PURCHASE TERMS AND CONDITIONS

TATA TECHNOLOGIES LIMITED.

This document and all information contained herein is the sole property of Tata Technologies. No intellectual property rights are
granted by the delivery of this document or the disclosure of its content. This document shall not be reproduced or disclosed to a third
party without the express written consent of Tata Technologies. This document and its content shall not be used for any purpose other
than that for which it is supplied.

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 TERMS AND CONDITIONS OF PURCHASE
1. ACCEPTANCE: e. Goods dispatched by VPP or documents presented through
bank against cash will not be accepted unless so agreed upon in
Seller has read and understands this contract and agrees that writing previously.
Seller's written acceptance or commencement of any work or
services under this contract shall constitute Seller's acceptance f. Buyer shall be under no obligation to accept materials
of these terms and conditions only. received by the Buyer in excess of the quantity ordered and shall
remain the Buyer's premises at the Seller’s entire risk.
2. GENERAL
g. Materials / goods must be supplied / dispatched within the
a) No increase in prices shall be permitted during the period of time subject to the condition specified in the order. The time for
the Contract. and date of delivery stipulated in the purchase order shall be
deemed to be of the essence of the contract and delivery shall be
b) If the purchase order is not accepted by acknowledgment completed not later than the date specified matter of the order or
within ten days from the date of receipt by the Seller we shall be any consignment or part thereof within the period prescribed for
at liberty to cancel the same without incurring any liability such delivery, the Buyer shall be entitled to purchase elsewhere
whatsoever. Without notice to the Seller on account and at the risk of the
Seller the product\materials not delivered or others of similar
3. BILLS AND INVOICES description (where others exactly complying with the particulars
are not in the opinion of the Buyer which shall be final, readily
a) The Bills and invoices shall be made out and sent in procurable) without cancelling the contract in respect of the
duplicate clearly indicating the purchase order number, date and consignment not yet due for delivery or to cancel the contract in
description of the consignment and shall be sent to the Manager its entirely. In either event, the Seller shall be liable for any loss
Purchase, Tata Technologies Limited, 25 Rajiv Gandhi InfoTech which the Buyer may sustain on that account, but the purchaser
Park, Hinjawadi, Pune 411 057. shall not be entitled to any gains on repurchases made against
default.
b) Each consignment shall relate to one purchase order only.
h. The Buyer reserves the right to delay the delivery of the
4 PAYMENTS supplies without any change in price.

a) Normally within 30 days on satisfactory receipt of goods at i. Buyer reserves the right at any time to direct changes, or
site in the event of any dispute as to dimensions, weight, quality, cause Seller to make changes, to drawings and specifications of
finish, color, design or heading, the said period shall not be the goods or to otherwise change the scope of the work covered
binding. by this contract including work with respect to such matters as
inspection, testing or quality control, and Seller agrees to
b) For clearance of outstanding bills a statement showing bills promptly make such changes. Any difference in price or time for
outstanding with our Goods Receipt Document reference shall performance resulting from such changes shall be equitably
be sent to Manager (Finance), Tata Technologies Limited adjusted by Buyer after receipt of documentation in such form
indicating the purchase order number and date and description. and detail as Buyer may direct.

5 PACKING AND DISPATCH 6. INSPECTION AND REJECTION

a. All railway receipts / goods consignments notes / delivery a. lf the Buyer finds that product\materials supplied are not of
challans shall be made out in the name of Buyer and not in the contracted quality or not according to the specifications
personal names or to self except from the negotiation of the required by the Buyer or are received in damaged or broken
documents through bank. Any expenses incurred for taking condition or otherwise not satisfactory owing to any reason of
delivery of the consignment dispatched in a manner otherwise which the Buyer shall be the sole judge, the Buyer will be
than stipulated above will be recovered from the Seller. entitled to reject the material at any stage and cancel the order /
contract and buy its requirements in the open market at the risk
b. All packages shall be boldly and clearly marked on the and cost of the Seller and recover the loss, if any, occasioned in
outside of the package with the purchase order number and date. such risk purchase, from the Seller.

c. No additional changes will be allowed for packing, b. Buyer , its representative, customer and regulatory authority
forwarding and transport unless so stipulated, it being distinctly has the right to inspect / verify the product / process at your end.
understood that the prices shall be FOR Pune. This verification, however, will not absolve you of the
responsibility to supply acceptable product nor shall it preclude
d. Damages to any goods/materials for want or lack of proper subsequent rejection.
packing without ensuring the protection to goods will be at the
risk of the Sellers.

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 c. Local Sellers shall remove the rejected material within two 8. INTELLECTUAL PROPERTY:
weeks. In case the Seller fails to collect the rejected materials
within this time, the Buyer will scrap the materials after the a. Drawings and sketches, if any, furnished by the Buyer to the
period is over. The Buyer will have no liability whatsoever Seller shall be a controlled copy and always remain the property
including its loss in respect of such scrapped materials. In case of the Buyer and shall not be used for any either purpose except
of outside Sellers, the rejected materials shall be promptly for which they are provided. They shall not be defected, altered,
returned to them at their cost in all respects. So long as the copied or allowed to be copied in any manner whatsoever except
rejected materials lie at our Works for any reason, they shall be with the prior approval of the Buyer. Seller shall be responsible
entirely at Sellers risk and responsibility. for their safe custody during the period they are in possession
and shall ensure their prompt return to the Buyer when no longer
d. If material is not within time specifications and due to required.
urgency material is rectified as covered by our inspection report,
extra inspection and rectification charges incurred by Buyer b. Seller agrees not to assert any claim (other than a claim for
shall be recovered from the Sellers. patent infringement) with respect to any technical information
that Seller shall have disclosed or may hereafter disclose to
e. Stock rejection covered by Buyer inspection report, due to Buyer in connection with the goods or services covered by this
material defect, shall be recovered from Seller. The defective contract.
product\material will not be sent to the Seller; however credit
towards the scrap realization will be given to the Seller. c. Trade Mark of which the Buyer is either the registered
proprietor or registered user shall, if so approved by the Buyer,
7 WARRANTY /GUARANTEE be used only on the goods to be supplied to the Buyer and in the
manner provided. Their use colorable or otherwise, in any
a. Seller warrants/guarantees that the goods covered by this manner in relation to the products of the Seller, not for use by
contract will conform to the specifications, drawings, samples, the Buyer, shall be strictly prohibited and in the case of default
or descriptions furnished to or by Buyer, and will be shall render the Seller liable to legal action.
merchantable, of good material and workmanship and free from
defect. In addition, Seller acknowledges that Seller knows of d. Seller agrees: (a) to defend, hold harmless and indemnify
Buyer’s intended use and warrants/guarantees that all goods Buyer, its successors and customers against any claims of
covered by this contract that have been selected, designed, infringement (including patent, trademark, copyright, industrial
manufactured or assembled by Seller based upon Buyer's stated design right, or other proprietary right, or misuse or
use will be fit and sufficient for the particular purposes intended misappropriation of trade secret) and resulting damages and
by Buyer. The warranty period shall be that provided by expenses (including attorney’s and other professional fees)
applicable law, except that if Buyer offers a longer warranty to arising in any way in relation to the goods or services contracted,
its customers, such longer period shall apply. including such claims where Seller has provided only part of the
goods or services; Seller expressly waives any claim against
b. The Seller shall replace free of charge any part or parts found Buyer that such infringement arose out of compliance with
to be defective in quality finish, color, design, material or Buyer’s specification; (b) that Buyer or Buyer’s subcontractor
workmanship or in the event of the failure or indication of has the right to repair, reconstruct, or rebuild the specific goods
failure within 24 months the equipment is, put into use. In case delivered under this contract without payment of any royalty to
of non conformity in the product\ material reported by Buyer or Seller; (c) that parts manufactured based on Buyer’s drawings
customer, Seller is responsible for correction & corrective and/or specifications may not be used for its own use or sold to
action. third parties without Buyer’s express written authorization; and
(d) to the extent that this contract is issued for the creation of
c. In case of Services, Seller warrants that Services will be copyrightable works, the works shall be considered “works
performed by competent personnel, and will be of professional made for hire;” to the extent that the works do not qualify as
quality, consistent with generally accepted industry standards for “works made for hire,” Seller hereby assigns to Buyer all right,
the performance of such services. Seller will ensure that it has title and interest in all copyrights and moral rights therein.
all necessary resources to provide the Services, including,
without limitation, properly trained and licensed personnel, 9. SUPPLIER QUALITY AND DEVELOPMENT;
machinery, equipment and materials. The warranty period, if INSPECTION:
applicable, will for the duration prescribed by local law, but in
no event will be less than twenty-four (24) months from the date Seller agrees to participate in Buyer’s supplier quality and
of the provision of the Services. development program(s) and to comply with all quality
requirements and procedures specified by Buyer, as revised from
d. Seller specifically warrants and agrees that Seller will not time to time, including those applicable to Seller. In addition,
introduce malicious software into Buyer’s equipment, Buyer shall have the right to enter Seller’s facility at reasonable
database(s) or network(s). In the event that Seller does times to inspect the facility, goods, materials and any property of
introduce malicious software, Seller will work with Buyer to Buyer covered by this contract. Buyer’s inspection of the goods,
immediately remove such malicious software from all infected whether during manufacture, prior to delivery or within a
equipment, database(s) and network(s) and will restore such reasonable time after delivery, shall not constitute acceptance of
equipment, database(s) and network(s) to their original state. any work-in-process or finished goods.

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 10. FORCE MAJEURE claims by Seller’s subcontractors, for loss of anticipated profit,
unabsorbed overhead, interest on claims, product development
The Buyer shall not be liable for non-performance or delays in and engineering costs, facilities and equipment rearrangement
or failure in performance hereon if and to the extent caused by costs or rental, unamortized depreciation costs, or general and
occurrences beyond their control, including but not limited to, administrative burden charges from termination of this contract.
acts of God, decrees or restraints of Government, strikes, or
other labour disturbances, war sabotage, change of law, refusal 14. SAVINGS
on the part of any government, government agencies bank Jr
other competent authority to grant any necessary permit license a. The Buyer reserves the right to add or amend or to alter or
or sanction or deciding to revoke or qualify and such permit or modify of render inoperative any one or more of these terms by
in the event of any other supervening clause rendering prescribing special conditions in any particular purchase order
performance or further performance of any of the obligations and to the extent such addition or modification is made the
impossible in accordance with the most liberal interpretation of altered and additional clauses shall have effect, the Buyer's
the doctrine of frustration of contracts. decision shall be final in disputes arising out of the purchase
orders. Money due to the Buyer either as damages or under any
11. INSOLVENCY: other order may be adjusted, when setting payment against this
order.
Buyer may immediately terminate this contract without liability
to Seller in any of the following or any other comparable events: b. In addition to any right of setoff or recoupment provided by
(a) insolvency of Seller; (b) filing of a voluntary petition in law, all amounts due to Seller shall be considered net of
bankruptcy by Seller; (c) filing of any involuntary petition in indebtedness of Seller and its affiliates/subsidiaries to Buyer and
bankruptcy against Seller; (d) appointment of a receiver or its affiliates/subsidiaries; and Buyer shall have the right to setoff
trustee for Seller; or (e) execution of an assignment for the against or to recoup from any amounts due to Seller and its
benefit of creditors by Seller, provided that such petition, affiliates/subsidiaries from Buyer and its affiliates/subsidiaries.
appointment or assignment is not vacated or nullified within 15 Should the sum be not sufficient to cover the full amount
days of such event. Seller shall reimburse Buyer for all costs recoverable, the Seller shall pay to the Buyer on demand the
incurred by Buyer in connection with any of the foregoing, remaining balance due.
including, but not limited to, all attorney’s or other professional
fees. 15. FALL CAUSE

12. TERMINATION FOR BREACH OR The prices charged for the stores supplied under the contract the
NONPERFORMANCE; SALE OF ASSETS OR CHANGE contractor shall in no event exceed the lowest price at which the
IN CONTROL: contractor sells the stores of identical description to any other
person during the period of the contract.
Buyer reserves the right to terminate all or any part of this If at any time during the said period the contractor reduces the
contract, without liability to Seller, if Seller: (a) repudiates or sales price of such stores or sells such stores to any other persons
breaches any of the terms of this contract, including Seller’s at a price lower than the price chargeable under the contract, he
warranties; (b) fails to perform services or deliver goods as shall forthwith notify such reduction or sale to the Director and
specified by Buyer; (c) fails to make progress so as to endanger General Manager or the concerned authority and the price
timely and proper completion of services or delivery of goods; payable under the contract for the Stores supplied after the date
and does not correct such failure or breach within 10 days (or of coming into force such reduction or sale shall stand
such shorter period of time if commercially reasonable under the correspondingly reduced, The above stipulation will not,
circumstances) after receipt of written notice from Buyer however, apply to
specifying such failure or breach. In addition, Buyer may a) Exports by the contracts
terminate this contract upon giving at least 60 days notice to b) Sales of goods as original equipment at prices lower
Seller, without liability to Seller, if Seller (i) sells, or offers to than the prices charged for normal replacement.
sell, a material portion of its assets, or (ii) sells or exchanges, or 16. Flow down of purchase order (PO)/ Contract requirements to
offers to sell or exchange, or causes to be sold or exchanged, a the sub tier Sellers is the responsibility of Seller.
sufficient amount of its stock that effects a change in the control 17. Non disclosure agreement (NDA) as included in the contract
of Seller. should by duly signed by the Seller, it is the responsibility of the
Seller to ensure this before receiving any input from Buyer.
13. TERMINATION FOR CONVENIENCE:
18. BREACH OF ORDER:
In addition to any other rights of Buyer to terminate this
contract, Buyer may, at its option, immediately terminate all or If the Seller is in breach of the order or any of the conditions laid
any part of this contract, at any time and for any reason, by in the order, the Buyer shall give a written notice to the Seller
giving written notice to Seller. Upon such termination, the entire asking for appropriate remedy. If the breach is not capable of a
liability of the Buyer shall not exceed the contract price for all remedy then the order shall be terminated with immediate effect.
goods or services that have been completed in accordance with If the breach is capable of remedy then the Seller shall rectify
this contract and not previously paid for on the date of the same within 28 days (or other periods as agreed upon) of the
termination. Buyer shall not be liable for and shall not be issue of notice by the Buyer, failing which the Buyer shall
required to make payments to Seller, directly or on account of

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 terminate the order. The Seller shall bear all costs arising out of 21 SEVERANCES:
the incident.
If any of the terms of this order is nullified of made void by a
19 SUB CONTRACT AND ASSIGNMENT: written statement by the Buyer, the remaining conditions as far
as possible shall remain in full force as applicable.
No order shall be may be sub contracted without the prior
permission of the Buyer (in cases applicable). The Buyer shall 22 COMPLIANCE WITH LAW AND REGULATIONS:
not unreasonably withhold any such decisions affecting the
Seller’s performance. a. The Seller shall abide all applicable law applicable to its
businesses in carrying out the work outlined in the order. The
Seller shall conform to all applicable statuary and regulatory
20 INDUCEMENTS: requirements

20.1 The Seller shall not b. Seller, shall comply with all applicable laws, rules,
 Induce an employee of the Buyer to allow any concessions to regulations, orders, conventions, ordinances or standards of the
the Seller, issuance of order or any other requirement country(ies) of destination or that relate to the manufacture,
 Pay money or any other benefit to any third party in labeling, transportation, importation, exportation, licensing,
connection with negotiation and/ or the order approval or certification of the goods or services, including, but
 Encourage an employee to perform an act of dishonesty not limited to, those relating to environmental matters, wages,
against the Buyer, which may benefit the employee and/ or be hours and conditions of employment, subcontractor selection,
detriment to the Buyer. discrimination, occupational health/safety and motor vehicle
safety. Seller further represents that neither it nor any of its
20.2 The Seller warrants that it shall: subcontractors will utilize slave, prisoner or any other form of
forced or involuntary labor in the supply of goods or provision
(a) comply with all applicable laws, statutes and regulations of services under this contract. At Buyer’s request, Seller shall
relating to anti-bribery and anti-corruption including but not certify in writing its compliance with the foregoing. Seller shall
limited to the Bribery Act 2010; indemnify and hold Buyer harmless from and against any
(b) have and maintain in place throughout the term of any liability claims, demands or expenses (including attorney’s or
Contract policies and procedures, including but not limited to other professional fees) arising from or relating to Seller’s
adequate procedures under the Bribery Act 2010 and will noncompliance.
enforce them where appropriate;
(c) ensure that all persons associated with it and other c. Credits or benefits resulting or arising from this contract,
persons who are delivering Goods in connection with a Contract including trade credits, export credits or the refund of duties,
comply throughout the operation of that Contract; taxes or fees, shall belong to Buyer. Seller shall provide all
(d) immediately notify Tata Technologies if a foreign public information necessary (including written documentation and
official becomes an officer or employee of the Seller or acquires
a direct or indirect interest in the Seller (and the Seller warrants electronic transaction records) to permit Buyer to receive such
that it has no foreign public officials as officers, employees or benefits or credits, as well as to fulfill its customs related
direct or indirect owners at the date of a Contract); and obligations, origin marking or labeling requirements and local
(e) within one (1) month of the date of the first Contract content origin requirements, if any. Export licenses or
entered under these terms and conditions, and annually authorizations necessary for the export of the goods shall be the
thereafter, certify to Tata Technologies in writing signed by an responsibility of Seller unless otherwise indicated in this
officer of the Supplier, compliance with paragraph 20.2 by the contract, in which event Seller shall provide such information as
Supplier and all persons associated with it and all other person may be necessary to enable Buyer to obtain such licenses or
for whom the Supplier is responsible. The Supplier shall provide authorization(s). Seller shall undertake such arrangements as
such supporting evidence of compliance as Tata Technologies necessary for the goods to be covered by any duty deferral or
may reasonably request. free trade zone program(s) of the country of import.

1.2. Breach of this shall be deemed a material breach d. When, in the performance of this contract, Seller’s personnel
incapable of remedy. are to be located at Buyer’s site, Seller will furnish a complete
list of all personnel to be located at the Buyer's site and Seller
1.3. For the purpose of this paragraph: shall be responsible for all actions of its personnel. Seller agrees
(a) the meaning of 'foreign public official' and whether a to comply with all regulations and policies at Buyer’s site, and
person is 'associated with' another person shall be determined in Buyer reserves the right to bar employees, representatives or
accordance with sections 6(5) and 6(6) of the Bribery Act 2010 agents of Seller from Buyer’s site for failure to observe such
and section 8 of that Act respectively; and regulations and policies. Seller’s personnel shall in no event be
(b) a person associated with the Supplier includes but is not considered employees of Buyer; Seller will remain responsible
limited to any subcontractor of the Supplier. for all wages, taxes, benefits, payroll deductions, remittances,
and other obligations with respect to its personnel.

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 e. The Buyer reserves the right to terminate the order or return Where Seller utilizes the services of third parties, Seller must
the supplies (is possible) if the Seller is found and confirms his include in its contracts with such third parties a “right to audit”
non compliance with any applicable laws and regulations clause with terms and conditions similar to those set out in this
paragraph.

23 INDEMNIFICATIONS:
28 TATA CODE:
If Seller performs any work on Buyer’s premises or utilizes the
Seller is aware that the business activities of the Buyer are self-
property of Buyer, whether on or off Buyer’s premises, Seller
regulated by the “Tata Code of Conduct” and agrees that it shall
shall indemnify and hold Buyer harmless from and against any
at all times abide by the said code. Seller further undertakes that
liability, claims, demands or expenses (including attorney’s and
it will promptly report any violation or potential violation of the
other professional fees) for damages to the property of or
Code by any person to the Local Ethics Counselor or the
injuries (including death) to Buyer, its employees or any other
Buyer’s Ethics Counselor or the CEO of Buyer. Buyer, in turn,
person arising from or in connection with Seller’s performance
undertakes that it will maintain confidentiality of all
of work or use of Buyer’s property, except for such liability,
communication received.
claim, or demand arising out of the sole negligence of Buyer.
29 NO IMPLIED WAIVER:
24 INSURANCE:
The failure of either party at any time to require performance by
Seller shall maintain insurance coverage with carriers acceptable
the other party of any provision of this contract shall in no way
to Buyer. Seller shall furnish to Buyer either a certificate
affect the right to require such performance at any time
showing compliance with these insurance requirements or
thereafter, nor shall the waiver of either party of a breach of any
certified copies of all insurance policies within 10 days of
provision of this contract constitute a waiver of any succeeding
Buyer’s written request. The certificate will provide that Buyer
breach of the same or any other provision.
will receive 30 days’ prior written notice from the insurer of any
termination or reduction in the amount or scope of coverage.
30. NON-ASSIGNMENT:
Seller’s furnishing of certificates of insurance or purchase of
insurance shall not release Seller of its obligations or liabilities
Unless otherwise specifically prohibited by applicable law,
under this contract.
Seller may not assign or delegate its rights or obligations under
this contract without Buyer’s prior written consent.
25 NO ADVERTISING:
31. RELATIONSHIP OF PARTIES:
Seller shall not, without first obtaining the written consent of
Buyer, in any manner advertise or publish the fact that Seller has
Seller and Buyer are independent contracting parties and nothing
contracted to furnish Buyer the goods or services covered by this
in this contract shall make either party the agent or legal
contract, or use any trademarks or trade names of Buyer in
representative of the other for any purpose whatsoever, nor does
Seller’s advertising or promotional materials.
it grant either party any authority to assume or to create any
26 EXCLUSIVE SERVICES obligation on behalf of or in the name of the other.

Seller agrees that, at Buyer’s request, it will not, for a period of 32 ARBITRATION
twelve (12) months following completion of the Services, assign
All disputes arising out of this purchase order shall be referred,
those persons who directly and substantively performed services except as to matters in respect whereof the decision is
for Buyer under this contract and had access to Buyer’s specifically provided for by this condition, to the award of two
Information to perform similar services for a competitor in the arbitrators one to be nominated by each party to the dispute.
same line of business as Buyer. This clause is subject to any Subject to the said provisions for arbitration, Courts in Pune
limitations imposed by local law. shall have exclusively jurisdiction in the matter.

27 RIGHT TO AUDIT 33 GOVERNING LAW; JURISDICTION:

Buyer, at its expense, has the right to enter onto Seller’s This contract is to be construed according to the laws of the
premises to review and/or audit the appropriate records, country (and state/province, if applicable) from which this
including the administrative procedures of Seller, to substantiate contract is issued as shown by the address of Buyer, excluding
the charges invoiced under this contract. Seller will preserve all the provisions of the United Nations Convention on Contracts
pertinent documents for the purpose of auditing charges invoiced for the International Sale of Goods and any conflict of law
by Seller for a period of three (3) years after final payment, or provisions that would require application of another choice of
such longer period as Buyer specifies in this contract. Seller law. Any action or proceedings by Buyer against Seller may be
further agrees to cooperate fully with Buyer with all reasonable brought by Buyer in any court(s) having jurisdiction over Seller
requests of Buyer during review(s) or audit(s) and agrees that or, at Buyer’s option, in the court(s) having jurisdiction over
such audit may be used as a basis for settlement of disputes Buyer’s location, in which event Seller consents to jurisdiction
which might arise regarding payments under this contract. and service of process in accordance with applicable procedures.

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 Any actions or proceedings by Seller against Buyer may be 35. SUPPLIER CODE OF CONDUCT AND INFORMATION
brought by Seller only in the court(s) in Pune. SECURITY POLICY

34. SEVERABILITY: The supplier is aware that the business activities of Tata
Technologies are self-regulated by the “Tata Code of Conduct”
If any term(s) of this contract is invalid or unenforceable under which is incorporated by reference to the Supplier Code of
any statute, regulation, ordinance, executive order or other rule Conduct, which can be accessed to and downloaded from the
of law, such term(s) shall be deemed reformed or deleted, as the company website [Click Here]. The Supplier is aware that the
case may be, but only to the extent necessary to comply with security and confidentiality of Tata Technologies’ information is
such statute, regulation, ordinance, order or rule, and the important to its business and it is regulated by the Information
remaining provisions of this contract shall remain in full force Security Policy. With the acceptance of this Purchase Order, the
and effect. Supplier agrees to abide by the Supplier Code of Conduct and
Information Security Policy of Tata Technologies and further
undertakes that it will promptly report any violation or potential
violation of the same by any person to
[email protected].

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