Core Team’s Roles and Responsibilities including include team location and
alignment with UTI AMC’s spread

• Project Governance & Quality Assurance Approach

• Project Management – Approach and Methodology describing how Bidder will
execute the Program
• Expectation from the stakeholders during delivery along with inventory of
resources required from UTI AMC (Please provide reference in the assumption
section for traceability)
• RACI matrix for the project
5 Project timelines
• Detailed project plan and timelines to be submitted, with assumptions clearly
called out.
6 Escalation Matrix
• Detailed escalation matrix needs to be submitted
7 Service Levels
• Adherence to Service Levels / Approach and Methodology to achieve the service
levels
8 Post Implementation - Infrastructure Management Services

• Service Reporting
• Incident Management
• Problem Management
• Release Management
• Configuration Management
• Availability Management
• Operations & Monitoring
• Asset Management
• SLA Management
• Infrastructure Security Management (excluding Security Operations Center)
• IT Services continuity
• Capacity Management
• Change Management and governance
9 Assumption & Dependencies

Bidder should specify the assumptions and dependencies at one single place else UTI AMC
won’t consider them for evaluation specifying sections as mentioned below:
• Technical
• Commercial
• Legal
• General Terms & conditions
10 Bidder should submit the Technical & Commercial responses separately in a sealed
envelope

Bidder should also submit a separate Commercial bid. Format is mentioned in Annexure 09
The prices and other terms offered by Bidder must be in force for a period of 6 months from the date of
opening the technical bid.
The prices should include the charges payable for carrying out any modification, changes/upgrades to the
solution that is required to be made to comply with any statutory or regulatory requirements within the
contract period.
The commercial bid submitted by the bidder should be all inclusive of any regulatory changes and version
upgrades for the duration of the agreement.
All fees payable to the selected bidder by UTI AMC will be in Indian rupees only.
Bid Submission Instructions
Note that the bidder should submit the Technical & Commercial responses separately in 2 separate
sealed envelopes with contents of each as under.
• Technical Proposal
• Commercial Proposal
Above mentioned 2 separately sealed sub-envelopes should be put together in another master sealed
envelope super-scribing “RFP for Selection of System Integration Partner for UTI’s Journey to Cloud”.
Technical Bid and masked commercial bid should also be mailed at IT.projects@uti.co.in
All individual envelopes must be super-scribed with the following information as well:
• Name of the bidder, contact name, phone number and email-id
• Bids should be enclosed with all relevant documentary proofs / certificates duly sealed and signed
Important points for bid submission

• Bidder must take the following points into consideration during preparation and submission of bids
• Authorized signatory must sign all the pages of the response
• Relevant documents must be submitted as proof wherever necessary. All the pages must be sealed
and signed by the authorized signatory of the respondent.
• Bidder should be concise and to the point. Submission of irrelevant documents must be avoided
• If the bids do not contain all the information required or is incomplete, the proposal is liable to be
rejected
• Changes related to RFP once floated will be intimated through email

4. Evaluation Methodology
All the proposals will be evaluated basis technical and commercial bids submitted by the Bidders.
Commercial bids shall be opened only for the shortlisted Bidders out of technical evaluation. The final
selection will be done based on Techno-commercial evaluation.
Techno commercial Evaluation criteria would be 70:30 where Technical is 70% and 30% is commercial
The overall bid evaluation will comprise of two phases:

1. Phase 1: Technical Bid Evaluation
2. Phase 2: Commercial Bid Evaluation
Figure 1: Bidder Selection Process
Phase 1: Technical Bid Evaluation
While the technical score carries a weight of 70 percent, based on the scoring stipulated in the table
below, bidders complying with the following would be considered for Commercial Bid Evaluation Process:
• Bidders scoring less than 70% mark (minimum cut-off score =280 ) out of 400 marks in the
technical evaluation after presentation-cum-interaction round, will not be considered for the
selection process. Once the technical process is completed, the bidders who score equal to or
more than the minimum cut-off score will be considered for commercial evaluation.
The phase will assess capability of Bidder to deliver the project as per UTI AMC’s requirements based on
following criteria:
SL # Evaluation Components
1 Overall Organization Strength - Vision, Financial Stability, Partner Ecosystem, Management
/ Leadership Commitment for this engagement,
2 Demonstration of Bidder's understanding of scope and requirements
3 Solution Design, Technology stack selection, Implementation Approach, and Adherence to
Timelines
4 Program Delivery Team Structure, Program Governance and Continuous improvement plan

5 Delivery Team Profiles

(The proposed resources should be present during the technical presentation)
6 Compliance and Conformance to the Requirements and Terms
7 Client References - Demonstration of Client Requirements, Bidder's capability to execute
similar scope, Project Delivery Structure, Key Lessons learned, Project Tenure, and Project
Value
8 Technical Presentation
9 Demonstration / Walkthrough / Site Visits for all proposed solution components
Phase 2: Commercial Evaluation

Only those qualified after Technical Evaluation shall be short-listed for further discussion and commercial
closure.
Commercial evaluation will be basis information provided in accordance with format Annexure 09 and all
relevant assumptions.
The bidder with lowest commercial bid (L1) will be awarded 100% score.
Commercial Scores for other than L1 bidders will be evaluated using the following formula:
Commercial Score of a Bidder (Fn) =
{(Commercial Bid of L1/Commercial Bid of the Bidder) X100}% (Adjusted to two decimal places)
The bid price shall be in Indian Rupees.
Combined and Final Evaluation

The selection of the Bidder shall be at the sole discretion of UTI AMC and UTI AMC shall not be obliged to
the RFP respondents to provide any feedback on non-selection or no selection.
UTI AMC will notify successful Bidder in writing (Email) that its proposal has been accepted. The Bidder
should confirm via email to UTI AMC within 2(two) working days for acceptance of assignment with UTI
AMC. Project team should be on boarded within 2 weeks of the execution of the contract.
The successful Bidder will enter into contract setting forth comprehensive and the specific terms and
conditions intrinsic to the delivery of the underlying service for assignment within 15 days from award of the
LOI.
a. The technical and commercial scores secured by each bidder will be added using weightage of
70% and 30% respectively to compute a Composite Bid Score.
b. The bidder securing the highest Composite Bid Score will be adjudicated as the most responsive
Bidder for award of the Project. The overall score will be calculated as follows:-
Bn= 0.70*Tn +0.30*Fn
Where
Bn = overall score of bidder
Tn = Technical score of the bidder (out of maximum of 100marks)

Fn = Normalized commercial score of the bidder

c. In the event the bid composite bid scores are ‘tied’, the bidder securing the highest technical Score
will be adjudicated as the Best Value Bidder for award of the Project.

5. Scope of Work
5.1 Key Considerations

1. Bidder shall overall be responsible for the delivery of the solution, including the supply, configuration,
parameterization, solution design, migration (optional), testing, roll out, training, post go live support,
ongoing support and maintenance of the delivered solution.
2. Bidder shall not propose any solution/components which is near to end of life or end of support during
the tenure of the contract.
3. Location for all billing would be UTI AMC Corporate office, Mumbai.
4. It shall be Bidder’s responsibility to ensure that all required interfaces with existing systems and new
systems are in place from beginning of the rollout
5. Bidders shall ensure that all existing modules and integrations are available in the solution from
beginning of the rollout
6. Bidder is required to coordinate with all the partners, external third party, consultants as on boarded by
UTI AMC for smooth transition of the project
7. UTI AMC, at its discretion will appoint a third party for execution of test cases wholly or partially along
with itself. The Bidder shall be expected to extend all co-operation, support and guidance to this third
party.
8. Bidder shall undertake to provide appropriate human resources as well as other requirements, to
execute the various tasks assigned as part of the project, from time to time. UTI AMC has the right to
interview key resources deputed by the Bidder and only upon satisfaction will allow the resource to
work on the project. In any event if a resource is found unfit by UTI AMC bidder shall agree to change
the same and provide UTI AMC with a replacement within reasonable time to not affect the project
timelines.
9. All infrastructure decommissioning will be done by UTI as per UTI’s Decommissioning policy.
10. Location
Location for Primary Public Cloud / Private 3rd party – Mumbai
Location for DR Public Cloud / Private 3rd party – Location should be at least 700KM apart from Mumbai
location in a separate seismic zone
11. MPLS links will be provided by UTI. Bidder is required to provide the sizing for the same.
5.2 Project Tenure
Implementation Schedule
The Bidder should adhere to the following project timelines:
SL # Key Milestones Timelines
1 Selection and Announcement of Successful Bidder T1
2 Mobilization of key resources and Project Kick-off within 2 weeks from

T1

3 Completion of detailed deployment design for all landscapes and within 6 weeks from
components T1
4 Build and Deployment of Multi-Cloud Management Platform within 12 weeks

from T1
5 Build and Deployment of Public Cloud Infrastructure (Primary and within 12 weeks
Disaster Recovery) with all requisite technology elements in the from T1
scope
6 Build and Deployment of Private Virtualized Infrastructure as-a- within 12 weeks

service (Primary and Disaster Recovery) in Tier 3+ Data Centers from T1
with all requisite technology elements in the scope
7 Establish a comprehensive security layer across all landscapes within 20 weeks

from T1
8 Establish Network Operations Center within 20 weeks

from T1
9 Migration of all identified applications to the respective target within 30 weeks

landscapes <Optional for SI> from T1
10 Knowledge Transition and Training to UTI Stakeholders within 32 weeks

from T1
11 Start Infrastructure Management Services with SLAs within 20 weeks

from T1 for next 5
years
5.3 Project Scope & Key Activities
Detailed Infrastructure Design and Migration Masterplan
The Bidder should prepare a detailed deployment level design for the complete infrastructure landscape
which comprises of public cloud, private virtualized infrastructure, multi-cloud management platform,
security elements, and network operations center.
The Bidder should use UTI’s Enterprise Architecture Principles to develop the designs and seek approvals
from UTI’s Enterprise Architecture Board before publishing for further build and deployment.
The Bidder should also study the application landscape and develop a detailed migration masterplan which
would comprise of migration approach and methodologies, key dependencies, pre-requisites, relevant
migration techniques, migration wave and bundle planning and schedules.
UTI Architecture principles:
• Ensure that the project solutions and technology investments are consistent with the
organizations strategic and business development objectives
• Drive innovation and agility by monitoring and leveraging emerging technologies

• Provide business value through architecture alignment by ensuring consistency across business
processes, applications, information, technology and security throughout UTI
• Adopt XaaS solutions wherever possible and opt for commercial of the shelf products
• Leverage IT service management tool across UTI to optimize IT services provided to business
• Enhancement of Access Control, Data Protection, and Infrastructure Security to strengthen the
organization’s security posture
• Adoption of Public Cloud in Infrastructure-as-a-Service and Software-as-a-Service models to
enable quicker time-to-market and reduce TCO
• UTI’s Enterprise Architecture tool (Archimate) should be used for architecture development
method
Build and Deployment of Multi Cloud Management Platform
Based on the envisaged technology landscape, the Bidder should design and implement a Multi Cloud
Management Platform to orchestrate, manage, automate provisioning, de-provisioning, monitoring, and
administration of public cloud infrastructure, private virtualized infrastructure, and other SaaS Clouds (in
future).
Please refer to Annexure 05 for details. Bidder is required to provide all the requirements as specified in
the annexure.
Design, Build, and Deploy – Public Cloud IaaS
Based on the envisaged technology landscape, the Bidder should select the right public cloud service
provider to host the identified applications in public IaaS model. The Primary and Disaster Recovery Data
Centers which host the public cloud infrastructure should be in India and in two different seismic zones
which are more than 700KM apart. The key requirements and features of the public cloud service are
shared in Annexure 04.
The Bidder should design, install, implement, and support the infrastructure as per the requisite sizing
provided in Annexure- 02. The following are the mandatory components expected to be available in the
public cloud:
• Provision from Public CSP to connect UTI’s MPLS Backbone to the Public Cloud (both Primary and
DR Data Centers) - Express Route / Direct Connect
• Internet Connectivity for IPSec / SSL VPN Terminations. Internet Routers should be factored.
• Internet connectivity to Public Cloud for UTI users to use internet should be factored
• Internet Proxy or a Secure Web Gateway with Content and URL Filtering. The existing Websense
Proxy which is hosted in BKC could be used in the cloud along with Internet Traffic Migration.
• Compute – Virtual Instances (vCPUs and Memory) as per the requirements
• Windows and Linux Operating Systems – Hardening to be done as per UTI Policies and industry
best practices
• Databases based on the technology stack requirements as mentioned in Annexure 02
• Block Storage
• File/Object Storage – Separate endpoint should be provided for object storage access with
encryption
• Storage for Backup

• Backup and Restore

• Data Replication and Disaster Recovery Solution
• Disaster Recovery Automation Tool
o DR Runbooks to conduct Switchover, Switchback, Failover, and Failback
o Track RPO and RTO in real-time in dashboards
• Multiple subnets within the cloud network dedicated for UTI – Minimum required subnets are:
o Production MZ and DMZ (Web/App/DB should be in separate subnets isolated using
firewalls)
o Non-Production MZ and DMZ
o Ecosystem like SaaS & PaaS solution Partner Infrastructure
• Application Load Balancing
• Firewall Capabilities with IPS. Minimum 2 layers of Firewalls from separate OEM need to be
configured to establish MZ and DMZ segregation in High Availability.
• Host Patch Management / AntiVirus / AntiMalware to cover all hosts
• Host Intrusion Prevention for all hosts
• File Integrity Monitoring for all hosts
• Database Activity Monitoring for only DB hosts
• Encryption of Data-at-rest  Encryption only for DB Hosts
• Encryption of Data-in-Transit  All Traffic should be TLS Encrypted
• Encryption Keys and Certification Management using HSM(Only UTI will have access to HSM)
• Web Application Firewalls
• Migration of existing UTI external DNS (4 main Domain) from current vendor to Cloud external DNS
• Reverse Proxy
• Installation of the existing SSL certificates and 2 New wild card certificate
Design, Build, and Deploy – Private Virtualized Infrastructure as-a-service – hosted in Tier
3+ Data Centers
Based on the envisaged technology landscape, the Bidder should select the right 3rd Party Tier 3+ Data
Centers to host the identified applications in a private virtualized infrastructure. The Primary and Disaster
Recovery Data Centers which host the private virtualized infrastructure should be in India and in two
different seismic zones which are more than 700KM apart. The key requirements and features of the private
virtualized infrastructure are shared in Annexure - 03
The Bidder should design, install, implement and support the infrastructure as per the requisite sizing. The
following are the mandatory components expected to be available in the private virtualized infrastructure:
• Compute – Virtual Instances (vCPUs and Memory) as per the requirements
• Windows and Linux Operating Systems – Hardening to be done as per UTI Policies and industry
best practices
• Databases based on the technology stack requirements
• Storage
• Backup and Restore Solution
• Tape library (with 2 drives and 40 data cartridge slots, and 2 cleaning cartridge slots) which should
be compatible to LTO5 drive and tapes

• Data Replication and Disaster Recovery Solution

• Disaster Recovery Automation Tool
o DR Runbooks to conduct Switchover, Switchback, Failover, and Failback
o Track RPO and RTO in real-time in dashboards
• Multiple subnets within the network dedicated for UTI – Minimum required subnets are:
o Production MZ and DMZ (Web/App/DB should be in separate subnets isolated using
firewalls)
o Non-Production MZ and DMZ
o Ecosystem Partner Infrastructure
• Application Load Balancing
• Firewall Capabilities with IPS. Minimum 2 sets of Firewalls need to be configured to establish MZ
and DMZ segregation.
• Host Patch Management / AntiVirus / AntiMalware to cover all hosts
• Host Intrusion Prevention for all hosts
• File Integrity Monitoring for all hosts
• Database Activity Monitoring for only DB hosts
• Encryption of Data-in-Transit  All Traffic should be TLS Encrypted
• SSL certificates will be stored in cloud HSM
Establish a comprehensive security layer across all infrastructure landscapes (Public

cloud & 3rd party DC/DR)
The Bidder should design and implement a comprehensive security layer cutting across all infrastructure
landscapes.
On this aspect, the Bidder should evaluate and implement uniform security solutions to maintain
consistency in policies, controls, and governance across the landscapes. In addition to the security
elements asked for in Public Cloud and Private Infrastructure landscapes, the Bidder should ensure the
following solutions are deployed across the landscapes:
• Privileged Accounts Management for OS Instances, Appliances, Devices, Databases, and
Applications
• DDoS Mitigation for all Volume based attacks, Protocol attacks, and application layer attacks
•
Security Component Public Cloud Public Cloud 3rd party 3rd Party
– Primary – Disaster DC DC
Recovery Primary Disaster
Recovery
Next generation firewall – 2 sets from Yes Yes Yes Yes

different OEM
Host Intrusion Prevention Yes Yes Yes Yes
File Integrity Monitoring Yes Yes Yes Yes
Database Activity Monitoring Yes Yes No No

Encryption (Data-at-rest) Yes Yes No No
Encryption (Data-in-Transit) TLS Yes Yes Yes Yes
Encryption Keys (Generation and Yes Yes No No

Management)
Encryption Certificates (Procurement and Yes Yes No No

Management)
Privileged Accounts Management Yes Yes Yes Yes
Web Application Firewall Yes Yes No No
App Load Balancing Yes Yes No No
Patch Management Yes Yes Yes Yes
Anti-Virus/ Anti-Malware Yes Yes Yes Yes
Overall RACI for the J2C
RACI represents: R - Responsibility, A - Accountable, C - Consulted, and I - Informed
RACI Definitions:
Responsibility = person or role responsible for ensuring that the item is completed
Accountable = person or role responsible for actually doing or completing the item
Consulted = person or role whose subject matter expertise is required in order to complete the item
Informed = person or role that needs to be kept informed of the status of item completion
Sr no ITEM UTI SI
1 Cloud readiness
1.1 Public Cloud CI RA
1.2 3rd Party DC CI RA
2 Security Implementation CI RA
3 Migration
3.1 Infra Migration CI RA
3.2 App Migration* (Refer the detail RACI section 5.3.7)
4 Testing CI RA

4.1 Smoke testing CI RA

4.2 Integration testing CI RA
4.3 Security testing CI RA
4.4 VAPT CI RA
4.5 Backup and Restoration CI RA
4.6 Load Test CI RA
4.7 DR Test CI RA
5 Multi cloud platform implementation CI RA
6 Daily Backup CI RA
7 Run & Support CI RA
8 Infrastructure Operations Center CI RA
9 Decommissioning Entity RA CI
10 ITSM CI RA
11 Infrastructure Monitoring CI RA
12 SLA I RA
Migration of all identified applications
The Bidder should carry out the migration activities in a phased manner as per the migration master plan
developed in the design stage in the beginning of the contract. On this aspect, the Bidder should incorporate
an approach and methodology document detailing the migration techniques, test cases, pre-requisites
which are to be accomplished by various parties including UTI and other partners, schedules, and
envisaged downtime for the applications.
The following are the key activities which are expected to be accomplished by the Bidder to complete the
migration of applications to the target landscapes.
a. Assess the technology landscape to arrive at any key changes to be done in the as-is architecture
prior to migration
b. Before commencing migration activities the Bidder should capture current baseline application
performance data such as end user response time from various locations (internet & MPLS),
Application health, underlying infrastructure resources etc.,
c. Bidder is expected to bring their own tool to perform the above activity mentioned in point b
d. Document specific integration and interface details
e. Ensure backup of data and application components
f. Migrate the test environments
g. Conduct System Integration Testing and User Acceptance Testing as per the Test Plan and
Acceptance Criteria
h. Migrate the Production environments
i. Prepare a Transition and Operations Manual
j. Handover the environments to the Bidder Infrastructure Management Team
Sr. Task UTI Bidder

No.

1 Application Migration Project Plan Preparation A, R C, I
2 Establish baseline for existing components deployed in

Production environment
Environment configuration details – Primary (Infra A, R I

Servers, Application Servers, Application Software)
Environment configuration details – DR (Infra A, R I

Servers, Application Servers, Application Software)
Source Code Version Control A, R I
NFR baseline A, R I
Documentation of SLA A, R I
Deployable (e.g. WAR, EAR, Libraries) A, R I
Database schemas A, R I
Test Plans/Test cases/Test results, Performance & A, R I

Load Test cases, Regression test cases
Performance statistics A, R I
VAPT Test results A, R I
Environment Configurations E.g. Property Files, A, R I

Environment Variables (Application, Server, OS)
Application Backup Procedure A, R I
Standard Operating Procedure A, R I
Known issues documentation A, R I
Application Monitoring A, R I
Infra Monitoring A, R I
3 Design Phase
Application Overview A, R I
As-Is & To-Be Architectures A, R I
Assess if any changes (including NFR) to be A, R I

required to the application for deployment in Cloud
New Environment Details - Dev, Test, Production A, R I

(DC & DR)

Overall Migration Approach (Steps to be performed) A, R I

& Considerations
Detailed Migration Design, Plan, and Approach (Lift C, I R, A

and Shift)
Finalization of Migration Tools and Implementation C, I A, R

Approach
Application Backup Procedure A, R I
Interface Specification Documentation A, R I
Application Monitoring A, R I
Infra Monitoring A, R I
4 Implementation Phase
Implementation Plan preparation C, I A, R
4a Setup Dev, SIT & UAT environments
Ensuring Environment baseline C, I A, R
Communication of any changes to baseline A, R I

environments
Application Server Installation C, I A, R
Database Installation C, I A, R
Environment Verification A, R I
Configuration Changes (Active Directory, SMTP, A, R I

Database connectivity, SFTP, DB Links)
Database Schema Export A, R I
Rebuild the application A, R I
Database Schema Import C, I A, R
Deployment to Dev/Test Environment C, I A, R
Environment Ownership Production A, R I
4b Testing Phase
Environment Ownership Dev, System Testing, UAT A, R C, I
System Testing A, R I

System Testing – Defect Fixing A, R I
System Integration Testing A, R I
System Integration Testing – Defect Fixing A, R I
User Acceptance Testing (Business users) A, R I
User Acceptance Testing (Business users) – Defect A, R I

Fixing
Performance & Load Testing (Need Basis - for A, R I

specific applications)
Performance & Load Testing (Need Basis - for A, R I

specific applications) – Defect Fixing
VAPT Testing A, R I
VAPT Testing – Defect Fixing A, R I
Infra related fixes C, I A, R
4c Go-Live Implementation
Implementation Plan (including Rollback Strategy) C, I A, R
Production Environment verification (DC & DR) A, R I
Application Backup Procedure C, I A, R
Change Control Board (CAB) Approval A, R C, I

Note - This will include the CUT-OFF date & window
of unavailability of the application.
Prepare Production Deployable (e.g. WAR, EAR, A, R I

Libraries)
Database Schema Export A, R I
Database Schema Import C, I A, R
Application Standard Operating Procedures A, R I
Production Deployment Verification A, R C, I
Commissioning & De-commissioning of Production A, R C, I
5 Warranty Support C, I A, R

6 Handover to Infrastructure Operations C, I A, R
5.4 Establish a Shared Services Infrastructure Operations Center (IOC)
The Bidder should design and implement the service desk, NOC tools, and processes to comprehensively
monitor and manage the infrastructure landscapes covered in the scope.
The Bidder should implement an Infrastructure Operations Center (IOC) comprising of the service desk and
organization structure to deliver IT Service Management Functions and Processes based on the ITSM
Framework which is already defined by UTI. This would be shared with the successful bidder at the time of
onboarding.
Infrastructure Management Services Post Go-Live of first batch of migration

After the successful migration of first wave of applications to the target cloud landscapes, the Bidder should
start the infrastructure management services. Infrastructure Management in terms of administration and
support should be performed through 24x7 Infrastructure Operations Center. The Service Level
Agreements for Infrastructure Management Services are captured in section “Service Level Agreements”.
The scope for the infrastructure management is as below:
1. Operationalize Infrastructure Operations Center
2. Establish infrastructure support processes
3. Provide L1, L2, and L3 support for all infrastructure related maintenance and support activities
4. Co-ordinate and work with appropriate OEM and other Technology Partners for L4 support.
5. Dedicated Program Manager is required to be based out of UTI office. Rest of the team can be
offsite.
Detailed scope for Infrastructure Management Services is outlined in Section: “Infrastructure Management
Services Post Go-Live of first batch of migration”. The Bidder should submit a scope of work document as
a part of RFP Response adhering to the requirements of the services.
The Bidder would be directly responsible for L1, L2, and L3 support for all components covered in the
scope. For L4, the Bidder should coordinate with the respective OEMs and Technology Partners and
solve any problems and failures in the landscape.
Server Infrastructure Services

Monitor and manage all server environments as per the agreed SLAs with respect to the performance,
availability and quality of service. This will include managing the following:
• Creation of virtual servers and allocation of resources
• Availability of the server
• Failures and Faults
• Disk space utilization
• Memory utilization
• Processor utilization
• Server Network utilization
• Monitoring log files

• Monitoring Critical Services

• Validate the alerts for false-positives
• Log tickets in the service desk system for valid alert
• Co-ordinate and involve respective vendors in case of problems arising due to any failures
• Reinstallation, new provision of OS etc., arising due to incidents of OS crashes or problems
where a reinstallation is required.
• Trends on the incidents / problems
• Suggestion on upgrades
• Recommend on the possible solution / workaround to address the probable causes of
failure.
• All server administration tasks
• Preparation / update of CMDB
• Create and maintain server user profiles
• Log Management
• Providing user access
• Creating and managing directory structures
• Creating and managing Volumes
• Start / stop of various services
• Patch management
• Server Decommissioning
• Backup / Restore activities
• Server hardening as per UTI policies and industry best practices
Storage and Backup Infrastructure Services

Monitoring all storage and backup infrastructure environments as per the agreed SLAs with respect to the
availability, performance and quality of service.
UTI expects Bidder to take Daily incremental, weekly full back up plus one month-end copy, during the
non-production hours. Backup for one week should be available in DC and entire backup should be
available at DR
• Monitor the storage IOPS (Total, Random and Sequential Read/Write) based on the
requirements
• Monitoring and management of the Storage and Backup Infrastructure Solution components
• Responsible for the all incident related cases as well as preliminary investigations of problem
tickets
• Design and support of storage and backup services for clustered or individual servers
• Create and adhere to the storage infrastructure management policies
• Define off-site storage requirements
• Perform backup as per the requirements
• Monitoring and enhancement of the performance of scheduled backup and restoration
• Generate and share Backup status alerts and reports daily
• Monitor the LUN/Volume space and creating Disk space
• Create scripts and procedures for automating storage operations and routine activities as
required
• Create / update deployment documents and diagrams for the storage and backup infrastructure
• Responsible for troubleshooting, problem change, release and configuration management.

• Create and update capacity planning

• Monitor and provide Uptime Statistics
• Monitor and provide any Snapshot Usage Statistics
• Manage and report Volume utilization statistics
• Trends on the incidents / problems
• Backup scheduling and administration
• One in a quarter bidder is required to perform restoration test
Network Infrastructure Services
Monitor and manage in-scope network related components as per the agreed SLAs with respect to the
performance, availability and quality of service.
• Fault monitoring and handling of all networks within the public and private cloud landscapes
• Performance and Availability monitoring network components including routers and switches
• Monitoring of MPLS connectivity to the cloud from UTI MPLS Cloud
• Perform periodic Health Check as per defined procedures
• Configuration management and Change Control.
• Performance and Availability management
• Working with service providers to implement new or upgraded network policies in conjunction
with UTI’s change management process and industry best practices
• Managing Router tables and IP Addresses
• Handling routing issues and routing changes
• Load balancer: Monitoring of services, Configuration, and Troubleshooting
• Performing Operational Planning for Capacity and Performance
• Customize configuration to meet ongoing initiatives and network requirements
• Configuring and reconfiguring of network layout, subnets, and policies
• Troubleshooting Routing/Switching protocols
• Designing and configuring optimum QOS parameters
• Advanced routing protocols configurations (RIP, OSPF, EIGRP, BGP etc.)
• Maintain network architecture documentation
• Maintain the network configurations and backups
• Capacity Management - providing recommendations and suggestions
• Historical trend analysis
• Performance analysis
Database Administration and Management Services

The Bidder will be responsible for L1, L2, and L3 support for all Database Services. The support activities
shall include, but will not be limited to:
DB Administration
• Install/Configure the in-scope DB products and versions in line with UTI’s requirements and
industry best practices.

• Perform Database object level activities like creation / modification etc. The Database
Administrator will implement any change in the Database as per Change Management process
• Deploy necessary scripts for Automation of Database Jobs such as Shutdown / Startup
• Carryout all the housekeeping activities such as
• Periodic Housekeeping of logs and trace files
• Checking the growth of any error Log files.
• Checking trace file.
• Create Backup for all log and trace files.
• Deleting trace file and error log files.
• Database system level space management.
• Database system level tuning
• Check performance of the associated background processes
• Annual Production Database review of mission critical applications with Application Owners
• Configure and Perform DB backups
• Periodic testing of DB restoration and database recovery
• Run Database system level reorganizations, statistics and other applicable utilities to ensure
proper database function and performance
• Planning DR drills and Periodic testing of Databases for availability & consistency
• Overall database domain activity planning, functionality and impact analysis before implementing
into live environment and ensuring rollback plan in place for all the activities
• Implement and Maintain database security as per envisaged security solutions like Database
Activity Monitoring
• Secure database access through system roles / privileges as per security guidelines
• Understanding / working with Server admin/ network/ storage/ security team/ Application owner/
App vendor/ Database principle vendor, etc. to provide appropriate solution at any point of
situation
• Periodically monitor DB performance and analyze trends
• On implementation of DB monitoring tool solution,
• Ensure all the in-scope databases are covered under proactive monitoring
• Analyze the result of daily monitoring
• Publish Monitoring report periodically
• Patch and Service Pack Deployment
• Report problems and coordinate with OEMs and Technology Partners for support
• Participate in Capacity planning for databases
• Assist Application owners in problem determination and resolution of database management
system issues
• Perform periodic Audit of database security with help of users, roles and profiles.
• Auditing and generating audit Report.
• Implementation of corrective Action
• Provide SOPs
• User Access Management
a. Create new users and maintain DB User Access with privileges assigned and logs.
b. Backup DB Access logs
c. Disable Generic User IDs
d. Report Production Database Access Violation
• Health Check up

a. Check the availability of databases, backup and instance status

b. Check no of archives generated daily.
c. Daily Check Report, Monthly uptime report, Database size and status report
d. Maintain Risk register
e. Check critical errors in databases and alerts
f. Check Inactive sessions and coordinating with the respective members and clearing the
unwanted sessions
g. Buffer Cache utilization.
h. Fragmentation of table spaces, tables, and indexes
i. Buffer cache hit ratio
Security Services
The Bidder is responsible for L1, L2, and L3 support for all implemented security solutions in the technology
landscapes under scope.
SL # Scope Components Infrastructure Security UTI

Operations Operations
Center - Center
Bidder (SOC)
1 Design of the security solutions which are part of RA CI
J2C RFP
2 Implementation, Configuration, and Integration of RA CI
the security solutions which are part of J2C RFP
3 Administration, Management, Support, and RA I
Troubleshooting of the security solutions which are
part of J2C RFP
4 SIEM Tool Design / Implementation / Configuration C RA I
/ Integration / Support
5 Installation of SIEM Agents/Tools in UTI Landscape C RA I
and Integration of the security solutions (which are
part of J2C RFP) with SIEM Tool
6 Log Collection and Log Aggregation I RA C
7 Log Analytics and Event Correlation I RA C
8 Periodical Security Scan I RA C
9 Investigation of potential suspicious and malicious C RA I
activities within UTI Landscape
10 Identification of Security Threats and Notification I RA C
11 Providing Mitigation Plan for Security Threats I RA C
12 Implementation of Mitigation Plan on UTI RA C I
Landscape which is part of J2C RFP
13 Working with CERT-in and India/Global Security C RA I
Agencies to respond to Cyber Threats - (bringing
down hackers, takedown fake sites, etcetera)

Disaster Recovery Services

Post implementation of Disaster Recovery solutions based on the requirements in the scope, the Bidder
should take care of ongoing services related to Disaster Recovery.
1. Adhere to UTI’s DR Strategy and Plans for the envisaged technology landscapes
2. Update Disaster Recovery Runbooks as per the proposed DR solutions based on UTI’s DR Strategy
3. Perform Switchover, Switchback, Failover, and Failback activities as per the frequency agreed with
UTI
4. Notify UTI promptly on any event of a Disaster scenario / condition in the landscapes
5. Update DR Plans based on any technology or configuration changes in the landscapes
6. Document all roles and responsibilities for Primary and DR Operations Teams
7. Maintain processes and procedures to ensure that essential functions can be recovered during and
after a disaster to the levels specified in the DR Plan and agreed Service Levels.
8. Conduct disaster recovery training for staff members in all functional areas
9. Work with management to ensure that as new equipment, facilities, services, and systems are
installed that the disaster recovery issues are addressed.
10. Adhere to the defined DR policy in terms of taking and retaining of data and configuration backups
11. Periodic Health checks of DR Infrastructure components
12. Provide real-time RPO and RTO dashboards and regular reports
13. Bidder is required to conduct 2 full DR Drill in a year
5.5 IT Service Management Scope of Activities

The monitoring tools, event management, and event correlation tools should be integrated with the ITSM
tools. All the tools should be offered as services as part of Infrastructure Management Services and Network
Operations Center.
The following minimum ITSM processes and functions should be implemented using an industry leading
ITSM Tool and followed by the Bidder.
Service Transition:
Change Management
Release and Deployment Management
Asset Management
Configuration Management and CMDB
Service Operations:
Help Desk
Incident Management
Problem Management
Service Request Management
Event Management
Service Management:
Availability Management

Capacity Management
The tools should be extended to UTI Stakeholders and UTI Technology and Support Partners so that a
standardized and centralized ITSM can be established enterprise-wide for UTI IT Operations. The following
additional licenses should be quoted:
Modules # of Licenses or Seats or Users
Help Desk 25 Users
Incident Management / Problem Management 20 Users
Change Management 5 Users
Service Request Management 30
Total Assets 4500 devices
Above license are for UTI users, Bidder to factor additional license for their resources
Incident Management
Incident Management Services are the activities associated with restoring normal Service Operations as
quickly as possible and to minimize the adverse impact on business operations, thus ensuring that the best
possible levels of Service Quality and Availability are maintained. The Bidder needs to cover the following
minimum responsibilities as part of this process:
1. Implement an automated Incident Management system, including the integration of applicable software,
equipment, electronic mail, telephony, and Web.
2. Integration of Incident Management process with Problem Management and Event Management.
3. Acknowledge and accept Incidents in the Service Desk’s Call Management System, assigning the
Incident to a named individual.
4. If the Incident has not been correctly assigned the Supplier will notify the Service Desk, update the
Incident and reassign to the Service Desk.
5. To maintain accurate Incident routing information
6. Implement ’self-service’ or knowledge-based systems where appropriate
7. Monitor the status and progress of all Incidents to ensure that they meet Service level targets
8. Send updates and notifications to relevant stakeholders regarding incidents
9. Confirm with the call initiator that the requirement has been satisfied, and then close the Incident in the
Incident Management system
10. Track compliance to Customer Satisfaction Survey and push for higher sample of Customer
Satisfaction Surveys
11. Manages support staff performance of the Service Desk Function, and creates and executes action
plans when necessary to ensure continuous improvement
12. Prioritize and escalate critical Incidents
13. Support the production of Reports for any Incident that exceeds the agreed Service Level.
A Major Incident Management / Crisis Management process shall be defined by the Bidder to manage
incidents with Severity Level 1 and Level 2.

1. This process will include the workflow and escalation matrix that needs to be followed for all Major
Incident.
2. Such incidents need to be dealt with urgency and taken on priority for resolution.
3. All major incident tickets will require a confirmation from UTI Tower Lead / SME for closure.
4. It is a mandate to create a Problem ticket for Major incidents.
5. Manage and drive the Major Incident Management Process for UTI across various vendors / OEMs as
well.
Problem Management
Problem Management is the process responsible for managing the lifecycle of all problems. The primary
objectives of problem management are to prevent problems and resulting incidents from happening to
eliminate recurring incidents, and to minimize the impact of incidents.
The Problem Management shall include the following:
1. A central knowledge database used to capture, store, and retrieve information and solutions for reuse
by the Bidder and UTI personnel and Authorized Users. This knowledge database will enable the
sharing of information including:
a. Policies and procedures
b. Best practices
c. Methods to resolve Problems
2. Provide a sophisticated set of Problem resolution, diagnostic, and tracking Software and Equipment to
enable the automation of monitoring, detection, and resolution of Problems associated with the
Services Documenting interfaces, interaction, responsibilities between L1 and L2 support
3. Integration of Problem Management process with Incident, Change, and other modules.
4. Resolve major Incidents in accordance with agreed procedures and timescales.
5. Support the production of Major Incident Reports for any P1 Incident that exceeds the agreed Service
Level or any Incident designated as a Major Incident.
6. Undertake root cause analysis as appropriate.
7. Feed improvement actions into the Service Improvement Plan and implement through the Change
Management process
8. Enable users to raise and update Problem tickets
9. Provide real-time visibility of the data to UTI’s users using Service Desk.
10. Send updates and notifications to relevant stakeholders regarding Problem Tickets
11. Provide service improvements from analysis of repeat Incidents, internal and external (vendor supplied)
knowledge bases.
12. Proactive problem management, Bidder should log minimum three proactive problem ticket in a month.
13. Provide regular reports on the effectiveness of the Problem Management process detailing numbers of
Fixes implemented, underlying root causes resolved, number of outstanding improvement actions and
number of repeating Incidents and reduction in Incidents logged
Knowledge Management
Knowledge Management process aims to gather, analyze, store, and share knowledge and information
within an organization. The primary purpose of Knowledge Management is to improve efficiency by reducing
the need to rediscover knowledge.

The Bidder shall provide and maintain an automated platform / solution to establish a Knowledge
Management process which meets the below requirements.
1. Develop and provide central Service Knowledge Management System to manage all knowledge and
information
2. Capture both tacit & explicit knowledge from various sources and regular update of KM
3. Enable users to use KM module within ITSM platform for self help
4. Strengthen RCA findings within KM
5. Participate and assist in information exchange between and among Supplier, UTI and/or Third-Party
Vendor(s).
6. Prepare management reports and ensuring Knowledge Article reviews
7. Knowledge articles should be prepared for troubleshooting of issues as part of the Incident
Management process across all domains (server, storage and backup, network, telecom, applications,
Information Security, database and end user compute).
8. The maturity of knowledge articles should improve over time and these can be utilized by the Service
Desk to resolve more issues at the first level of support.
9. Identify & categorize the useful knowledge for quick search ability & easy comprehension.
10. As part of continuous improvement program (CSP) bidder must update three technology documents in
UTI Wiki portal.
Change Management
Change Management is the process for controlling and managing requests to implement changes to the IT
Infrastructure and system components to promote business benefits while minimizing the risk of disruption
to services.
1. Operate an agreed Change Management process in accordance with documented procedure.

2. Maintain procedures that will ensure any actions which propose to add, alter, modify, amend or may
impact any production Service are properly evaluated, and implemented with minimal risk and impact
to the users
3. Confirm existence and credibility of regression plans before approval
4. Adhere to UTI’s Change Advisory Board ("CAB") processes and guidelines
5. Prepare change documentation (description, impact assessment, regression plan etc) in advance of
the CAB.
6. Review the Request for Change (RFC) form and check whether all the required fields are filled, all the
required information is in place. Co-ordinate with the change requestor for the additional information
needed as part of RFC.
7. Confirm to CAB that Configuration Items have been updated in the Configuration Management
Database ("CMDB").
8. The Bidder is expected to propose an automated solution / tool and utilize that to track RFCs throughout
their life cycle.
9. The Bidder will perform risk and impact assessment for all changes that need to be done to the in-
scope landscapes.
10. Validate the post implementation artefacts and then close the change request in tool
11. The Bidder shall provide additional resources (if required) in order to build or deploy any change to the
in-scope configuration items.
12. All maintenance windows need to be appropriately communicated to respective stakeholders via
Service Desk and required approvals are required to be obtained from functional teams.

13. The Bidder shall follow UTI’s planned downtime windows as per each service towers and seek approval
from UTI’s Functional Lead in case of any deviations.
14. Unplanned downtime will require approval from UTI.
15. Change Approval/Authorization will be provided by UTI only and the tool should be configured
accordingly
16. Continuously measure Process Performance and identify Process Improvement areas
17. Feature to attach the impact analysis template which will be reviewed by relevant stakeholders/ CAB
18. Tool to be scalable to incorporate/ configure the features of the impact analysis template used by the
organization
Patch Management
The Bidder will perform the best practices of Patch Management. Deploying patches for all relevant in-
scope components will be done after approvals from UTI’s Tower Leads.
The Bidder shall:
1. Bidder has to perform the patching via patch management tool only.
2. Install and deploy patches for the infrastructure landscapes (Server, OS, Anti-virus, databases, Infra
related tools, Network, Storage, Backup, and DR).
3. Control and remotely push patches
4. Follow change/release management process and approvals before any patch management activity.
5. Follow up and co-ordinate with OEM/ 3rd party support vendors for patch deployment.
6. Follow the OEM’s patch release calendar and proactively deploy patches in UTI’s landscapes.
7. Prepare and maintain Standard Operating Procedures document pertaining to the service.
8. Patch release monitoring
9. Patch Download and coordination for Approval
10. Maintain sequence and order for Patch Deployments for Test and Production Environments
11. Coordinate with relevant Test teams for Patch Testing
12. Attend Patch Change advisory board meeting
13. Coordinate for Patch update communications to users
14. Back-out, Monitor, report deployments
15. Remediate patch deployment issues
16. Periodic Reporting
17. Co-ordinate with vendor for troubleshooting
Asset and Configuration Management
1. The Bidder will define an Asset Management process for the assets in the envisaged scope.
2. Create and maintain the Asset Database within CMDB for all the IT assets in the scope.
3. Feature to poll the assets and perform configuration status accounting
4. Tool to have feature of holding the configuration audit reports which need to be approved by the relevant
stakeholders
5. Please refer details specs Annexure -04
Vendor Management & Governance

The Bidder will provide all OEM, CSP, 3rd Party DC Providers, and other Technology Partners coordination
services to ensure proper coordination, timely support/ resolution and seamless operations.
1. Coordination with vendors for uptime
2. Update CMDB with Asset and Services Warranty status in coordination with 3rd Party vendor
3. To check and ensure service level maintenance as defined by the 3rd Party Vendor and customer
4. Escalate and highlight the SLA breaches done
5. Maintaining database of various vendors with details like contact person, telephone nos., escalation
matrix, response time and resolution time commitments etc.
6. Maintaining signed SLAs /OLAs/UCs of all vendors and reviewing it on defined frequencies
7. Managing vendors contracts, renewals etc.
8. Maintaining zero discrepancy between UTI and vendor contracts
9. Support UTI in procurement and maintaining the licenses of the software, consumables etc.
10. Provide measurement reports with respect to the vendor services.
11. Analyzing the performance of the different vendors vis-à-vis their SLAs agreed with UTI
12. Share escalations with Customer and Vendors and sort the same from time to time.
13. Provide measurement reports with respect to the vendor services.
14. Carrying out periodic review with UTI on service performance and tracking action points to improve
performance.
Continuous Improvement
The processes established by the Bidder will continue to evolve and mature during the course of this
engagement. The Bidder shall perform the following activities:
1. Develop and deliver improvement plans as required to meet SLAs; UTI will review and approve
improvement plans prepare by the Bidder.
2. Improvement plans to be implemented by the Bidder and coordinate with 3rd parties as required.
3. Update processes, procedures and SOP documentation as frequently as required or once every quarter
to keep the knowledge updated.
4. The level of automation throughout the support landscape should increase over an annual basis. E.g.
Knowledge Base maturity will increase leading to more issues being resolved at L1 support level,
Proactive monitoring leading to more incidents being detected by the tool rather than users feeling
impact and then reporting to the Service Desk.
5. Deploy mandatory updates and patches subject to compatibility.
6. Evaluate and recommend technology refreshes.
Service Level Management

1. Implement an automated Service Leve Management system, including the integration of applicable
software, equipment, electronic mail, telephony, and Web.
2. Integration of Service Level Management process with Incident Management and Event Management.
3. SLAs as agreed with the vendor are configured in the tool.
4. The tool is configured to monitor performance as per the agreed service levels.
5. Tool is also configured to generate reports at periodic intervals
6. Monitor the status and progress of all Incidents, problem, service requests to ensure that they meet
Service level targets
7. Tool to inform stakeholders via email incase if any service levels are breached

Service Request Management

1. Implement an automated Service Request Management system, including the integration of applicable
software, equipment, electronic mail, telephony, and Web.
2. Integration of Service Request Management process with Problem Management, Incident Management
and Event Management.
3. Acknowledge and accept Service Request in the Service Desk’s Call Management System, assigning
the Service Request to a named individual.
4. If the Service Request has not been correctly assigned the Supplier will notify the Service Desk, update
the Incident and reassign to the Service Desk.
5. To maintain accurate Service Request routing information
6. Implement ’self-service’ or knowledge-based systems where appropriate
7. Monitor the status and progress of all Service Requests to ensure that they meet Service level targets
8. Send updates and notifications to relevant stakeholders regarding Service Requests
9. Confirm with the call initiator that the requirement has been satisfied, and then close the Service
Request in the Service Request Management system
10. Support the production of Reports for any Service Request that exceeds the agreed Service Level.
5.6 Technology Stack
Bidder is required to propose the solution according to the preferred technology stack envisaged by UTI.
Components Technology stack
Next Gen Firewall, IPS Checkpoint, Fortinet, Palo Alto Networks
HIPS McAfee, Symantec, TrendMicro
Anti-Virus, Anti Malware McAfee, Symantec, TrendMicro
FIM McAfee, Symantec, TrendMicro, IBM Guardium
DAM McAfee, Imperva, IBM Guardium
WAF Imperva, F5, Radware
PAM Iraje – Reuse existing and if required bidder to quote additional as required
for solution
Encryption Transparent Data Encryption / Native DB Encryption
3rd Party DC Server Dell, HPE, Cisco
3rd Party DC Storage Dell, HPE, EMC, Netapp
HSM AWS/Azure HSM
3rd Party DC Hypervisor Vmware – Reuse existing and if required bidder to quote additional as
required for solution

ITSM – Cloud (SaaS) Service now, Zoho – Manage engine, Tivoli
DR Automation tool Perpetuuiti, Sanovi (Same tool be used across Cloud and 3rd party DC/DR)
Hybrid Cloud Cisco, Red hat, VMware, IBM

Management tool
5.7 Project Plan

The Bidder should include a detailed implementation plan as a part of the bid response indicating the
dependencies on UTI
The project plan should include minimum of time lines, resources required and RACI for the overall
implementation.
5.8 Acceptance Testing
The Bidder should demonstrate fulfillment of solution requirements in all stages of the engagement.
The Bidder should submit a comprehensive Acceptance Test Plan in the bid response with the following
requirements. Acceptance Test Plan would be discussed in detail during the on-boarding process and
refined to be executed in various stages of the project. Acceptance Test Plan must include a RACI Matrix
with clear identification of relevant stakeholders for carrying out the tests.
The Bidder should conduct the tests in phases and obtain signoff from relevant stakeholders before billing
UTI.
Following minimum acceptance tests should be carried out for the deployed solutions:
1. Demonstration of all features in the deployed solutions in both public and private DC landscapes
2. Demonstration of use cases for all security solutions deployed in both public and private DC
landscapes
3. Demonstration of high availability for all solutions which are deployed in both public and private DC
landscapes
4. Demonstration of backup and recovery of all data and configuration of deployed solutions
5. Demonstration of Disaster Recovery Solutions - switch over, switch back, fail over, and fail back
6. Demonstration of all critical functions and processes of Infrastructure Operations Center
7. Landscape Sanity testing
8. Vulnerability Assessment and Penetration testing- Bidder should use third party services and share
the list of vulnerabilities with UTI’s team and implement appropriate mitigation VAPT to be
conducted for each application before go-live
Key responsibilities of Bidder:
1. The Bidder shall define their plan for entry and exit Criteria and strategy for execution support and
defect management process, update, fix deployment, etc. for the entire duration of the test phase
2. Exit criteria, test coverage and results of acceptance testing carried out by the Bidder will be required
to be shared with UTI AMC as evidence.

3. Any deviations/discrepancies/errors observed during the testing phase will be formally reported to
UTI AMC and the partner shall resolve them as per SLA with UTI AMC.
4. Bidder shall commit full time resources conversant in all functional areas for supporting UTI AMC or
its designated resources during testing phases. These resources are expected to work with UTI
AMC or its appointed third-party testing service provider to advise on test scenario / case preparation
and for trouble-shooting and to advise on solution capability, resolving defects etc. during testing.
5. The Bidder shall be responsible for maintaining appropriate program change control and version
control for all the modifications / enhancements of the solutions and parameters carried out during
the implementation / testing phase till production and should include changes triggered for this
project.
6. The Bidder shall be responsible for providing and updating testing documentation as per the
modifications.
5.9 Liaison with Existing Vendors

Bidder is expected to liaise with the existing vendors like application, database, Network, etc. and if required
for Integration and draw their complete support in implementing the solution as per the implementation
timelines of the RFP. UTI AMC has approx. 20 external vendors.
5.10 Software Licenses as a service
Bidder shall ensure that all necessary licenses/Subscription that are required for this RFP are procured and
maintained. UTI AMC shall not be responsible or liable for any infringements or unauthorized use of the
licensed products. In the event of any claims against UTI AMC for any license related issues, the Bidder
shall act upon the same and all liabilities and claims whatsoever will have to be settled by Bidder. Further
if Bidder has missed out procuring any licenses, UTI AMC shall not bear any additional amount for
procurement of such licenses. The Bidder shall consider the ATS (Annual Technical Support) of the solution
and related application software for the period of contract from day one.
Bidder shall own all license till the end of the contract and bill to the client as a services model. Post the
completion of the contract bidder shall transfer the license to UTI AMC
5.11 Trainings
UTI AMC shall identify core group for getting trained on the solutions being deployed for this transformation.
UTI AMC shall identify the composition of the Core Group and Bidder should impart technical training
(including system administration) to the Core Group as part of Train the Trainer concept. The Bidder needs
to ensure that UTI AMC’s testing team, project team, core team, training team, technical team for solution
deployed and any other team as deemed by UTI AMC are completely trained on the solution before
acceptance testing begins.
The following are the key trainings which the bidder can consider:
1. Managing and Administration of Public Cloud Infrastructure and Private Infrastructure
2. Security Solutions Management
3. Backup and Recovery Management
4. Disaster Recovery Management
5. Monitoring of Infrastructure
The Bidder shall factor evaluation of training effectiveness through administrating feedback for core group.

5.12 Architecture Validation for Security solution

Bidder through OEM organization should provide below services to the UTI AMC as mentioned below and
perform the activities
Architecture Assessment
The OEM is required to provide the following services mentioned below as a part of the Architecture
Assessment and provide the analysis report to the bank. The analysis report needs to be reviewed by the
OEM.
Sr. No OEM Scope Frequency Timelines
1 Architecture Assessment Services Once Before Go-live
before pilot
Performance Analysis
• Performance Analysis for security solutions DAM, WAF, )
Sr. No OEM Scope Frequency Timelines
1 Performance Analysis Once Before Go-live
All tools including Software tools should be provided by OEM to the Bidder, required for carrying out the
activities mentioned.
5.13 Deliverables
List of Deliverables
Sr No Deliverables of the project
1 Solution Architecture and Design Document
2 Acceptance Test Report - It Should Include Acceptance Test Scenarios / Test Cases for all
environments
3 Deployment Architecture
4 Technology Operations Manuals for all solution components
5 Standard Operating Procedures – Bidder must create 3 technology documents in a month.
6 Bill of Material for all solution components

6. Payment terms
• Bidder should quote for all required public CSP services with necessary premium discounts
offered by the CSP to Bidder and UTI. UTI would validate the pricing information directly with the
CSP or through any other third party to ensure that a proper treatment of client commercials is
performed.
• The usage, billing structure, and pricing for all the components on usage basis should be clearly
articulated with proper customer details pertaining to UTI. The Bidder should share the CSP
invoices as reference while billing to UTI.
• Bidder and CSP should maintain same or higher discounts throughout the contract period. This is
applicable to any new provisioning of IaaS or any other PaaS or SaaS Services. For Example, If
UTI wants to provision some additional VMs of existing or new type, the discounts should be either
the same as the current offered discounts or higher.
• All fees payable to the selected bidder by UTI AMC will be in Indian rupees only.
6.1 Public Cloud Services
Milestone Payment
100% after consumption and invoice submission
Quarterly Billing
6.2 Private Cloud Services
Milestone Payment
Quarterly Billing
6.3 One-Time Implementation
Milestone Payment
100% after implementation and signoff from UTI and
Post Implementation
invoice submission
6.4 One-Time Migration
Milestone Payment

100% after post migration of all workloads and invoice

Post completion
submission
6.5 Testing Cost
Milestone Payment
100% after successful testing and signed off by UTI and
Post completion
invoice submission
6.6 Training Cost
Milestone Payment
100% after training and invoice submission
Post completion
6.7 Multi Cloud Management Platform
Milestone Payment
Post completion
6.8 Infrastructure operation center
Milestone Payment
Post completion
6.9 Taxes
The fees payable by the UTI AMC to the Bidder shall be exclusive of all applicable regulatory taxes All
increases and decreases in taxes and any other new taxes if levied by statuary bodies (excluding any taxes
assessable based on the revenues, income or profits of the bidder) shall be to the account of UTI AMC

7. Service Level Agreement

System availability is defined as:
{(Scheduled operation time – system downtime) / (scheduled operation time)} * 100%
Where:
1. “Scheduled Operation Time” means the scheduled operating hours of the System for the month. All
planned downtime (for system maintenance) on the System shall be deducted from the total
operation time for the month to give the Scheduled Operation Time.
2. “System Downtime” subject to the SLA, means accumulated time during which the Bidder
implemented System is not available to UTI AMC’s Users or customers due to in-scope system or
infrastructure failure, and measured from the time UTI AMC and/or its customers or Users log a call
with the help desk of the failure or the failure is known to Bidder from the availability measurement
tools to the time when the System is returned to proper operation.
3. Planned maintenance activities which have been intimated to UTI AMC at least 7 (seven) days in
advance shall be excluded from this definition.
4. (i) UTI AMC’s technology operation hours are 24/7 (ii) UTI AMC’s business hours on calendar days
when UTI AMC’s branches (Monday- Friday) are operational. (iii) Business hours are typically 8 am
to 10 pm and the SLA will be applicable accordingly. Technology infrastructure should be available
all the times during the entire contract period.
5. System Downtime shall commence when the application or infrastructure or any solution component
in part or whole is not available for UTI AMC to conduct business and technology operations.
6. All SLAs on the Exclusions shall be as defined in individual UTI AMC’s agreements with respective
OEMs and 3rd party providers. UTI AMC will promptly monitor and report violations and manage
resolution.
7. SLA will start post the completion of fist successful migration of workloads to the target cloud
landscapes.
Note: *24/7 means 24 hours a day and 7 days a week; and every week during the entire contract
period
The Bidder shall make sure that the infrastructure and all deployed solutions and components are available
to UTI AMC in proper working condition in fully configured state with an uptime of 99.99% of the time on a
24x7 Monthly basis. Uptime is defined as the uptime of the solution components such as VM, Security
Components like Firewall, Load Balancer, HIPS solution, etc. If any significant part of the solution or cluster
is unavailable or inaccessible or unresponsive to end users, it will be considered down-time. UTI AMC’s
decision will be final in determining downtime.

7.1 Service Levels - System Availability (Uptime)

System Availability Measurement
Level Components Availability
Critical All Solution Components

implemented
• Compute
• Storage
• Security Solutions 99.95%
• Network
• Monitoring
• Backup
• Disaster Recovery
Solution
Key All Solution Components
implemented
• Compute
• Storage 99.9%
• Monitoring
• Backup
Solution
Significant All Solution Components
implemented
• Compute
• Storage 99.5%
• Monitoring
• Backup
Solution
7.2 Service Levels – Response and Resolution Time
Level Function / Technology Typical Response /

Resolution Time
I. Critical • Any problem due to which users cannot access • Response time during
the proposed solution or infrastructure; or business and non-business
• Proposed solution is unavailable for use; or hours < 5 mins
• Any problem due to which the proposed solution • Resolution time: During
does not perform according to the defined business hours - Within 30
performance minutes

• Showstoppers involving major functional failure in • Resolution time: Non -

the solution where there are no usable business hours - Within 60
workarounds. minutes or earlier as per
business hours if business
hours begin
II. Key • Response time during
• Any incident which could have been classified as business and non-business
“Critical” but for which an acceptable workaround hours < 5 mins
has been provided by the Bidder; or • Resolution time: During
• Any problem due to which the proposed solution business hours - Within 45
produces a clearly incorrect or unexpected minutes
answer; or • Resolution time: Non -
• Users face severe functional restrictions in the business hours - Within 90
solution due to partial failure, irrespective of the minutes or earlier as per
cause. business hours if business
hours begin
III. Significant • Any other incident causing a partial disruption of • Response time during
access to the solution or infrastructure; or business and non-business
• Moderate functional restrictions to the solution or hours < 5 mins
infrastructure which have a workaround • Resolution time: During
business hours - Within 60
minutes
• Resolution time: Non -
business hours - Within
120 minutes or earlier as
per business hours if
business hours begin
Any mandatory planned maintenance outages which have been intimated to UTI AMC at least 7 (seven)
days in advance are excluded.
7.3 Liquidated Damages
Service Level Default

Bidder’s performance to Service Levels will be assessed against Minimum Service Level requirements as
specified in the RFP, for Bidder’s SLA delivery components/solution set. Service Level will be measured
quarterly.
A Service Level Default will occur when:
Implementation Related

If there is delay or deficiency in implementation as per RFP scope and milestones in relation to the Solution
Components or in respect of Testing or Go-Live, the Liquidated Damages will be levied as per Clause
mentioned in the section 8.23 of the RFP, as applicable.
Support Related
In the event of non-compliance to agreed SLAs, Liquidated Damages will be computed as:
Quarterly Service Level Default = Minimum Service Level – Quarterly Actual Service Level
Liquidated Damages = Quarterly Service Level Default X Quarterly Service Cost.
The maximum amount of Liquidated Damages that may be levied, shall be as per Clause mentioned in the
section 8.23 of the RFP

8. Legal Terms and Conditions

Following the receipt of responses to the RFP, UTI Asset Management Company Limited will evaluate and
select a suitable solution provider in accordance with the evaluation methodology set above with whom it
will negotiate and enter into a Service Level Agreement for services (“Agreement”). Please find below
certain broad principles based on which the Agreement will be concluded. Do note that these key principles
are indicative of UTI AMC’s expectations and should in no manner be deemed to be exhaustive by the
Bidder but should be used as an ‘at minimum’ basis for evaluating the nature of rights and remedies
expected by UTI AMC pursuant to the Agreement.
8.1 General
UTI AMC will enter into the Agreement with the finalized & Selected Bidder only. UTI AMC will sign the
Service Level Agreement with the Bidder, who will be responsible for the end to end implementation of the
application.
Bidder will perform its obligations under this RFP as an independent contractor, to perform any of the
deliverables or services. Neither this RFP nor the Bidder’s performance of obligations under this RFP will
create an association, partnership, joint venture, or relationship of principal and agent, master and servant,
or employer and employee, between UTI AMC and the Bidder or its employees, and the Bidder will not
have the right, power or authority (whether expressed or implied) to enter into or assume or delegate any
duty or obligation on behalf of UTI AMC.
The Bidder will be vicariously liable for all the acts, deeds or things done by their employees, and which is
outside the scope of power vested or instructions issued by UTI AMC. Bidder will be the principal employer
of the employees engaged by Bidder and will be vicariously liable for all the acts, deeds or things, whether
the same is within the scope of power or outside the scope of power, vested under the Agreement. No right
of any employment will accrue or arise, by virtue of engagement of employees, etc. by the Bidder, for any
assignment under the Agreement.
All remuneration, claims, wages, insurance, dues etc. of such employees, etc. of the Bidder will be paid by
Bidder alone and UTI AMC will not have any direct or indirect liability or obligation, to pay any charges,
claims or wages of any of Bidder’s employee. The Bidder will hold UTI AMC/UTI Mutual Fund, UTI Trustee
Company Pvt Ltd its successors, permitted assignees and administrators, associate, representative and its
directors and officials/employees, fully indemnified and harmless from and against any or all losses or
liability, claims, actions, damages, cost, expense, demands, liability, penalty or proceedings, if any, that
may arise from whatsoever nature caused to UTI AMC through the action of the Bidders or its employees,
personnel etc. by whatever name it is called or known, .
The Bidder’s authorized representative will be the Point of Contact for UTI AMC and will report the status
of the project on a weekly/fortnightly/monthly basis at sole discretion of UTI AMC.
The Bidder will ensure that the Services/Product including software delivered to UTI AMC including all
components are of the most recent or current version and shall incorporate all latest improvements.
Bidder will ensure that the software or solution is licensed and legally obtained with valid documentation is
made available to UTI AMC.

The Bidder will procure scope specific software licenses for UTI AMC as required based on number of
CPUs for the Public cloud, 3rd party Data Centre and Disaster Recovery Centre. The Bidder will also provide
other licenses for, operating system, middleware (as applicable), security solutions and database as
required by UTI AMC to successfully utilize the solution..
UTI AMC, at its own discretion, reserves the right to re-use existing licenses, or decide to enter into
negotiations and contract for licenses directly with the OEM, service provider, etc.
The Registered Office of UTI AMC will be floating this RFP. The Bidder will be entering into a contract with
UTI AMC. However, the Bidder will install and commission the equipment, at locations designated by UTI
AMC or at such centers as UTI AMC may deem fit and the changes, if any, in the locations will be intimated
to Bidder.
The Bidder will adhere to the terms of the Agreement and UTI AMC reserves the right to reject any
deviations or non-compliance. Any deviation or non-compliance will be treated as a breach of the terms of
the Agreement and UTI AMC will be entitled to invoke Liquidated Damages as provided under the
Agreements. No deviation will be considered to have been accepted unless UTI AMC expressly and in
writing accedes to the same.
The Bidder will be solely responsible for fulfilling all obligations and providing all deliverables and services
required for successful implementation of the project, The Bidder will be required to provide its personnel
for carrying out certain activities such as gap analysis/business requirement definition, application
configuration, conducting various trainings, assistance in conducting testing including user acceptance
training, support during the go-live.
Bidder will provide appropriate human resources as well as other requirements, to execute the various
tasks assigned as part of the project, from time to time. UTI AMC has the right to interview any and/or all
of the resources deputed by the Bidder and only upon satisfaction of UTI AMC will allow the resource to
work on the project. Bidder will also ensure continuity in the employment of key resources and ensure that
there is no interruption in the business of UTI AMC.
The Bidder will comply as per Non- Disclosure Agreement as applicable on the assignment with the non-
disclosure requirements of any specific development/configuration done for UTI AMC during the period of
the Agreement and UTI AMC will have the rights to claim the intellectual property for such
development/configuration. Unless contrary to the specific agreement to be entered into between UTI AMC
and the Bidder, the RFP shall be the constitutional & governing document for arrangement between UTI
AMC and the Bidder.
The Agreement between UTI AMC and Bidder shall be in addition to the terms and conditions of RFP and
the terms and conditions of RFP shall always prevail over the Agreement for any interpretation as may be
required.
8.2 Representation and Warranties

The Bidder will covenant and represent to UTI AMC, inter alia, the following:
1. It is duly incorporated, validly existing and in good standing under as per the laws of the jurisdiction of
its incorporation.
2. It has the corporate power and authority, including requisite infrastructure, facilities and systems,
including adequate skill and manpower to perform its obligations hereunder and to execute
appropriate contracts in terms of this RFP. The performance of terms and conditions under the RFP

by it and the performance of its obligations hereunder are duly authorized and approved by all
necessary action.
3. It has adequate insurance, risk management systems, contingency plans and backup system in place
to ensure that it may continue to provide uninterrupted performance of its obligations hereunder and
as specified by UTI AMC.
4. The execution, delivery and performance under the Agreement by such Bidder will not
o Violate or contravene any provision of its documents of incorporation
o Violate or contravene any law, statute, rule, regulation, guidelines, code of conduct licensing
requirement, order, writ, injunction or decree of any court, governmental instrumentality or
other regulatory, governmental or public body, agency or authority by which it is bound or by
which any of its properties or assets are bound
o Violate the intellectual property rights of any third party
5. Except to the extent that the same have been duly and properly completed or obtained, will not
require any filing with, or permit, consent or approval of or license from, or the giving of any notice to,
any court, governmental instrumentality or other regulatory, governmental or public body, agency or
authority, joint venture party, or any other entity or person whatsoever
6. No representation or warranty by the Bidder in this RFP and subsequent Agreement, and no document
furnished or to be furnished to the other party to this RFP and subsequent Agreement, or in connection
herewith or with the transactions contemplated hereby, contains or will contain any untrue or misleading
statement or omits or will omit any fact necessary to make the statements contained herein or therein,
in light of the circumstances under which made, not misleading. There have been no events or
transactions, or facts or information which has come to, or upon reasonable diligence, should have
come to the attention of such party and which have not been disclosed herein or in a schedule hereto,
having a direct impact on the transactions contemplated hereunder.
7. Bidder will be the sole contractor and the sole point of contact for UTI AMC under the Agreement, where
the making of any representation, performance of any obligation, grant of any right or other action under
the Agreement that requires consent, the Bidder will represent that while making such representation,
agreeing to undertake such obligation, grant such right or take such action under the Agreement, it
shall procure necessary consents and at all times hold adequate authority to take such action, make
such representation or grant such right.
8. All documentation to be provided to UTI AMC will contain a complete and accurate description of the
software & solution and other materials and services (as applicable) and will be prepared and
maintained in accordance with the highest industry standards & professional manner. The Bidder
represents and agrees to obtain and maintain validity throughout the term of assignment or project, of
all appropriate registrations permissions and approvals, which are statutorily required to be obtained
by the Bidder for performance of the obligations of the Bidder.
9. The Bidder maintains a realistic, efficient and actionable disaster recovery plan, insurance and a
business continuity plan to ensure the continued performance of all the services notwithstanding any
disaster or event, including a force majeure event, which would otherwise adversely affect the
performance of such services
8.3 Indemnity

The Bidder shall indemnify UTI AMC, UTI Mutual Fund and UTI Trustee Company, and always keep
indemnified and hold UTI AMC, UTI Mutual Fund and UTI Trustee Company its employees, personnel,
officers, directors, representatives (hereinafter collectively referred to as “Personnel”) harmless from and
against all losses, liabilities, claims, error, actions, costs and expenses (including attorneys' fees) relating
to, , resulting directly or indirectly from or in any way arising out of any claim, suit or proceeding brought
against UTI AMC ,UTI Mutual Fund and UTI Trustee Company because of:
1. UTI AMC’s authorized/bona fide use of the deliverables and/or the services provided by the Bidder
under the Agreement;
2. An act or omission of the Bidder, its employees, personnel and officers in the performance of the
obligations of the Bidder under the Agreement;
3. Claims made by employees who are deployed by the Bidder, against UTI AMC;
4. Breach of any of the terms of the Agreement or breach of any representation or false representation or
inaccurate statement or assurance or covenant or warranty of the Bidder under the Agreement;
5. Any or all deliverables or services infringing any patent, trademarks, copyrights etc. or such other
statutory infringements under any laws including the Copyright Act, 1957 or Information Technology
Act, 2000 (including its subsequent amendments) in respect of all the software or other systems
supplied by them to UTI AMC from whatsoever source. However, for all such claims, (i) the Bidder will
have sole control of the defense and all related settlement negotiations (ii) UTI AMC will provide the
Bidder with assistance, information and authority reasonably necessary to perform the above and (iii)
UTI AMC will not make any statements or comments or representations about the claim without the
prior written consent of the Bidder, except where UTI AMC is required by any authority/regulator to
make a comment/ statement/ representation.;
6. Breach of confidentiality obligations of the Bidder contained in the Agreement; and/or
7. Fraud, Negligence or willful misconduct attributable to the Bidder, its employees
8. The Bidder will, at its own cost and expenses defend or settle any claim against UTI AMC that the
deliverables and services delivered or provided infringe a patent, utility model, industrial design,
copyright, trade secret, mask work or trade mark in the country where the deliverables and services
are used, sold or received, provided UTI AMC:
9. UTI AMC will inform the Bidder of all known breaches and claims of indemnification and the Bidder will
be required to at the Bidder’s expense to remedy the breaches, defend, manage, negotiate or settle
such claims. The written demand by UTI AMC as to the loss / damages mentioned above will be final,
conclusive and binding on the Bidder and Bidder will be liable to pay on demand the actual amount of
such loss / damages caused to UTI AMC including but not limited and all costs and expenses, including,
without limitation, reasonable attorneys’ fees and court costs. In respect of demands levied by UTI AMC
on the Bidder towards breaches, claims, etc. UTI AMC will provide the Bidder with details of such
demand levied by UTI AMC.
Bidder shall compensate UTI AMC for such financial loss, direct and remote, suffered by UTI AMC, UTI
Mutual Fund and UTI Trustee Company if Bidder fails to fix bugs, provide the
modifications/enhancements/configuration as required by UTI AMC as per the terms and conditions of the
RFP and Agreement.
Liability
1. UTI AMC will be entitled to damages from the Bidder, if the Bidder breaches any of the terms,
conditions or obligations of the RFP or Agreement, or any other contractual obligations.

2. In circumstances where the Bidder indemnifies UTI AMC against any claims of infringement of any
intellectual property rights, the Bidder will, its own expense, and in addition to any other remedies
that may be available to UTI AMC, promptly:
a. Procure an unrestricted right for UTI AMC to continue using and receiving the same; or
b. Make or procure on UTI AMC’s behalf such alterations, modifications, adjustments or
substitutions to all or any parts of the same so that it becomes non-infringing without affecting
the relevant part of deliverables or services or prejudice their compliance with their terms of the
specifications or requirements; or
c. Substitute a non-infringing version of the infringing item of at least functional equivalence
conforming to applicable requirements.
3. If the Bidder is unable to provide any of the forgoing alternatives, UTI AMC may at its own option
terminate the Agreement.
Subrogation
the Bidder will be obligated to indemnify those indemnified pursuant to this RFP and Agreement, the Bidder
will, upon payment or satisfaction of such indemnity in full, be subrogated to all rights of UTI AMC with
respect to the claims to which such indemnification relates.
The term of the Agreement will be for 5 years. The renewal of any arrangement after the expiration of term
of Agreement shall be done by executing fresh agreement between Bidder and UTI AMC.
The benefits from any unanticipated decrease in technology, infrastructure costs, over the term of the
Agreement t due to reduction of prices, efficient use of IT infrastructure/reduction of statutory charges, etc.
and operations management methods that yield more efficient operations, will be passed on through re-
negotiation by the Bidder. No conflict between the Bidder and UTI AMC will cause cessation of services.
8.4 Termination of Contract

1. At its convenience and without assigning any cause thereto by giving the Bidder a prior notice of 30
(thirty) days.
2. If the Bidder commits a breach of the terms and conditions of the Agreement and fails to remedy such
breach to the satisfaction of UTI AMC within a period of 30 (thirty) Business Days, following the receipt
of written notice from UTI AMC specifying the breach or breaches set out below:
a. Failure to furnish the performance guarantee within 15 (Fifteen) days after the execution of the
Agreement;
a. Delay or deficiency in the completion or implementation of the project or any activity
contemplated under the RFP and Agreement within the applicable time schedules;
b. Any material breach of the Bidder’s representation or warranties under the Agreement;
c. Non- conformity of the deliverables or services with the terms and specifications of the RFP
and/or Agreement as observed during post-delivery audit or otherwise;
d. Serious discrepancy in the quality of service/software expected during the implementation,
rollout and subsequent maintenance process;
e. An Insolvency Event occurs in relation to Bidder or it ceases to carry on its business or
substantially the whole of its business; or
f. There is a change of control of the Bidder (and for these purposes change of control means there
is a change in the legal, beneficial or equitable ownership of 50% or more of the aggregate of all
voting equity interests in the Bidder) and the person or persons acquiring control of the Bidder
are persons whom UTI AMC reasonably considers to be competitors of UTI AMC or

organizations about which UTI AMC has reasonable grounds for believing will not be able to
meet the material obligations contained in the RFP and/or Agreement.
3. UTI AMC at its sole discretion reserves the right to cancel the Annual Maintenance Contact (AMC) or
ATS & Services Support and terminate the respective agreements for the same, if the services provided
by the Bidder are not satisfactory or as per the terms and conditions agreed and recover any payment
made by UTI AMC for the provision of AMC or ATS & Services Support, but not rendered to it.
4. In the event that the Bidder does not perform satisfactorily or as per the terms and conditions agreed
or there is a delay, deficiency, defect or inadequacy in the performance of its obligations under the RFP
and/or Agreement, the AMC or the ATS& Services Support, UTI AMC reserves the right to source the
remainder of the deliverables and services from another entity of its choice by giving three months’
notice of the same to the Bidder. In the event of a termination of the Agreement by the Bidder in
accordance with the above terms, the Bidder shall also fully compensate UTI AMC for any expenditure
incurred by UTI AMC in excess of the TCO executing or obtaining the execution of the remainder of
the project.
5. In the event of a termination of the Agreement by UTI AMC, the Bidder will do all such acts or deeds
as may be required to fully compensate UTI AMC for all expenditure incurred by UTI AMC in executing
or obtaining the execution of the project, till such time of termination and for any removal and/or
relocation that may be required by UTI AMC following such termination. UTI AMC will not bear any cost
or expenses or any liability in this regard. If the agreement is cancelled during the term of the AMC or
ATS, if contracted, UTI AMC will deduct the payment on pro-rata basis for the unexpired period of the
Agreement.
6. In the event that UTI AMC communicates its intention to terminate the Agreement, the Bidder will
continue to render such services as it is required to under this RFP and Agreement , including but not
limited to Facility Management, support and maintenance for the deliverables for a period up to 12
months following notice of intention to termination, until such time that UTI AMC indicates that it will be
able to make alternative arrangements for the provision of such services, in accordance with the terms,
including those pertaining to payment, contained herein. UTI AMC and Bidder may decide mutually in
writing to reduce the period of termination notice and requirement for termination of Agreement or AMC.
7. Any other reason as decided by UTI AMC.
Other Rights or Remedies
The termination of the Agreement in whole or part will be without prejudice to any other rights or
remedies that either Party will have under the Agreement including the invocation of the performance
guarantee by UTI AMC, such other specific performance rights and will not affect any accrued rights
or liabilities of either Party on the date of termination
Effects of Termination
Notwithstanding the termination of the contract in whole or in respect of any part of the services for
any reason, the Agreement will continue to remain in force to the extent necessary to give effect to
those provisions which expressly or implicitly have effect after termination where UTI AMC terminates
any part of the project, the parties will continue to perform their respective obligations under the
Agreement in connection with that portion of the project that has not been terminated.
Consequence of Termination
If UTI AMC terminates the contract in whole or in respect of any part of the project in accordance with its
terms, it will incur no liability to the Bidder as a result of such termination, other than:

1. the charges or any other amounts due to the Bidder up to the date of termination for the stage
which has been completed and Signed off
2. In the event UTI AMC terminates the SLA for a cause as set forth hereinbefore above, the Bidder
shall refund the entire fee & advance payment paid by UTI AMC under the contract till such date of
termination.
3. amounts payable for services yet to be performed but which the parties agree not to terminate;
4. in the event of partial termination, amounts payable for the remaining live portions of the project;
and
5. The Reverse Transition Fees payable as per Reverse Transition Plan subject to Reverse Transition
Services being provided to the satisfaction of UTI AMC.
The Parties agree and undertake that an exit at any point in time resulting due to the expiry or termination
of the RFP and Agreement for any reason whatsoever will be a process spread over a period of six (6)
months, after the completion of the notice period of one (1) month, only after the completion of the Bidder’s
obligations under the Reverse Transition Mechanism. During this period of Reverse Transition, the Bidder
will continue to provide the deliverables and the services in accordance with the RFP and Agreement and
will maintain the agreed service levels.
Upon UTI AMC’s request, with respect to (i) any agreements for maintenance, disaster recovery services
or other third-party applications/solutions, and/or any deliverables not owned by the Bidder, being used by
the Bidder to provide the services and (ii) the assignable agreements, the Bidder will, use reasonable
commercial endeavors to transfer or assign such agreements and its equipment to UTI AMC and its
designee(s) on commercially reasonable terms, mutually acceptable to both parties.
In the event that UTI AMC is forced to cancel the Agreement due to the Bidder’s inability to meet the
established delivery dates, the Bidder will be responsible for any re-procurement costs suffered by UTI
AMC. The liability of re-procurement costs in such an event could be limited to the amount spent by UTI
AMC for procuring similar deliverables and services. The re-procurement cost will be established post a
reasonable due diligence of the re-procurement cost incurred.
As part of the Reverse Transition Services, UTI AMC will have the right, to contract directly with any third
party
Procedure for transition and migration to a new Bidder is as follows:
• Time frame for parallel run;
• Skill transfer mechanism and in specific cases, the human resources requirement; and
• Reverse Transition Plan.
Reverse Transition Services are the services provided by the Bidder to UTI AMC during the Reverse
Transition Period which will start after the completion of the three (3) months’ notice period to facilitate an
orderly transfer of the services to UTI AMC or to an alternative third partly service provider nominated by
UTI AMC. Where UTI AMC elects to transfer responsibility for service delivery to multiple Bidders, UTI AMC
will nominate a services provider who will be responsible for all dealings with such Bidders regarding the
delivery of Reverse Transition Services.
The Reverse Transition Services, to be provided by the Bidder to UTI AMC will include the following:
Software
The Bidder will ensure that the Bidders provide appropriate training to UTI AMC’s personnel or its
designee(s) to enable them to maintain the software provided under this RFP and Agreement. The same
will be scoped and charged additionally. The Bidder will ensure that if any data migration is required, the

same will be carried on by the Bidder and a handover will be provided for the smooth transition of the
operations.
Knowledge Transfer
The Bidder will provide such necessary information, documentation to UTI AMC or its assignee, for the
effective management, running, operations and maintenance of the deliverables under this RFP and
Agreements. The Bidder will provide the documentation (in English) in electronic form of all existing
procedures, data produced or stored UTI AMC data during the term of the Agreement, policies and
programs required to support the services. Such documentation will be subject to the limitations imposed
by the Bidder’s intellectual property rights of this RFP and Agreement and will include:
Operational work instructions;
Listing of all events being monitored and the monitoring frequency; and
Listing of all third-party vendors that will directly be relevant to the provision of the services and that may
be the subject of a request by UTI AMC or the replacement service provider for assignment, cancellation
or renovation.
Co-existence
The Bidder agrees that the Co-existence will continue for a period of two-three months, during which the
Bidder will adequately supervise by authorized person, the hand-over of the various components of the
Bidder’s functions under this RFP and Agreements.
Warranties
All the warranties held by or in the name of the Bidder shall be assigned or transferred “as is “in the name
of UTI AMC. The Bidder will execute all such documents as may be necessary in this regard. The Bidder
will provide all market customary warranties to UTI AMC including but not limited to: (a) software warranty;
(b) functional specification warranty; (c) services warranty; (d) warranty for compatibility; (e) warranty for
protection of data; (f) warranty against anti-virus; and (g) warranty against disabling code or device. The
Parties shall return confidential information and will sign- and acknowledge the return of such confidential
information.
The Bidder will provide all other services as may be agreed to by the parties in connection with the Reverse
Transition Services. Reverse Transition Services will be charged based on the Bidder’s then current time
and materials rates.
No representation or warranty by the Bidder in this RFP and Agreement, and no document furnished or to
be furnished to UTI AMC to this RFP and Agreement, or in connection herewith or with the transactions
contemplated hereby, contains or will contain any untrue or misleading statement or omits or will omit any
fact necessary to make the statements contained herein or therein, in light of the circumstances under
which made, not misleading. There have been no events or transactions, or facts or information which has
come to, or upon reasonable diligence, should have come to the attention of the Bidder and which have
not been disclosed herein or in a schedule hereto, having an impact on the transactions contemplated
hereunder.
The Bidder acknowledges that the Transition Services listed herein are only indicative in nature and the
Bidder agrees to provide all assistance and services required for fully and effectively transitioning the
services provided by the Bidder under this RFP and Agreement, upon termination or expiration thereof, for
any reason whatsoever.

8.5 Acceptance Testing

UTI AMC will carry out the acceptance tests for testing of solution components and services supplied by
the Bidder as a part of this project. Bidder will assist UTI AMC in carrying out all acceptance tests.
The installation cum acceptance test and check certificates signed by representative of UTI AMC signoff
will be received along with the Bidder’s invoice for scrutiny before taking up the request for consideration
of payment. Any payment by UTI AMC to the Bidder under the Agreement would be subsequent to the
successful installation. Testing and acceptance of the deliverables to the satisfaction of UTI AMC
8.6 Compliance with Applicable Laws

The Bidder will warrant and ensure that the software/services/solution is compliant with all applicable laws
including but not limited to applicable legislation, circulars, guidelines, notifications, guidelines, Code of
Conduct, polices or orders issued by the any regulatory authority , the Government of India or the Ministry
of Finance. Further, in the event of a change in any applicable law, or in the event of industry-wide changes,
UTI AMC will submit a written request to the Bidder to provide necessary software updates in this regard
which will be provided at no additional cost to UTI AMC where such change does not constitute a material
change in architecture or is otherwise in line with the OEM’s development roadmap for the relevant
software. In the event such software updates require a material change in the solution architecture or are
otherwise not within the scope of the OEM’s development roadmap for such relevant software, such
software updates will be subject to the change order process and will be supplied at the terms mutually
acceptable to both Parties.
The Bidder will undertake to observe, adhere to, abide by, comply with and notify UTI AMC about all laws
in force or as are or as made applicable in future, pertaining to or applicable to them, their business, their
employees or their obligations towards them, for all purposes of the Agreement and will indemnify, keep
indemnified, hold harmless, defend and protect UTI AMC, its employees, officers, staff, personnel,
representatives and agents against all claims, demands and consequences that may arise from any failure
or omission on its part to do so.
Compliance in obtaining approvals/permissions/licenses: The Bidder will promptly and timely obtain all
such consents, permissions, approvals, licenses, etc., as may be necessary or required for any of the
purposes of this project or for the conduct of their own business under any applicable law, and shall keep
the same valid and in force during the term of the project, and in the event of any failure or omission to do
so, will indemnify, keep indemnified, hold harmless, defend, protect and fully compensate UTI AMC, its
employees, officers, staff, personnel, representatives, and agents from and against all claims or demands
of liability and all consequences that may occur or arise for any default or failure on its part to conform or
comply with the above and all other statutory obligations arising therefrom; and UTI AMC will give notice of
any such claim or demand of liability within reasonable time to the Bidder.
This indemnification will only be a remedy for UTI AMC. The Bidder will not be absolved from its
responsibility of complying with the statutory obligations as specified above. The indemnity will be limited
to court or arbitration awarded damage; damages, loss or liabilities suffered by UTI AMC arising out of
claims of its customers or regulatory authorities; and will exclude indirect, consequential and incidental
damages.
Bidder shall abide and comply with IT Security Policy or any other policy framed by UTI AMC from time to
time as may be notified to Bidder in advance during the term of this arrangement.

8.7 Assignment
The Bidder agrees that the Bidder will not be entitled to assign any or all of its rights and/or obligations
under the RFP and Agreement to any entity including the Bidder’s affiliate without the prior written consent
of UTI AMC.
If UTI AMC undergoes a merger, amalgamation, takeover, consolidation, reconstruction, change of
ownership, etc., the RFP and the Agreement will be considered to have been assigned to the new entity
and such an act will not affect the rights of UTI AMC and the Bidder under the RFP and Agreement.
8.8 Insurance
The Bidder will procure insurance coverage to include comprehensive general liability insurance, errors and
omissions insurance, data protection liability, intellectual property infringement, third party accident
insurance, all risk property insurance and in general all such insurance as will be necessary to adequately
cover the risks associated with the implementation, solution or the services provided by the Bidder under
the RFP or Agreement. Such insurance will be valid until such time they are delivered, installed,
commissioned and accepted by UTI AMC. The insurance coverage, post the acceptance through to the
period of the contract will be independently done by UTI AMC. The Bidder will cause its insurers to issue
certificates of insurance evidencing that the coverage and policy endorsements required under the RFP
and Agreements are maintained in force and that not less than thirty (30) days’ written notice will be given
to UTI AMC prior to any modification, cancellation, or non-renewal of the policies. The Bidder will provide
copies of the insurance to UTI AMC. The insurers selected by Bidder will be of good standing and authorized
to conduct business in all jurisdictions in which the RFP and Agreement is to be performed.
In the case of loss or damage or other event that requires notice or other action under the terms of any
insurance coverage, the Bidder will solely be responsible to take such action. The Bidder will provide UTI
AMC with contemporaneous notice and with any other information that UTI AMC may request regarding
such event. UTI AMC will provide, at the Bidder’s expense, reasonable assistance and cooperation, with
respect to any insurance claim. The Bidder will not hold UTI AMC responsible for rejection of the insurance
claims of the Bidder by the insurer.
The Bidder’s obligation to maintain insurance coverage hereunder will be in addition to, and not in lieu of,
the Bidder’s other obligations hereunder, and Bidder’s liability to UTI AMC will not be limited to the amount
of coverage required hereunder.
8.9 Inspection of Records

All Bidder records with respect to any matters covered by this RFP will be made available to UTI AMC or
its designees, including its statutory regulators, at any time during normal business hours, as often as UTI
AMC deems necessary, to audit, examine, and make excerpts or transcripts of all relevant data. The said
records will be subject to examination. UTI AMC will execute a confidentiality agreement with the Bidder,
provided that the auditors will be permitted to submit their findings to UTI AMC, which will be used by UTI
AMC. The cost of the audit will be borne by UTI AMC. The scope of such audit will be limited to the service
levels being covered under the RFP and Agreement; provided that financial information will be excluded
from such inspection, which will be subject to the requirements of statutory and regulatory authorities. The
Bidder’s records and sites managed for UTI AMC will also be subject to regulatory/UTI AMC inspection.
8.10 Publicity

The Bidder will not make any press releases or statements of any kind including advertising using the name,
brand of UTI MF/UTI AMC or any service marks or trademarks of UTI AMC regarding the contract or the
transactions contemplated hereunder without the explicit written permission of UTI AMC. The Bidder will
not, use UTI AMC's name as a reference, without the express, prior, written permission of UTI AMC, and
in accordance with the limitations imposed in connection with providing such consent. UTI AMC agrees that
it will not use the Bidder’s trade or service marks without the Bidder’s prior written consent.
8.11 Monitoring and Audit

Compliance with best security practices will be monitored by periodic cyber security audits performed by or
on behalf of UTI AMC. The periodicity of these audits will be decided at the discretion of UTI AMC. These
audits may include, but are not limited to, a review of: access and authorization procedures, physical
security controls, backup and recovery procedures, security controls and program change controls. To the
extent that UTI AMC deems it necessary to carry out a program of inspection and audit to safeguard against
threats and hazards to the confidentiality, integrity, and availability of data, Bidder will allow to UTI AMC’s
representatives, access to its facilities, installations, technical resources, operations, documentation,
records, databases and personnel. The Bidder will provide UTI AMC access to various monitoring and
performance measurement systems (both manual and automated). UTI AMC will have the right to get the
monitoring and performance measurement systems (both manual and automated) audited without prior
approval/notice to the Bidder.
8.12 Guarantees
The Bidder will guarantee that the software and allied components used to service UTI AMC are licensed
and legal. All software will be supplied with their original and complete printed documentation.
8.13 Force Majeure

Bidder will not be liable for forfeiture of its performance security, liquidated damages or termination for
default, if any to the extent that its delay in performance or other failure to perform its obligations under the
contract is the result of an event of Force Majeure.
For purposes of this Clause, "Force Majeure" will mean an event explicitly beyond the reasonable control
of the Bidder and not involving the Bidder's fault or negligence and not foreseeable. Such events may
include acts of God or public enemy, acts of the Government of India in their sovereign capacity and acts
of war, revolution, civil commotion, riots, natural calamities, etc.
If a Force Majeure situation arises, the Bidder shall promptly notify UTI AMC in writing of such conditions
and the cause thereof within fifteen calendar days. Unless otherwise directed by UTI AMC in writing, the
Bidder will continue to perform its obligations under the Agreement as far as is reasonably practical and will
seek all reasonable alternative means for performance not prevented by the Force Majeure event. The time
for performance will be extended by a period(s) not less than the duration of such delay. If the duration of
delay continues beyond a period of three months, UTI AMC and the Bidder will hold consultations in an
endeavor to find a solution to the problem. Notwithstanding the above, the decision of UTI AMC in this
regard will be final and binding on the Bidder
8.14 Resolution and Disputes

UTI AMC and the Bidder will make every effort to resolve amicably, by direct informal negotiation between
the respective project managers of UTI AMC and the Bidder, any disagreement or dispute arising between
them under or in connection with the Agreement.
If UTI AMC project manager and Bidder project manager are unable to resolve the dispute after thirty days
from the commencement of such informal negotiations, they shall immediately forward the dispute to the
senior authorized personnel designated by the Bidder and UTI AMC respectively.
If, after thirty days from the commencement of such negotiations between the senior authorized personnel
designated by the Bidder and UTI AMC, UTI AMC and the Bidder have been unable to resolve amicably a
contract dispute; either Party may require that the dispute be referred to formal arbitration.
All questions, claims, disputes or differences arising under and out of, or in connection with the contract or
carrying out of the work whether during the progress of the work or after the completion and whether before
or after the determination, abandonment or breach of the contract will be referred to arbitration by a sole
Arbitrator acceptable to both parties failing which the number of arbitrators shall be three, with each side to
the dispute being entitled to appoint one arbitrator. The two arbitrators appointed by the parties will appoint
a third arbitrator who shall act as the presiding arbitrator. The award of the Arbitral Tribunal will be final and
binding on the parties. The Arbitration and Reconciliation Act 1996 or any statutory modification thereof will
apply to the arbitration proceedings and the venue of the arbitration will be Mumbai. Language of arbitration
proceedings will be in English language.
The award will be final and binding on both the parties.
Work under the contract will be continued by the Bidder during the arbitration proceedings unless otherwise
directed in writing by UTI AMC, or the matter is such that the work cannot possibly be continued until the
decision of the arbitrator is obtained. Save as those which are otherwise explicitly provided in the contract,
no payment due, or payable by UTI AMC to the Bidder will be withheld on account of the ongoing arbitration
proceedings, if any, unless it is the subject matter, or one of the subject matters thereof.
If a notice is to be sent to either of the Parties following the signing of the Agreement it will be in writing and
shall be by postage prepaid registered post with acknowledgement due or by a reputed courier service, in
the manner as elected by the Party giving such notice. All notices will deemed to have been validly given
on (i) the expiry of five days after posting if sent by registered post with A.D., or (iii) the business date of
receipt, if sent by courier.
The RFP and the Agreement will be governed and construed in accordance with the laws of India. The
courts of Mumbai alone and no other courts shall be entitled to entertain and try any dispute or matter
relating to or arising out of the RFP and Agreement.
8.15 Waiver
No failure or delay on the part of either Party relating to the exercise of any right, power, privilege or remedy
provided under the RFP, Agreement or contract with the other party will operate as a waiver of such right,
power, privilege or remedy or as a waiver of any preceding or succeeding breach by the other Party nor will
any single or partial exercise of any right, power, privilege or remedy preclude any other or further exercise
of such or any other right, power, privilege or remedy provided in the RFP or Agreement. All rights, powers,
privileges and remedies are several, cumulative and not exclusive of each other or of any other rights or
remedies otherwise available to either Party at law or in equity.
8.16 Further Assurance

The Bidder will, at the request of UTI AMC and without further consideration, execute and deliver such
other documents and take other actions as UTI AMC may request in order for UTI AMC to be able to use
the solution more effectively.
8.17 Violation of Terms

UTI AMC clarifies that UTI AMC will be entitled to an injunction, restraining order, right for recovery, specific
performance or such other equitable relief as a court of competent jurisdiction may deem necessary or
appropriate to restrain the Bidder from committing any violation or enforce the performance of the
covenants, obligations and representations contained in the RFP or Agreement. The injunctive remedies
are cumulative and are in addition to any other rights and remedies UTI AMC may have at law or in equity,
including without limitation a right for recovery of any amounts and related costs and a right for damages.
8.18 Inspection & Audit

UTI AMC and its authorized representatives reserve the right to visit any of the Bidder’s premises without
prior notice to ensure that data provided by UTI AMC is not misused. The Bidder will co-operate with the
authorized representative/s.
UTI AMC shall also be entitled at its sole discretion to carry out the audit of the services provided by the
bidder contemplated ion this RFP. The Bidder shall be required to co-operate and provide all the details
and documents required for such purpose.
8.19 Addition/ Deletion of Qualified Offerings

Both Parties agree that the intent of the RFP is to establish an initial set of service offerings. UTI AMC
recognizes that, as the use of these services expands additional services and/or service categories may
be needed. In addition, UTI AMC recognizes that from time to time, software products that are provided as
part of the Bidder services will be upgraded or replaced as the technology evolves. Replacement and/or
supplemental software products that meet or exceed the minimum proposal requirements may be added
with the prior approval of UTI AMC.
For the above-mentioned purpose, a Change Management Procedure will be followed. UTI AMC may
request a change management in the event of actual or anticipated change(s) to the agreed scope of work,
services, deliverables and schedules. The Bidder will prepare a change management reflecting the actual
or anticipated change(s) including the impact on deliverables schedule. The Bidder will carry out such
services as required by UTI AMC. The terms of the Agreement will apply to such incremental deliverables
and services.
The Bidder agrees that the price for incremental offering will not exceed the original proposed cost and UTI
AMC reserves the right to re-negotiate the price. UTI AMC reserves the right to order as much as so desired,
at the unit rates provided for TCO calculations.
UTI AMC will be under no obligation to honor requests to add service categories or amend the Agreement.
UTI AMC will have regular reviews of the Bidder services and UTI AMC requirements, to allow an exchange
of requirements and opportunities.
All quantities mentioned in the RFP are indicative. The quantities of components to be procured under the
RFP can be varied by UTI AMC. This also includes the right to modify the number of source systems,
targets, reports & statements, dash boards, score cards, concurrent users etc.

8.20 Service Level Agreement

The Bidder will be required to sign a Service Level Agreement (SLA) with additional terms and conditions
including all the terms and conditions of this RFP and Anti-Bribery Declaration as per Annexure 14
8.21 Liquidated Damages

The Bidder will complete the scope of the project as mentioned in section 6.5– Project timeline of this
document within the timeframe specified. Inability of the Bidder to either provide the requirements as per
the scope or to meet the timelines as specified will be treated as a breach of the Agreement and UTI AMC
will be entitled to invoke the Liquidated Damages clause. The proposed rate of Liquidated Damages will be
0.5% of the Implementation phase (Till end of Post Go Live phase) project cost, per week of delay in addition
to penalty clause. This will be capped at 10% of overall implementation phase cost.
UTI AMC would be also be entitled to recover Liquidated Damages for any non-delivery, non-compliance,
non-adherence, non-conformity, non-submission of agreed or mandatory documents as part of the project.
Thereafter, at the discretion of UTI AMC, the Agreement, may be cancelled. UTI AMC will also be entitled
to invoke the Performance Guarantee. Liquidated Damages on delay will be applicable when the delay is
not attributable to UTI AMC and is attributable to the Bidder.
Inability of the Bidder to provide services at the service levels defined will also result in a breach of the
Agreement, entitling UTI AMC to invoke the Liquidated Damages clause.
Notwithstanding anything contained above, no such Liquidated Damages will be chargeable on the Bidder
if the inability is due to reasons entirely attributable to UTI AMC.
The Bidder agrees, confirms and acknowledges that, the aforesaid amount represents a reasonable
assessment made by the Bidder and UTI AMC of the damages likely to be caused to UTI AMC owing to
such breach on the part of the Bidder, and therefore, represents the size of the liquidated damages payable
by the Bidder to UTI AMC. The Bidder agrees, confirms and acknowledges that the aforesaid amount is not
in the nature of “penalty”.
Notwithstanding anything contained hereinabove the rights of UTI AMC under the provisions of Indemnity
set forth hereinbefore shall be in addition to and not inclusive of the claim as has been set forth herein.
8.22 Set Off

UTI AMC shall be entitled to set off all or any other losses suffered or incurred or to be incurred from the
amount due and payable to Bidder. This shall be in addition to all other remedies available in law to UTI
AMC.
8.23 Penalty
UTI AMC shall be entitled to impose penalty for breach of time lines, breach or loss resulting from errors in
respect of Service or damage due to Software or any non-compliance in respect of service under RFP or
Agreement.
1. The penalty shall be minimum of 5 times of (i) the invoice of the period in which the error or breach
identified or (ii) the cost of the Application or hardware etc. provided by the bidder whichever is
higher.
2. UTI AMC shall be entitled to deduct the amount of the penalty from the invoices of the Bidder. This

remedy will be in addition to all other remedies available to UTI AMC for recovery of the penalty
amount.
3. UTI AMC shall also be entitled to recover the amount of penalty from any other payment due to
Bidder.
4. The penalty contemplated in this clause shall be in additional to all other losses, claims, damages
etc. as may be suffered or incurred by UTI AMC.
8.24 Information Ownership

All information processed, stored, or transmitted by the Bidder equipment will belong to UTI AMC. By having
the responsibility to maintain the equipment, the Bidder does not acquire implicit access rights to the
information or rights to redistribute the information. The Bidder understands that civil, criminal, or
administrative penalties may apply for failure to protect the information appropriately.
8.25 Sensitive Information

The Bidder will protect all sensitive personal data information, as defined under Rule 3 of Information
Technology (Reasonable Security Practices and Procedures and Sensitive Personal Data or Information)
Rules, 2011, received by it pursuant to the Agreement in accordance with Information Technology
(Reasonable Security Practices and Procedures and Sensitive Personal Data or Information) Rules, 2011.
Any information considered sensitive will be protected by the Bidder from unauthorized disclosure,
modification or access.
The Bidder may support or have access to the sensitive information found on UTI AMC’s system, including
but not limited to Information subject to special statutory protection, legal actions, disciplinary actions,
complaints, IT security, pending cases, civil and criminal investigations, etc.
8.26 Privacy and Security Safeguards

Bidder will ensure that the solution complies with the various security policies and guidelines as provided
by UTI AMC to the Bidder from time to time in advance and in writing.
The Bidder will ensure that at all times, when delivering the deliverables and providing the services, uses
appropriate procedures and care to avoid loss or corruption of data. However, in the event that any loss or
damage to UTI AMC’s data occurs as a result of the Bidder’s failure to perform its responsibilities under the
Agreement, the Bidder will, at UTI AMC’s request, correct or cause to be corrected any loss or damage to
UTI AMC’s data. Further, the cost of any corrective action in relation to data loss of any nature will be borne
by the Bidder, if such loss or damage was caused by any act or omission of the any of the Bidder’s
personnel.
The Bidder will not publish or disclose in any manner, without UTI AMC's prior written consent, the details
of any security safeguards designed, developed, or implemented by the Bidder under the Agreement or
existing at any UTI AMC location. The Bidder will develop procedures and implementation plans to ensure
that IT resources leaving the control of the assigned user (such as being reassigned, removed for repair,
replaced, or upgraded) are cleared of all UTI AMC data and sensitive application software. The Bidder will
also ensure that all who are involved in providing such security safeguards or part of it will not publish or
disclose in any manner, without UTI AMC's prior written consent, the details of any security safeguards
designed, developed, or implemented by the Bidder under the Agreement or existing at any UTI AMC
location.

8.27 Bidder’s Liability

During the term of this RFP and Agreement or until UTI AMC takes over the deliverables from the Bidder,
whichever is earlier, UTI AMC will not be responsible for any loss/damage (including malfunctioning or non-
functioning of deliverables) caused to the deliverables for any reason, unless such loss/damage (including
malfunctioning or non-functioning of deliverables) is caused due to the willful act or gross willful misconduct
of UTI AMC or any of its personnel as certified jointly by UTI AMC and the Bidder. In such an event, the
Bidder shall promptly repair and/or replace the non-performing deliverable with a suitable replacement, if
required, without affecting the service level standards.
The Bidder’s aggregate liability in connection with obligations undertaken as a part of the project regardless
of the form or nature of the action giving rise to such liability (whether in contract, tort or otherwise), will be
at actual to the Agreement. The Bidder’s liability in case of claims against UTI AMC resulting from
misconduct or gross negligence of the Bidder, its employees and subcontractors or from infringement of
patents, trademarks, copyrights or such other intellectual property rights or breach of confidentiality
obligations will be unlimited.
UTI AMC will not be held liable for and is absolved of any responsibility or claim/litigation arising out of the
use of any third-party software or modules supplied by the Bidder.
In any event, UTI AMC’s aggregate liability for any losses or claims arising out of or in connection with the
Agreements, whether under the Agreement, tort or otherwise, including for negligence will not exceed the
aggregate of the payment received by the Bidder under the Agreements for the 3 (three) months preceding
the date on which a claim against UTI AMC is raised.
In no event will UTI AMC be liable for any indirect, incidental or consequential damages or liability, under
or in connection with or arising out of this RFP and subsequent agreement or the software delivered
hereunder, howsoever such liability may arise, provided that the claims against customers, users and
service providers of UTI AMC will be considered as a direct claim.
8.28 Anti-Virus
The Bidder will ensure no viruses or similar programming effects (“Viruses”) are coded or introduced into
the solution. The Bidder will ensure that the anti-Virus software prescribed under service level agreement
is operating in all relevant respects at all relevant times. The Bidder agrees that, in the event a Virus is
found to have been introduced through an intentional, knowing or reckless act of the Bidder or its personnel
into UTI AMC’s systems and facilities used to provide the solution over which the Bidder has control, the
Bidder will at its own expense assist UTI AMC in minimizing the effects of the Virus and, if the Virus causes
a loss of operational efficiency or loss of data, in assisting UTI AMC to mitigate the effects of the Virus and
to restore such losses in accordance with the service levels and response times stipulated in the
Agreement.
8.29 Confidentiality
“Confidential Information” means any and all information that is or will be received by the Bidder (“Receiving
Party”) from UTI AMC (“Disclosing Party”) and that relates to the Disclosing Party; and is designated by the
Disclosing Party as being confidential or is disclosed in circumstances where the Receiving Party would
reasonably understand that the disclosed information would be confidential or is prepared or performed by
or on behalf of the Disclosing Party by its employees, officers, directors, agents, representatives or
consultants.

Without limiting the generality of the foregoing, Confidential Information will mean and include any
information, data, analysis, compilations, notes, extracts, materials, reports, drawings, designs,
specifications, graphs, layouts, plans, charts, studies, memoranda or other documents, or materials relating
to the licensed software, the modules, the program documentation, the source codes, the object codes and
all enhancements and updates, services, systems processes, ideas, concepts, formulas, methods, know
how, trade secrets, designs, research, inventions , techniques, processes, algorithms, schematics, testing
procedures, software design and architecture, computer code, internal documentation, design and function
specifications, product requirements, problem reports, analysis and performance information, business
affairs, projects, technology, finances (including revenue projections, cost summaries, pricing formula),
clientele, markets, marketing and sales programs, client and customer data, appraisal mechanisms,
planning processes, etc. or any existing or future plans, forecasts or strategies in respect thereof.
“Confidential Materials” will mean all tangible materials containing Confidential Information, including,
without limitation, written or printed documents and computer disks or tapes, whether machine or user
readable. Information disclosed pursuant to this clause will be subject to confidentiality forever.
.
The Receiving Party will, at all times regard, preserve, maintain and keep as secret and confidential all
Confidential Information and Confidential Materials of the Disclosing Party howsoever obtained and agrees
that it shall not use UTI AMC’s confidential information or intellectual property rights, without obtaining the
written consent of UTI AMC.
8.30 Disclosing Party

The Disclosing Party will disclose, transmit, reproduce or make available any such Confidential Information
and materials to any person, firm, company or any other entity other than its directors, partners, advisers,
agents or employees, who need to know the same for the purposes of maintaining and supporting the
Software provided as a part of this project. The Receiving Party will be responsible for ensuring that the
usage and confidentiality by its directors, or employees, is in accordance with the terms and conditions and
requirements of this RFP.
The Receiving Party shall not use any such Confidential Information and materials for its own benefit or the
benefit of others or do anything prejudicial to the interests of the Disclosing Party or its customers or their
projects.
In maintaining confidentiality hereunder, the Receiving Party on receiving the Confidential Information and
materials agrees and warrants that it will:
Take at least the same degree of care in safeguarding such Confidential Information and materials as it
takes for its own confidential information of like importance and such degree of care shall be at least, that
which is reasonably calculated to prevent such inadvertent disclosure;
Keep the Confidential Information and Confidential Materials and any copies thereof secure and in such a
way so as to prevent unauthorized access by any third party;
Limit access to such Confidential Information and materials to those of its directors, partners, advisers, or
employees, who are directly involved in the consideration/evaluation of the Confidential Information and
bind each of its directors, partners, advisers or employees, so involved to protect the Confidential
Information and materials in the manner prescribed in this document; and

Upon discovery of any unauthorized disclosure or suspected unauthorized disclosure of Confidential

Information, promptly inform the Disclosing Party of such disclosure in writing and immediately return to the
Disclosing Party all such information and materials, in whatsoever form, including any and all copies thereof.
The Receiving Party, who receives the Confidential Information and Materials agrees that on receipt of a
written demand from the Disclosing Party, will immediately:
1. Return all written Confidential Information, Confidential Materials and all copies thereof provided
to, or produced by it or its advisers, as the case may be, which is in Receiving Party’s possession
or under its custody and control;
2. To the extent practicable, destroy all analyses, compilations, notes, studies, memoranda or other
documents prepared by it or its advisers to the extent that the same contain, reflect or derive from
Confidential Information relating to the Disclosing Party;
3. So far as it is practicable to do so, expunge any Confidential Information relating to the Disclosing
Party or its projects from any computer, word processor or other device in its possession or under
its custody and control; and
4. Furnish a certificate signed by its director or other responsible representative confirming that to the
best of his/her knowledge, information and belief, having made all proper enquiries, the
requirements of this paragraph have been fully complied with.
The rights in and to the data/information residing at UTI AMC’s premises, even in the event of disputes will
at all times solely vest with UTI AMC
The restrictions in the preceding clause shall not apply to:
Any information that is publicly available at the time of its disclosure or becomes publicly available prior to
the Disclosing Party providing such information; following disclosure (other than as a result of disclosure by
the Disclosing Party contrary to the terms of this document); or any information which is independently
developed by the Receiving Party or acquired from a third party to the extent it is acquired with the valid
right to disclose the same; and Any disclosure required by law or by any court of competent jurisdiction, or
any enquiry or investigation by any governmental, statutory or regulatory body which is lawfully entitled to
require any such disclosure provided that, so far as it is lawful and practical to do so prior to such disclosure,
the Receiving Party shall promptly notify the Disclosing Party of such requirement with a view to providing
the Disclosing Party an opportunity to obtain a protective order or to contest the disclosure or otherwise
agree to the timing and content of such disclosure; The Confidential Information and Materials and all copies
thereof, in whatsoever form shall at all times remain the property of the Disclosing Party and its disclosure
hereunder shall not confer on the Receiving Party any rights whatsoever beyond those contained in the
RFP or Agreement.
Confidential Information in any and all proprietary information disclosed by one Party to the other Software
in human-readable form (e.g. source code) and UTI AMC’s data values reports, process stored, in
computers will be considered Confidential Information whether or not marked as such.
The Bidder shall be required to sign a confidentiality & Non-Disclosure Agreement (NDA)agreement as a
part of the SLA not to disclose or part with any information relating to UTI AMC or its customers, partners
etc. to any person/s for any reason whatsoever. The Bidder will also undertake to keep confidential all
information (written or oral) concerning all facts of the business of UTI AMC, which has been obtained or
understood during the assignment. The Bidder acknowledges that any use or disclosure of UTI AMC
Confidential Information in violation of this RFP or the Agreement may cause irreparable injury to UTI AMC
for which other remedies at law would be inadequate; and (b) agrees that UTI AMC shall have the right to
seek injunctive or other equitable relief as may be necessary or appropriate to prevent any use or disclosure
of the UTI AMC Confidential Information in violation of this RFP or the Agreement.

The confidentiality obligations shall survive the expiry or termination of the Agreement.
8.31 Technological Advancements

The Bidder will take reasonable and suitable action, taking into account economic circumstances, at
mutually agreed increase/decrease in charges, and the service levels, to provide the services to UTI AMC
at a technological level that will enable UTI AMC to take advantage of technological advancement in the
industry from time to time.
8.32 Intellectual Property Rights

The Bidder claims and represents that it has obtained appropriate rights to provide the deliverables upon
the terms and conditions contained in this RFP and/or Agreement. the Parties agree and acknowledge that
save as expressly provided in this RFP or the Agreement, all intellectual property rights in relation to the
software and documentation and any adaptations, translations and derivative works thereof whether
protectable as a copyright, trade mark, patent, trade secret design or otherwise, provided as part of the
deliverables, developed code, configurations or the solution by the Bidder to UTI AMC under the
Agreement shall be assigned to UTI AMC at no additional cost, whether or not the same constitutes third
party intellectual property, or preexisting intellectual property of the Bidder. The Bidder will ensure that it
has sufficient rights, title and interest in the deliverables to ensure such assignment
The Bidder will during the term of this project and, if applicable, during the Reverse Transition Period, UTI
AMC will grant the Bidder a right to use at no cost or charge the software licensed to UTI AMC, solely for
the purpose of providing the services.
Configuration done on the application to meet UTI AMC requirements will be solely owned by UTI AMC
Bidder will be responsible for obtaining all necessary authorizations and consents from third party licensors
of software used by the Bidder in performing its obligations under this project. The Bidder will also be
responsible for renewal of all such licenses from time to time during the contract period. The Bidder will
quote all such renewals in the commercial bid and in case the Bidder fails to quote the renewal of any
licenses in the bid, the Bidder will renew such licenses at his cost and UTI AMC will not be required to pay,
except for the commercials mentioned in the price bid. The Bidder will under no circumstances, allow any
license to expire and allow any software to be out of support. If a third party's claim endangers or disrupts
UTI AMC’s use of the software, the Bidder will , at no further expense, charge, fees or costs to UTI AMC,
(i) obtain a license so that UTI AMC may continue use of the software in accordance with the terms of the
RFP Agreement; (ii) modify the Software without affecting the functionality of the software in any manner
so as to avoid the infringement; or (iii) replace the software with a compatible, functionally equivalent and
non-infringing product.
All Intellectual Property Rights belonging to UIT AMC shall continue to belong solely and exclusively with
UTI AMC and, nothing in this RFP or Agreement shall be deemed to transfer, assign, or license any right,
interest or title subsisting in or associated with any Intellectual Property Rights (either registered or not) to
the Bidder.
Neither Party will use the name, logo, mark, or other identifying marks of the other party outside of their
own organization without that Party's prior written consent

Bidder shall in no circumstance be entitled to any escalation of costs/price or escalation of consideration

or payment or any other fee by whatever name it is called during the term of the Agreement.
8.33 Anti-Bribery
Bidder confirms and warrants that there is no past and shall be no future violations of anti-
corruption/bribery laws. Bidder hereby declare that neither Bidder nor any of their employees, agents,
representatives, constituents have indulged in any activity, directly or indirectly, relating to payment of any
extraneous consideration / bribe / gratification to any of UTI AMC’s employees for securing the
arrangement set out in this Agreement. Bidder confirms that they have not paid any money to any of the
employees, directly or indirectly and also shall not indulge in to such activities in future.
Bidder shall provide the Anti-Bribery Declaration as per Annexure 14 (Anti Bribery Declaration)/

9. Key Terms and Conditions with respect to Bidder and Cloud Service
Providers
Auditing of Services
• The Cloud Service Provider’s services offerings shall comply with the audit requirements defined
under the terms and conditions of the Provisional Empanelment of the Cloud Service Providers (or
STQC /MEITY guidelines as and when published). Please refer to meity.gov.in link for STQC audit
requirements.
• The Audit, Access and Reporting Requirements should be as per the terms and conditions of the
Provisional Empanelment of the Cloud Service Provider.
• Bidder should ensure that the Cloud Service Providers and Data Center Colo Service Providers
allow their Infrastructure and Services to be audited and certified by third party organizations
appointed either by UTI or Regulators.
• Bidder should ensure that the Cloud Service Providers and Data Center Colo Service providers
provide access to law enforcement agencies and regulatory bodies in a timely manner on a need
basis. The onus shall be on the SI and all service providers to perform all due diligence before
releasing any such information to any such law enforcement agency.
facilitate e-discovery of data within their infrastructure and network on a need basis.
Information Security
• Bidder, Cloud Service Provider, Data Center Colo Service Provider, and other technology partners
in this RFP shall meet all the security requirements indicated in the IT Act 2000, the terms and
conditions and shall comply to the audit criteria defined by STQC for Cloud and Infrastructure
Services.
• Bidder should ensure that the Cloud Service Provider notify UTI promptly in the event of security
incidents or intrusions, or requests from any foreign government agencies for access to the data to
enable UTI to manage these events proactively.
• Bidder, Cloud Service Provider, Data Center Colo Service Provider, and other technology partners
should be certified to be compliant to the following standards during the tenure of the project:
• ISO 27001 - Data Center and the cloud services should be certified for the latest version of the
standards
• ISO/IEC 27017:2015-Code of practice for information security controls based on ISO/IEC 27002
for cloud services and Information technology
• ISO 27018 - Code of practice for protection of personally identifiable information (PII) in public
clouds.
• ISO 22301 – Business Continuity Management
• ISO 9000 – Quality Management System
• ISO 20000-9-Guidance on the application of ISO/IEC 20000-1 to cloud services

• PCI DSS - compliant technology infrastructure for storing, processing, and transmitting credit card
information in the cloud – This standard is required if the transactions involve credit card payments
– which would be required in the future.
CONFIDENTIALITY
• Since Bidder, Cloud Service Provider. Data Center Colo Service Providers, and all other
technology partners have access to highly sensitive information as a part of this project, they shall
execute non-disclosure agreements with UTI.
DATA RESIDENCY
• The data (text, audio, video, or image files, and software including machine images), that are
provided to the Bidder, CSP, DC Provider, and all other technology partners for processing,
storage or hosting by in connection with UTI’s account should be always stored in India during the
entire tenure of the contract and for a period of transition and migration agreed between UTI and
the partners.
EXIT / TRANSITION
• Bidder, CSP, Data Center Colo Service Provider, and all other technology partners should provide
relevant tools and technologies for exporting UTI’s data and all necessary configuration during
migration of infrastructure and services to a new environment.
retain UTI’s data within their cloud and infrastructure for an agreed period of time after transition to
a new environment.
• Bidder should provide necessary help to UTI and any new partner in performing the exit
management plan and transition.
• At the end of the contract or upon termination of the contract, after the successful migration of
UTI’s infrastructure including all data and configuration, Bidder, CSP, and Data Center Colo
Service Provider shall ensure that all the storage blocks or any copies of data if any are zeroed
out or completely erased so that data cannot be recovered.
• Bidder, CSP, Data Center Colo Service Provider, and all other technology partners should provide
all necessary documentation around technical deployment architecture, process flows, knowledge
base, standard operating procedures, and any other manuals to conduct the operations in a new
environment.

10. Annexures
10.1 Annexure-01: Technical Proposal Covering Letter

Annexure 1 – Technical Proposal Covering Letter
Offer Reference No:
Sub: Request for Proposal - RFP Selection of Partner for Digital Marketing Automation Application
Having examined the above RFP including all Annexures, the receipt of which is hereby duly acknowledged,
we, the undersigned, offer to undertake the services in conformity with the said RFP in accordance with the
Final Prices in the Commercial Proposal and made part of the response to this RFP
If our Offer is accepted, we undertake to provide service for UTI AMC to perform requirement gathering,
implementation (architecture, design, development, configuration), training, testing, installation, data
migration, roll-out, post go live support, and ongoing maintenance and support as a part of Journey to
Cloud RFP for the entire Tenure of the contract.
We, the Bidder, agree to abide by this offer till 90 days from the date of Bid Submission and our offer shall
remain binding upon us and maybe accepted by the UTI AMC any time before expiry of that period.
We confirm that we have not made any changes in the offer documents, except for filling in appropriate
columns.
We confirm that our Company I firm does not have any pecuniary liability nor any judicial proceedings or
any restraint restricting us in fulfilling the Bidder services.
We understand that the UTI AMC is not bound to accept the offer and that the UTI AMC has right to reject
the offer in full and without assigning any reasons, whatsoever.
We understand and accept all the below clauses which are required for the successful execution of the
project.
Sr.No. Description Respo

nse
(Y/N)
1 The Bidder is required to provide an unconditional acceptance complying with all the
contents of the RFP as mentioned in the Section 2 Instruction to Bidders, Section 5
Scope of Work, Section 6 Payment Terms, Section 7 Service level Agreement,
Section 8 Legal Terms and Conditions, Section 10 Annexures of the Bidding
Document and any clarifications issued.
2 The Bidder should be ready to provide the required support in person at Mumbai,
locations of UTI AMC as and when required by UTI AMC
3 The Bidder is required to define the entry and the exit criteria for all the phase of the
project

4 UTI AMC would also expect timely and recurring introspection and revision of the
architecture to keep a pace with changing technology, markets and business
models
Signature of the Authorized Signatory
Name:
Designation:
Name of the Firm:

Address:

10.2 Annexure-02: As-IS and To-Be detailed landscape for deployment

Please refer separate attachment
10.3 Annexure-03: Specification for 3rd party datacenter

10.4 Annexure-04: Specifications for Public Cloud

10.5 Annexure-05: Specifications for Multi Cloud Management Platform


10.6 Annexure 06: Network Connectivity Diagram

10.7 Annexure -07: Bandwidth Details


10.8 Annexure-08: Reference Checks
S. No. Attributes Details
1 Name of the Contact Person
2 Designation
3 Company Name
4 Hierarchy position in the

organization
5 Address of the Company
6 Contact Details
7 Number of years of Relationships

with the company
8 Services provided to the company
Bidder is required to provide at least 2 client reference details

10.9 Annexure -09 Commercial Format

10.10 Annexure-10: Pre- Bid Query Format
Sr. Section & Clause Page RFP text Query Response to query
No Ref. No / No. (to be left blank by
Annexure No Bidder

10.11 Annexure-11: Deviations

The Offer should specify the unconditional willingness to abide by the Terms and Conditions of the RFP,
and all its addendums, corrigendum’s. The Terms and Conditions specified elsewhere in the RFP should
be complied along with the compliance / conformity / willingness to offer as per the terms of the RFP
towards requirements of UTI AMC as under:
Sr. Page RFP Point as stated in Comment / Suggestion / Deviation

No No. Section the RFP document Detailed Explanation about deviation, if not
No. complied

10.12 Annexure-12: Software license details

Bidder is required to liaise or tradeoff all the license from respective OEM and transfer the license on
cloud wherever required. Rest license can be used for on-premise 3rd party DC.
SL License Component Enterprise / Perpetual ATS / SA License

# Standard
1 Oracle DB 12.c Enterprise Perpetual Yes - 6 Core/
30/12/2018 RAC
2 MS SQL-2005 MS SQL-2005 Perpetual No 1
3 MS SQL SERVER MS SQL Perpetual No 1
SERVER
4 SQL Server 2008R2 Standard Perpetual No 1
5 SQL Server 2008R2 CAL Perpetual No 3
6 SQL SERVER 2012 SNGL OLP 2 Lic Standard Perpetual No 6
NL Core Lic Qlfd
7 SQL SERVER 2014 OLP LICENSE CAL + Perpetual No 4
Standard
8 SQL SERVER 2014 Standard Perpetual No 3
9 SQL SERVER 2016 Standard Perpetual No 4
10 SQL std Core 2016 sngl olp 2 license Standard Perpetual No 4
12 Windows Server Enterprises 2008 R 2 Enterprise Perpetual No 4
13 Windows 2008 Enterprise license - 4 Enterprise Perpetual No NA
14 Windows Server 2008 R2 Windows Perpetual No NA
Server 2008 R2
15 Windows Server 2008 R2 Windows Perpetual No NA
Server 2008 R2
16 Windows Server 2008 Standard Standard Perpetual No NA
17 Windows Server Standard 2008 R Standard Perpetual No NA
18 Windows Server Standard 2008 R2 Standard Perpetual No NA
SNGL OLP
19 Windows Server 2012 Standard Edition Standard Perpetual No NA
for Ocean Fax
20 Win server STD 2012 License ( 4 ) Standard Perpetual No NA
21 Win Server STD Core 2016 licenses Standard Perpetual No NA
(8)
22 Red Hat Enterprise Linux Server NA Perpetual No NA
Premium at IT
23 Red Hat Enterprise Linux Server NA Perpetual No NA
Premium at IT
24 VM ware VSphere Software NA Perpetual No NA
25 VMware kit licenses NA Perpetual No NA
26 Iraje

10.13 Annexure-13: Performance Bank Guarantee
To
WHEREAS.......................................... (Company Name) registered under the Indian Companies Act 1956
and having its Registered Office at.................................................................. India (hereinafter referred to
as “Bidder”) proposes to RFP and offer in response to RFP Ref. No. _______ (hereinafter called the
“RFP”)
AND WHEREAS, in terms of the conditions as stipulated in the RFP, Bidder is required to furnish a Bank
Guarantee in lieu of the Earnest Money Deposit (EMD), issued by a nationalized bank in India in your
favour in accordance with the RFP Document (which guarantee is hereinafter called as “BANK
GUARANTEE”)
AND WHEREAS Bidder has approached us, for providing the BANK GUARANTEE.
AND WHEREAS at the request of Prime and in consideration of the proposed RFP to you, WE,
……………………………………………………………………................................................................having
…………………………........................................................Office at ...........................................................,
India have agreed to issue the BANK GUARANTEE.
THEREFORE, WE, through our local office at................... India furnish you the BANK GUARANTEE in
manner hereinafter contained and agree with you as follows:
1. We....................................., undertake to pay the amounts due and payable under this Guarantee
without any demur, merely on demand from you and undertake to indemnify you and keep you
indemnified from time to time to the extent of Rs........................(Rupees ..............................only) an
amount equivalent to the EMD against any loss or damage caused to or suffered by or that may be
caused to or suffered by you on account of any breach or breaches on the part of the Bidder of any of
the terms and conditions contained in the RFP and in the event of Bidder commits default or defaults
in carrying out any of the work or discharging any obligation in relation thereto under the RFP or
otherwise in the observance and performance of any of the terms and conditions relating thereto in
accordance with the true intent and meaning thereof, we shall forthwith on demand pay to you such
sum or sums not exceeding the sum of Rs......................(Rupees......................................... only) as
may be claimed by you on account of breach on the part of Bidder of their obligations in terms of the
RFP.
2. Notwithstanding anything to the contrary contained herein or elsewhere, we agree that your decision
as to whether Bidder has committed any such default or defaults and the amount or amounts to which
you are entitled by reasons thereof will be binding on us and we shall not be entitled to ask you to
establish your claim or claims under Bank Guarantee but will pay the same forthwith on your demand
without any protest or demur.

3. This Bank Guarantee shall continue and hold good until it is released by you on the application by
Bidder after expiry of the relative guarantee period of the RFP and after Bidder had discharged all his
obligations under the RFP and produced a certificate of due completion of work under the said RFP
and submitted a “No Demand Certificate“ provided always that the guarantee shall in no event remain
in force after the day of ...........................without prejudice to your claim or claims arisen and demanded
from or otherwise notified to us in writing before the expiry of the said date which will be enforceable
against us notwithstanding that the same is or are enforced after the said date.
4. Should it be necessary to extend Bank Guarantee on account of any reason whatsoever, we undertake
to extend the period of Bank Guarantee on your request under intimation to Bidder till such time as may
be required by you. Your decision in this respect shall be final and binding on us.
5. You will have the fullest liberty without affecting Bank Guarantee from time to time to vary any of the
terms and conditions of the RFP or extend the time of performance of the RFP or to postpone any time
or from time to time any of your rights or powers against Bidder and either to enforce or forbear to
enforce any of the terms and conditions of the said RFP and we shall not be released from our liability
under Bank Guarantee by exercise of your liberty with reference to matters aforesaid or by reason of
any time being given to Bidder or any other forbearance, act or omission on your part of or any
indulgence by you to Bidder or by any variation or modification of the RFP or any other act, matter or
things whatsoever which under law relating to sureties, would but for the provisions hereof have the
effect of so releasing us from our liability hereunder provided always that nothing herein contained will
enlarge our liability hereunder beyond the limit of Rs..................( Rupees....................................only )
as aforesaid or extend the period of the guarantee beyond the said day of ...................... unless
expressly agreed to by us in writing.
6. The Bank Guarantee shall not in any way be affected by your taking or giving up any securities from
Bidder or any other person, firm or company on its behalf or by the winding up, dissolution, insolvency
or death as the case may be of Bidder.
7. In order to give full effect to the guarantee herein contained, you shall be entitled to act as if we were
your principal debtors in respect of all your claims against Bidder hereby guaranteed by us as aforesaid
and we hereby expressly waive all our rights of surety ship and other rights, if any, which are in any
way inconsistent with any of the provisions of Bank Guarantee.
8. Subject to the maximum limit of our liability as aforesaid, Bank Guarantee will cover all your claim or
claims against Bidder from time to time arising out of or in relation to the said RFP and in respect of
which your claim in writing is lodged on us before expiry of Bank Guarantee.
9. Any notice by way of demand or otherwise hereunder may be sent by special courier, telex, fax or
registered post to our local address as aforesaid and if sent accordingly it shall be deemed to have
been given when the same has been posted.

10. The Bank Guarantee and the powers and provisions herein contained are in addition to and not by way
of limitation of or substitution for any other guarantee or guarantees here before given to you by us
(whether jointly with others or alone) and now existing un cancelled and that Bank Guarantee is not
intended to and shall not revoke or limit such guarantee or guarantees.
11. The Bank Guarantee shall not be affected by any change in the constitution of Bidder or us nor shall it
be affected by any change in your constitution or by any amalgamation or absorption thereof or
therewith but will ensure to the benefit of and be available to and be enforceable by the absorbing or
amalgamated company or concern.
12. The Bank Guarantee shall come into force from the date of its execution and shall not be revoked by
us any time during its currency without your previous consent in writing.
13. We further agree and undertake to pay you the amount demanded by you in writing irrespective of any
dispute or controversy between you and Bidder.
14. Notwithstanding anything contained herein above;
6. Our liability under this Guarantee shall not exceed Rs.........................................................................

(Rupees.........................................only);
7. this Bank Guarantee shall be valid up to and including the date .............; and
8. We are liable to pay the guaranteed amount or any part thereof under this Bank Guarantee only and
only if you serve upon us a written claim or demand on or before the expiry of this guarantee.
15. We have the power to issue this Bank Guarantee in your favour under the Memorandum and Articles
of Association of our Bank and the undersigned has full power to execute this Bank Guarantee under
the Power of Attorney issued by the Bank.
For and on behalf of
Branch Manager
Seal Address

10.14 Annexure-14: Anti-Bribery Declaration

On the letter-head of the Contractor Company/Vendor/Firm
Place:
Date:
To,
S Raghunath Reddy
Executive Vice President and Head -IT
Department of Information Technology
UTI Asset Management Company LTD.
UTI Tower, ‘Gn’ Block, Bandra Kurla Complex,
Bandra (E), Mumbai – 400051.
RFP Ref No O – DOIT – 3672

Sub: Contract/Agreement in respect of --------------------------------------------
We are in the process of entering in to agreement/contract with your Company for ---- (description of work)
------.
In this connection, we hereby declare that neither our Company/firm nor any of the employees of our
Company/firm have indulged in any activity, directly or indirectly, relating to payment of any extraneous
consideration/bribe/gratification to any of the employees of your Company for securing the said
work/contract/assignment, we have not paid any money to any of your employees, directly or indirectly and
also shall not indulge in to such activities in future.
Signature with name and designation.
*************************************************End of the Document********************************************

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RFP for Selection of System Integration Partner for UTI’s Journey to Cloud – RFP No.

Request for Proposal

UTI Asset Management Company Limited (UTI AMC)

12th Dec, 2018

Proprietary and confidential 2 Dec 12th, 2018

Proprietary and confidential 3 Dec 12th, 2018

6.7 Multi Cloud Management Platform ............................................................................................................. 48

Proprietary and confidential 4 Dec 12th, 2018

8.32 Intellectual Property Rights ......................................................................................................................... 71

Proprietary and confidential 5 Dec 12th, 2018

AMC Annual Maintenance Contract

ATS Annual Technical Support

BOM Bill of Material

DRC Disaster Recovery/ Disaster Recovery Center

LOI Letter of Intent

Proposal/ Bid Response to the RFP Document

OEM Original Equipment Manufacturer

Personnel/ Professionals and support staff provided by the Bidder

RACI Responsible, Accountable, Consulted, Informed

RCA Root Cause Analysis

RFP Request for Proposal

RDBMS Relational Database Management System

SLA Service Level Agreement

ST Systems Testing including testing of Business Scenarios, Integration and

TCO Total Cost of Ownership

Proprietary and confidential 6 Dec 12th, 2018

1.1 About UTI AMC

Proprietary and confidential 7 Dec 12th, 2018

The RFP is restricted to the following consultants:

Bidding Process activities

Proprietary and confidential 8 Dec 12th, 2018

• Circulation of pre-bid response to all Bidders, at the discretion of UTI AMC

1.2 Schedule of Bidding Process

Particulars Requirements, Dates and Timeline

Pre-Bid Meetings/Calls 19th Dec 2018

Presentation by Bidders 14th Jan 2019 – 18th Jan 2019

Commercial Bid opening To be informed later

1.3 Communication channels for RFP submission, enquires and clarifications

Proprietary and confidential 9 Dec 12th, 2018

Proprietary and confidential 10 Dec 12th, 2018

2.1 General Terms of Bidding

Proprietary and confidential 11 Dec 12th, 2018

Proprietary and confidential 12 Dec 12th, 2018

2.2 Information Confidentiality

Proprietary and confidential 13 Dec 12th, 2018

2.3 Costs Borne by Bidder

2.4 Bidder Obligation to Inform Itself

2.5 Evaluation of Offers

Proprietary and confidential 14 Dec 12th, 2018

2.8 Performance Guarantee

2.9 Validity of Bids

Proprietary and confidential 15 Dec 12th, 2018

3. Bid Format and submission

Sr. No. Sections

1 Executive summary of the Bidder response along with Company Credentials

2 Client reference list

Proprietary and confidential 16 Dec 12th, 2018

• Project Governance & Quality Assurance Approach

8 Post Implementation - Infrastructure Management Services

9 Assumption & Dependencies

Proprietary and confidential 17 Dec 12th, 2018

Important points for bid submission

Proprietary and confidential 18 Dec 12th, 2018