Scope of Work, Pricing & Terms - O&M Services by Sonatul

Proposal for Project Implementation on Turnkey Basis under
All-inclusive Project Implementation (API) Scheme by SonAtul

Customer:
Mr. Hiren Rajgor
Project:
10 MWp Grid Interactive Solar PV Power Generation Plant
SonAtul Ref.:
SonAtul/SOLARPV/API/1014/18-KT
Date of Issue:
13.10.2014
CONFIDENTIAL
10.
SCOPE OF WORK, PRICING & TERMS - O&M SERVICES BY SONATUL
10.1
Pricing and Terms for O&M Services by SonAtul:
1. Pricing:
SonAtul charges will be INR 8,00,000.00 (Indian Rupees

Eight Lakh only) per MWp per annum with annual escalation
of 5% from second year onwards, for providing the services
mentioned in Table-11 herein below under O&M Service
Contract.
2. Taxes:
Taxes mentioned in foregoing clause 7.1 under Schedule of

Taxes will be payable extra by the Customer over and above
annual O&M charges.
3. Term:
The term of O&M Service Contract shall commence

immediately after successful commissioning of the Project
and shall prevail till completion of first 10 years of operation
following the successful commissioning of the Project.
4. Payment:
Payment for O&M Services is to be made on half yearly

basis at the beginning of respective half year. While the
payments for spares required, if any, are to be made in
advance prior to procurement of spares.
5. Customer Scope:
The Customer shall be liable to make payments of

i) Charges for electricity for auxiliary consumption;
ii) Charges for water required for module washing;
iii) Charges for Annual Project Insurance.
6. Others:
In relation to SonAtul O&M Team, SonAtul shall be

responsible for the followings
i) Insurance;
ii) Medical aid;
iii) Local conveyance;
iv) Drinking water, food and accommodation and;
v) Provision of personal safety equipments and means of
communication.
Page | 25

Customer:
Mr. Hiren Rajgor
Project:
SonAtul Ref.:
Date of Issue:
13.10.2014
CONFIDENTIAL
10.3
Scope of Work at a Glance under O&M Services by SonAtul:

Table-11: Scope of Work under O&M Services by SonAtul
Sr. No.
Operation and Maintenance Services
Operation and Management of the Project:

1
Day to day technical operation of the Project as per the operational

procedures set forth in O&M Service Manual and applicable vendor
warrantees.
Monitor and log of the generation data using the SCADA installed.
Prepare daily and monthly energy generation records.
Coordinate with STU, RLDC and SLDC
5
6
Prepare annual operational budget and help assist the Customer to

determine annual expenditure cap for operational part of the Project.
Daily and monthly reporting of generation data to Customer, STU and
RLDC
Maintain records of the modifications carried out at Project site.
Appoint team of technically qualified team to look after O&M activity.
Appoint suitable numbers of security personal to protect the Project

property.
Maintenance:
10
11
12
13
14
15
16
17
Periodically wash the Solar PV Modules to maintain the Performance Ratio

at or above 75% mark.
Periodically inspect all electrical connections in the plant and apply the
corrections wherever required.
Monitor all electronic and electrical equipments in the plant for abnormal
temperature rise or any malfunction. Apply the remedy wherever required.
Inform the Customer about important spares to be maintained and help
assist the Customer in procurement of such spares.
In case of major breakdown attend the problem on priority basis to
minimize the Project outage.
Maintain the history of Routine and Breakdown maintenance and actions
thereof.
From the history of maintenance prepare Preventive Maintenance Schedule
and apply the same to reduce the risk of outages due to major
breakdowns.
Keep the Customer updated about all maintenance activities carried out.
Page | 26

Customer:
Mr. Hiren Rajgor
Project:
SonAtul Ref.:
Date of Issue:
13.10.2014
CONFIDENTIAL
11.
11.1
SUMMARY OF OFFER UNDER API SCHEME BY SONATUL
Scope of Offer:
SonAtul has devised a unique All-inclusive Project Implementation (API) Scheme
for implementation of Solar PV Project in India and abroad. This offer under API
Scheme by SonAtul covers implementation of 10 MWp Solar PV Power Generation
Plant on turnkey basis which includes
Project Management Services (PMS):
Project Finance Facilitation: SonAtul facilitates the Project Finance,
through associate Financing Entity of SonAtul, up to 95% of the
total Project Cost on Non-recourse Funding basis for 10 years
excluding moratorium period of 12 calendar months following first
disbursement. An interest @ 7% per annum will be charged for the
said Project Finance on reducing balance basis.
Site Management and Administration: Here SonAtul provides
services for site mobilization and administrates activities related to
construction at site. This includes management of utilities required
at the site
Statutory Compliances Facilitation: On behalf of the Customer
SonAtul undertakes to obtain all permissions and pay the deposits
mandatory for implementation of Solar PV Project in the respective
State. The payment of deposits includes deposits for utilities as well
as for ABT and Check Energy meters.
Energy Sale Arrangement: Here SonAtul undertakes to make
arrangements for sale of electricity generated with either a third
party
or
Government
depending
on
Project
Implementation
Mechanism.
Project Implementation Services:
Under their EPC Services SonAtul carries out physical implementation of
the project, this includes
Engineering: SonAtul designs the Project with applicable standard
considering meteorological data and other conditions at the site
under consideration for optimum performance of the Project.
Procurement (Supply): Under this service SonAtul supplies all the
material required to construct the Project.
Page | 27

Customer:
Mr. Hiren Rajgor
Project:
SonAtul Ref.:
Date of Issue:
13.10.2014
CONFIDENTIAL
Construction (Implementation): Construction activity by SonAtul

covers following activities involved in physical implementation of
the Project
a) All civil constructions;
b) Assembly and erection of all mechanical structures;
c) All electrical work like erection of electrical/electronic equipments
of the Project and cabling thereof.
Commissioning of the Project: On completion of the Project SonAtul
goes for testing of the Project followed by commissioning of the
Project.
Operation and Maintenance (O&M) Services:
For the Project implemented under API Scheme by SonAtul it is mandatory
that the responsibility of O&M shall remain with SonAtul till full repayment
of the Term Loan.
Scope and Terms of O&M Services by SonAtul are listed below.
Scope: The major responsibilities of SonAtul under O&M Services
are
a) Project monitoring and data logging using SCADA installed;
b) Routine operation of the Project as per standards mentioned in
O&M Service manual;
c) Carry out routine maintenance and attending breakdowns;
d) Coordinating with STU, RLDC and SLDC;
e) Reporting O&M activities to the Customer;
f) Management of the Project.
Term:
The
term
of
O&M
Service
Contract
will
commence
immediately after successful commissioning of the Project and shall

prevail till completion of first 10 years of operation following
successful commissioning of the Project.
11.2
Pricing under API Scheme by SonAtul:

Notes: 1. To allocate equity participation by the Customer and debt portion under
API Scheme by SonAtul it is essential to compute Total Project Cost, which
is done by treating EPC Cost as reference price.
2. O&M Cost is Not Part of the Project Cost.
Page | 28

Customer:
Mr. Hiren Rajgor
Project:
SonAtul Ref.:
Date of Issue:
13.10.2014
CONFIDENTIAL
Pricing for Project Implementation Services:

Table-12: Project Cost for 10 MWp Solar PV Project - API Scheme by SonAtul
Particulars
Land Cost for 50 acres (Lease or Purchase)
Project Management Services
EPC Cost for 10 MWp
Transmission Line up to 5 km
TOTAL A
One Time Commission of Overseas Facilitator
TOTAL PROJECT COST
TOTAL CONTRACT VALUE
%age
of
2.47
4.50
100
1.25
EPC
EPC
EPC
EPC
3.00
TOTAL A
INR in Crore
Cost
Cost
Cost
Cost
1.92
3.50
77.80
0.97
84.20
2.53
86.72
86.72
Table-13: Funding Proposition under API Scheme by SonAtul

Particulars
Equity Participation by Customer - 5% of Project Cost
Term Loan for 10 Years - 95% of Project Cost
TOTAL PROJECT COST
INR in Crore
4.34
82.38
86.72
Pricing for O&M Services:

SonAtul charges will be INR 8,00,000.00 (Indian Rupees Eight Lakh only) per
MWp per annum with annual escalation of 5% from second year onwards, for
providing the services under O&M Service Contract, which is to be paid on half
yearly basis at the beginning of respective half year. Spare used, if any, will be
charged extra.
The Customer will be responsible for payment of charges for Water, Auxiliary
Electricity Consumption and annual Project Insurance.
11.3
Eligibility:
To avail the services towards Solar PV Project implementation under API Scheme
by SonAtul, the Customer shall have provision for
Advance payment amounting to 5% of the Total Project Cost;
Requisite land parcel and;
Documents mentioned in ANNEXURE II of clause 12.2 hereinafter.
11.4
Taxes, Payment Terms, Guarantee, and all other Terms remain same as quoted
elsewhere in this offer.
Page | 29

Customer:
Mr. Hiren Rajgor
Project:
SonAtul Ref.:
Date of Issue:
13.10.2014
CONFIDENTIAL
12.
12.1
ANNEXURE I
ANNEXURES
Customer Scope under API Scheme by SonAtul:
Table-14: Customer Scope for Project Implementation Services

Sr. No.
1
Awarding the Contracts to SonAtul for Project Finance, Project

Implementation along with Operation and Maintenance services.
Payment of agreed advance to SonAtul at the time of signing the

Contracts.
Timely provision of requisite documents required by SonAtul.
Provision of land with NA status. The land should be fairly leveled, free
from boulders beneath the ground with appropriate sloping (more than
1:100) towards south direction.
Issuance of Form 5 under Contract Labor (Regulation and Abolition) Act

1970 to SonAtul.
Payment of additional costs arising due new requirements and/or changes

in the scheme/policy imposed by any regulatory authority after signing of
the Contract
Risk due to unavailability of grid.
Collection of dues from STU and/or Third Party Energy Buyer.
Payment of water and auxiliary electricity consumption charges during

O&M phase of the Project.
10
12.2
Customer Scope
Payment of annual Project Insurance charges.
ANNEXURE II
List of Documents to be furnished by Customer:
Notes: 1. The Customer has to provide documents listed below at the time of signing of
the Contracts. The documents required may vary depending on State Policies of
the State under consideration;
2. All photocopies of the documents must be duly notarized.
-:List of Documents to be furnished by Customer:1. Memorandum of Association (MoA) and Company Incorporation Certificate.
2.
any.
3. Name and Address Proof of all the Directors.

4. Brief Profile of all the Directors.
Page | 30

Customer:
Mr. Hiren Rajgor
Project:
SonAtul Ref.:
Date of Issue:
13.10.2014
CONFIDENTIAL
5. Copy of Photo Identity of all the Directors such as Passport or Driving License.
6. Copies of PAN Cards of all Directors.
7. Original board resolution on Company letter head and 100 Rupees stamp
paper for authorizing signatory of the Customer.
8. Copy of Photo Identity and Address Proof of Authorized Signatory.
9.
including
but not limited to:
a. Title clearance certificate
b. 7/12 and 8A certificate
c. Index 2 certificate
d. Certificate or copy of Application for NA (Non-agricultural) land for
industrial use.
e. Registered Sales Deed
land parcels for the Project (in local language and in English).
10. Right of Access and Permits in case of Road, Streams, Railway, Electrical and
Telecom lines passing through the Project site, if required.
11. Copy of following Documents (Not Applicable for Newly Formed Company)
Last 3 Years Audited P & L Statements of the Company.
Last 3 Years Income Tax Return.
Last 1 Year
Bank Statement.
12. Copy of Net-worth Certificate Issued by CA, of the Company in Case of

Existing Company or of All the Directors in Case of Newly Formed Company.
13. Copy of GIR (PAN)
Company.
14. IEC (Importer Exporter Certificate) of the Customer.

15. IEM (Industrial Entrepreneur Memorandum) Certificate of the Customer.
16. Entry permit.
17. Central Excise, VAT and Service Tax registrations certificates of the
Customer (self-attested) with address proof.
Page | 31

Customer:
Mr. Hiren Rajgor
Project:
SonAtul Ref.:
Date of Issue:
13.10.2014
CONFIDENTIAL
12.3
ANNEXURE III
Indicative Returns on 10 MWp Solar PV Project Implemented Under
API Scheme by SonAtul
Notes:
1) The projections indicated in this sheet are for indicative purpose only
and are based on current government policies and market trends and are
subjected to review depending on variations in the same.
2) For sake of revenue computation from the project a fair and reasonable
income of INR
8.50
per unit (of electricity) is considered from
Third Party Sale of Electricity and Sale of REC.
Funding Proposition:
INR in Crore
Equity Participation by Promoter:

Project Finance for 10 Years:
4.34
82.38
TOTAL PROJECT COST:
86.72
Terms of the Project Finance:

1
2
3
4
Term Loan Amount - 95% of the Total Project Cost

Repayment Period - 10 calendar years excluding Moratorium Period.
Moratorium Period - 1 calendar year following first disbursement.
Rate of Interest - 7% p. a. on reducing balance basis.
Revenue Generation in First 10 Years:

Total Units Generated in First 10 Years of Operation:
Multiply by Earning per Unit from Sale of Electricity & Sale of REC
TOTAL REVENUE EARNED IN FIRST 10 YEARS OF OPERATION INR
Computation of Gross Profit:
Total Revenue Earned in First 10 Years of Operation
LESS Total Principal and Interest Paid in 10 Years
LESS O&M Charges for First 10 Years of Operation
Figures in Crore
16.50
8.50
140.25
INR in Crore
140.25
114.79
10.10
PROFIT BEFORE TAX

LESS Minimum Applicable Tax (MAT) @ 18.36%
15.36
2.82
GROSS PROFIT EARNED IN FIRST 10 YEARS OF OPERATION
12.54
Equity Payback Period:
INR in Crore
Equity Participation by Promoter

LESS Realization of Land Cost
LESS Funds Accrued with Promoter During Moratorium Period
LESS Gross Profit For First 5.7 Months of Operation
4.34
1.83
1.91
0.60
Equity at end of 5.7 Months After Date of Commissioning
0.00
Page | 32

Customer:
Mr. Hiren Rajgor
Project:
SonAtul Ref.:
Date of Issue:
13.10.2014
CONFIDENTIAL
Salient Features of API Scheme by SonAtul:

1
You get Term Loan up to 95% of the Project Cost with an Interest Rate of
just 7% per annum;
You need Not have to provide any Additional Collateral Security;
You get a Moratorium period of 1 calendar year following first

disbursement;
Your equity of INR 4.34 Crore gets paid back to you in just 5.7 months
following the commissioning of the Project;
Against your short term investment of INR 4.34 Crore at end of 1st 10
Years of Operation you earn a Gross Profit of INR 12.54 Crore
you get a Project worth INR 86.72 Crore. Thus against your Short Term
Investment of INR 4.34 Crore, your total gain at end of First 10 years
of Operation will be INR 99.26 Crore. An unparalleled proposition where
your Short Term Investment gets Multiplied by almost 23 times.
After repaying Term Loan your Gross Profit per annum jumps to almost
INR 12.73 Crore from INR 1.25 Crore per annum.
Other Benefits:
7
You enjoy Income Tax Holidays for First 10 Years of Operation;
By availing Accelerated Depreciation you can save huge on as far as

Income Tax is considered.
Page | 33

Customer:
Mr. Hiren Rajgor
Project:
SonAtul Ref.:
Date of Issue:
13.10.2014
CONFIDENTIAL
12.4
ANEEXURE IV
Repayment Schedule for Solar Project of 10 MWp
Implemented Under API Scheme by SonAtul
Notes:
1. The Loan Amount below indicates the sum of Principal Amount and there is no
Interest during Construction and Moratorium period.
2. Figures indicated are INR in Crore
Yearly Repayment Details - Interest & Principal
INR in Crore
Loan Amount
82.38
Loan Terms (Years)
10.00
Moratorium Period (Years)
1
Project Implementation Period (Months)
10
Payments per year
12.00
Rate of Interest
0.07
Monthly Instalment (Principal + Interest)
0.96
Yearly Repayment Details - Interest & Principal
Year
Interest
Principal
Total
1
0.00
0.00
0.00
2
5.58
5.90
11.48
3
5.15
6.33
11.48
4
4.70
6.78
11.48
5
4.21
7.27
11.48
6
3.68
7.80
11.48
7
3.12
8.36
11.48
8
2.51
8.97
11.48
9
1.86
9.61
11.48
10
1.17
10.31
11.48
11
0.42
11.06
11.48
Total Interest and Principal paid in 10 Years
114.79
Month wise Instalment Details of Interest and Principal Repayment

Month
Instalment
Interest
Principal
Balance
Opening Balance of Principal Amount
82.38
1
0.00
0.00
0.00
82.38
2
0.00
0.00
0.00
82.38
3
0.00
0.00
0.00
82.38
4
0.00
0.00
0.00
82.38
5
0.00
0.00
0.00
82.38
6
0.00
0.00
0.00
82.38
7
0.00
0.00
0.00
82.38
8
0.00
0.00
0.00
82.38
9
0.00
0.00
0.00
82.38
10
0.00
0.00
0.00
82.38
11
0.00
0.00
0.00
82.38
12
0.00
0.00
0.00
82.38
13
0.96
0.48
0.48
81.91
14
0.96
0.48
0.48
81.43
15
0.96
0.48
0.48
80.95
16
0.96
0.47
0.48
80.46
17
0.96
0.47
0.49
79.98
18
0.96
0.47
0.49
79.49
19
0.96
0.46
0.49
78.99
20
0.96
0.46
0.50
78.50
21
0.96
0.46
0.50
78.00
Page | 34

Customer:
Mr. Hiren Rajgor
Project:
SonAtul Ref.:
Date of Issue:
13.10.2014
CONFIDENTIAL
Month wise Instalment Details of Interest and Principal Repayment

Month
Instalment
Interest
Principal
Balance
22
0.96
0.45
0.50
77.50
23
0.96
0.45
0.50
76.99
24
0.96
0.45
0.51
76.49
25
0.96
0.45
0.51
75.98
26
0.96
0.44
0.51
75.46
27
0.96
0.44
0.52
74.95
28
0.96
0.44
0.52
74.43
29
0.96
0.43
0.52
73.90
30
0.96
0.43
0.53
73.38
31
0.96
0.43
0.53
72.85
32
0.96
0.42
0.53
72.32
33
0.96
0.42
0.53
71.78
34
0.96
0.42
0.54
71.25
35
0.96
0.42
0.54
70.71
36
0.96
0.41
0.54
70.16
37
0.96
0.41
0.55
69.61
38
0.96
0.41
0.55
69.06
39
0.96
0.40
0.55
68.51
40
0.96
0.40
0.56
67.95
41
0.96
0.40
0.56
67.39
42
0.96
0.39
0.56
66.83
43
0.96
0.39
0.57
66.26
44
0.96
0.39
0.57
65.69
45
0.96
0.38
0.57
65.12
46
0.96
0.38
0.58
64.54
47
0.96
0.38
0.58
63.96
48
0.96
0.37
0.58
63.38
49
0.96
0.37
0.59
62.79
50
0.96
0.37
0.59
62.20
51
0.96
0.36
0.59
61.61
52
0.96
0.36
0.60
61.01
53
0.96
0.36
0.60
60.41
54
0.96
0.35
0.60
59.81
55
0.96
0.35
0.61
59.20
56
0.96
0.35
0.61
58.59
57
0.96
0.34
0.61
57.97
58
0.96
0.34
0.62
57.35
59
0.96
0.33
0.62
56.73
60
0.96
0.33
0.63
56.11
61
0.96
0.33
0.63
55.48
62
0.96
0.32
0.63
54.84
63
0.96
0.32
0.64
54.21
64
0.96
0.32
0.64
53.57
65
0.96
0.31
0.64
52.92
66
0.96
0.31
0.65
52.28
67
0.96
0.30
0.65
51.62
68
0.96
0.30
0.66
50.97
69
0.96
0.30
0.66
50.31
70
0.96
0.29
0.66
49.65
71
0.96
0.29
0.67
48.98
72
0.96
0.29
0.67
48.31
73
0.96
0.28
0.67
47.63
74
0.96
0.28
0.68
46.95
75
0.96
0.27
0.68
46.27
76
0.96
0.27
0.69
45.59
77
0.96
0.27
0.69
44.89
78
0.96
0.26
0.69
44.20
79
0.96
0.26
0.70
43.50
Page | 35

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Proposal for Project Implementation on Turnkey Basis under

All-inclusive Project Implementation (API) Scheme by SonAtul