MSS INDIA PVT LTD(100% EOU)

Works :- PLOT NO H-8, H-8/1, H-111 , MIDC AMBAD

Nashik Maharashtra 422010 India

Phone : 02536717107 Email : mssindia_purchase@mssindia.co.in, mssindia_07@mssindia.co.in Website : www.mssindia.co.in

GSTIN : 27AAACI5887J1Z2 CIN : U27200MH1998PTC114831 PAN : AAACI5887J

Purchase Order
PO No : SWPO252601505 PO Date : 06-07-2025
Amd Date : -
Amd No : -
Amd Remarks :
Vendor / Supplier Details Ship to Address
Arrow Tools Pvt Ltd MSS INDIA PVT LTD (100% EOU)
Sector No.5, Plot No.20, Auric, DMIC Shendra Maharashtra PLOT NO H-8, H-8/1, H-111, MIDC AMBAD
Aurangabad 431154 Chhatrapati Sambhaji Nagar Maharashtra India Nashik 422010 Maharashtra India
Vendor Code : V0044 State Code : 27
Phone : 2406600325 GSTIN : 27AAACI5887J1Z2
Email : arrow.tools111@gmail.com
State Code : 27
GSTIN : 27AAQCA3454M1Z5 Payment Terms : 45 Days Credit From The Date Of Invoice
PAN No : AAQCA3454M Terms of delivery : Delivered At Place Incoterms® 2020
Your Reference : SWPR252600393 Mode of Delivery : Road

Sr. HSN Req. Disc

No. Item Code Description Qty UOM Rate Amount Net Amount
Code Date Amt / %
1 CONS00612 Arrow Tools MakePCD 2 82073000 16-07-2025 5.00 NOS 7980.00 39900.00 0.00 0 39900.00
FLUTED REAMER Dia
7.925+/-0.025 X 30 FL X 90
OAL X SHANK Dia 8MM
WITH CARBIDE BODY DRG
ATPLQ2144
TOTAL 5.00 39900.00 0.00 39900.00

CGST Input 9% 3591.00

SGST Input 9% 3591.00
Total Amount (In Figure) 47082.00
Total Amount (In Words) Rupee Forty Seven Thousand Eighty Two And Zero Paise

Terms & Conditions of Purchase:

1 Delivery terms: Door delivery basis.
2 Ownership remains with you till delivery of goods at MSS Factory.
3 Insurance must be arranged by you on the door-to-door basis.
4 Mention the purchase order number, vendor code and material code in the invoice, in order to process the invoice at out end.
5 Invoice and Packing List, must be sent first by email and the originals with the goods
6 Issue invoices, In compliance with the requirements under the GST law premises address and GSTN of MSS India as in the purchase order so that
MSS India can avail credit.
7 Ascertain the proper and correct HSN / SAC code and mention the same in the invoice
8 In case of mismatch, promptly make corrective measures to ensure that MSS India does not suffer any loss of credit due to such mismatch by
accepting this purchase order, the supplier aggress that MSS India have the right to hold / deduct the GST credit amount in the case of such mismatch
by.
9 Comply with all the requirements related to e-way bill, in case of movement of goods as prescribed under the GST Act .
10 The Supplier must provide suitable packaging for its supplied goods at its own expenses and responsibility. It requires its Suppliers to provide
packaging that considers theenvironment.
11 Quantity variation: Extra or less quantity will not be accepted. Weight variation will be allowed only due to material tolerances.
12 Schedule dates shown are material require at MSS India.
13 Please submit a material test certificate in line with the specification/Standards for each size and shipment/lot.
14 Inspection : 100% inspection to be carried out at your end before despatch.
15 Supplier shall submit compliance certificate to RoHS and REACH requirements. And RoHS and REACH test certificate once in a year, wherever is
applicable.

For MSS INDIA PVT LTD(100% EOU)

Prepared By Checked By Authorised Signatory

Registered Office :- PLOT NO H-8, H-8/1, H-111 , MIDC AMBAD, NASHIK, INDIA. PIN-422010
 MSS INDIA PVT LTD(100% EOU)
Works :- PLOT NO H-8, H-8/1, H-111 , MIDC AMBAD
Nashik Maharashtra 422010 India

Phone : 02536717107 Email : mssindia_purchase@mssindia.co.in, mssindia_07@mssindia.co.in Website : www.mssindia.co.in

GSTIN : 27AAACI5887J1Z2 CIN : U27200MH1998PTC114831 PAN : AAACI5887J

16 Supplier shall submit declaration in CMRT template for TIN material, wherever it is applicable. Tin smelter should be from the latest revision of CMRT
smelters list.
17 Rejection : We shall have the full right and authority to reject the materials received from you if the same do not comply with the specifications.
Rejected materials shall be sent back to you at your cost and no payment whatsoever shall be payable by us for such rejected materials.
18 Transportation of the material must be done through an authorized and competent transporter and the vehicle must possess the following:a) PUC
(Pollution under control) certificate.b) Valid driving licence of the driver.
19 In case of your failure to deliver materials in time (Delivery Schedule given with sufficient lead time), if materials are transported by rail or air, total
freight cost for such transportations would be borne by you.
20 The payment terms is subject to the fulfilment of all the terms and condition mentioned in this PO, which includes timely filing of GST or Other Statutory
Returns & timely payment of all duties and taxes and all other statutory dues. In case the suppliers fail to meet this requirement, MSS India will have
the right to hold the payment till such time the suppliers regularise their GST/Other returns and Statutory payments
21 MSS India assumes that HSN codes and GST rates shown in the PO are correctly defined by your company and acceptable to your company. Please
let us know within 7 days from the receipt of PO if you think differently so that PO amendment can be done. MSS India do not accept any direct or
indirect liabilities arising out of any kind of disputes.
22 Supplies against this PO shall be considered deemed export / Duty-free supplies only if both parties have such prior written agreement and MSS has
given you prior required certified documents (e.g., currently Form A) otherwise in all other cases, it shall be treated as normal domestic supplies.
23 Title to the Products and risk of loss shall pass from SELLER to BUYER upon delivery of the Products and all freight and insurance charges and other
costs, expenses, fees, duties, imposts, value-added taxes and charges of whatever kind or nature arising from the shipment of the Products up to the
point and time of delivery will be borne and managed by SELLER under its sole responsibility and shall be for SELLER's account.
24 PO Validity - Six months from the date of the purchase order.

For MSS INDIA PVT LTD(100% EOU)

Prepared By Checked By Authorised Signatory

Registered Office :- PLOT NO H-8, H-8/1, H-111 , MIDC AMBAD, NASHIK, INDIA. PIN-422010
 MSS INDIA PVT LTD(100% EOU)
Works :- PLOT NO H-8, H-8/1, H-111 , MIDC AMBAD
Nashik Maharashtra 422010 India

Phone : 02536717107 Email : mssindia_purchase@mssindia.co.in, mssindia_07@mssindia.co.in Website : www.mssindia.co.in

GSTIN : 27AAACI5887J1Z2 CIN : U27200MH1998PTC114831 PAN : AAACI5887J

MSS INDIA's PURCHASE ORDER TERMS AND CONDITIONS - GENERAL

These terms and conditions (which include the terms and conditions on the face of the applicable Purchaser’s Purchase Order (“Order”)) set forth the entire
understanding between the Vendor and Purchaser and supersede (i) all other prior agreements, written or oral, between the Vendor and Purchaser with respect
to the subject matter of this Order (except where the parties have expressly agreed in a separate written agreement, in which case the terms and conditions of
that written agreement apply and supersede these standard Purchase Order Terms and Conditions) and (ii) any additional or conflicting terms contained on
Vendor's acknowledgment, confirmation, invoice or similar documents.

1. PRICE:
Price and delivery terms are as stated on the face of the Order. Unless otherwise provided on the face of the Order, the price includes (i) all costs to comply with
the terms and conditions of the Order, (ii) any and all taxes, and (iii) fees, duties, or other governmental impositions on the sale of the goods or services covered
by the Order. If Purchaser or Purchaser’s customer is required to pay any taxes or other impositions, Vendor will promptly reimburse Purchaser. Notwithstanding
the foregoing, Purchaser shall pay G.S.T and any other tax, if applicable.

2. ADVICE OF DISPATCH:
A full and comprehensive dispatch advice notice shall be sent to stores or concerned department of the Purchaser(“Purchaser Stores”).Instructions regarding
dispatch and Insurance as mentioned in this Order should be complied with and the packing slips giving reference of Purchaser order number shall be included
securely with the goods in closed envelopes.

3. DELIVERY TERMS:
(i) Place of Delivery: The goods/services shall be delivered/performed strictly as per the instructions in the Order. All goods/services should be
delivered/performed at Purchaser Stores before 5.00 p.m. on weekdays except that no deliveries/dispatches shall be made or accepted on Saturdays or holidays
at Purchaser premises. (ii) Delayed Delivery: The time and date of delivery/performance as stipulated in the Order shall be deemed to be the essence of the
Order. In case of delay in performance of its obligations by the Vendor, or any extension granted by the Purchaser, the Purchaser shall at its option either: a.
accept delayed deliveries at price reduced by a sum/percentage (%) mentioned in the Purchase Order for every week of delay or part thereof; and/or b cancel
the Order in part or in full and purchase such cancelled quantities from open market at the prevailing market price at the risk and cost of the Vendor without
prejudice to its other rights available under this Order or applicable law; and/or c. refuse to accept the goods/services delivered beyond the delivery date and
claim/set-off the difference between the prevailing market price and contracted price of such quantity delivered belatedly by the Vendor.
(iii) The goods/services shall correspond with the specification provided by Purchaser in full details otherwise the same shall be liable to be rejected and the
Vendor shall be deemed to have failed to deliver the goods/services in breach of the Order. The Purchaser shall in that event at its sole and absolute discretion,
will be entitled to either purchase such goods/services from other sources on Vendor's account, in which case, the Vendor shall be liable to pay to the Purchaser
any difference between the price at which such goods/services have been purchased and the price calculated at the rate set-out in this Order or to hold the
Vendor liable to pay the Purchaser damages for non-delivery of goods/services.
(iv) Packing goods supplied against this Order must be suitably and properly packed (conforming to special conditions stipulated by the Purchaser, if any, for
safe and/or undamaged transport by road or rail.)

4. EXAMINATION OF GOODS:
Purchaser will have a reasonable period of time after delivery or performance within which to inspect and accept the goods or services. The receipt of goods or
services, the inspection or non-inspection of or payment for the goods or services, will not constitute acceptance of the goods or services and will not impair
Purchaser’s right to (i) reject nonconforming goods or services, (ii) recover damages and/or (iii) exercise any other remedies to which Purchaser may be entitled
at law or in equity. Further, acceptance of goods or services will not waive any rights or remedies at law or in equity accruing to Purchaser as a result of any
breach of the Order. Rejected goods may be returned to Vendor or otherwise disposed of at Vendor’s cost and expense.

5.TRANSIT INSURANCE:
In case insurance is not included in Vendor's scope Vendor must furnish details such as reference, Lorry Receipt, Note No., nature of packing, number of cases,
gross weight net weight, train carrying the goods, value of the goods dispatched etc. immediately on dispatch to Purchaser’s office to take up insurance in case
of goods sent by Regd. Post, the Regd. Post parcel No. should be furnished to the Purchaser with a packing slip when action will be taken to insure the goods.
This procedure will be adopted unless specially advised by the Purchaser to the contrary.
6. INSURANCE:
Vendor agrees that during the term of its performance here under, it shall, at its sole cost, maintain worker’s compensation insurance and other legally required
insurance in accordance with and meeting requirements of applicable law.

7. INVOICES/BILLING INSTRUCTIONS:
All bills/Tax invoices/Bill of Supply for supplies/services made bearing GST registration number of the Vendor should be marked to concerned Manager or as
mentioned in Order (quadruplicate) duly endorsed with Order, Reference Number and Date and be accompanied by advice of dispatch detailed packing list and
by an appropriate certificate necessary under the GST registration. Vendor will invoice Purchaser for the amounts due under the Order. Except as otherwise set
forth on the face of the Order, Purchaser will pay Vendor all undisputed amounts within ninety (90) calendar days after receipt of the applicable invoice or receipt
of the goods (or performance of the services), whichever is later or within such lesser period of time as is required by Law. Payments may be withheld by
Purchaser on account of (i) defective goods or services not remedied, (ii) claims made or filed, (iii) unsatisfactory performance, (iv) failure of Vendor to pay any
subcontractors, (v) holdbacks resulting from compliance with applicable construction lien and builders’ liens legislation, or (vi) any amounts owed by Vendor to
Purchaser or its affiliates. The act of depositing or cashing any payment made by Purchaser shall constitute Vendor’s release of any lien rights and any and all
claims arising prior thereto which Vendor may have against Purchaser or Purchaser’s inventory, Equipment, or property for the goods or services for which
payment was made. Vendor agrees to reconcile all amounts due from Purchaser in writing within 120 days of the initial invoice or 120 days after the receipt of the
goods (or performance of the services), whichever is earlier. Vendor agrees that if it does not bring amounts due to Purchaser’s attention in writing within such
time frame, it waives any rights to such claims, regardless the validity of the claims. Vendor must follow the billing instructions carefully and correctly to enable
early settlement of its dues. Disregard of the same may involve delay in such settlement. Vendor must mention the following information in its bill/ tax

For MSS INDIA PVT LTD(100% EOU)

Prepared By Checked By Authorised Signatory

Registered Office :- PLOT NO H-8, H-8/1, H-111 , MIDC AMBAD, NASHIK, INDIA. PIN-422010
 MSS INDIA PVT LTD(100% EOU)
Works :- PLOT NO H-8, H-8/1, H-111 , MIDC AMBAD
Nashik Maharashtra 422010 India

Phone : 02536717107 Email : mssindia_purchase@mssindia.co.in, mssindia_07@mssindia.co.in Website : www.mssindia.co.in

GSTIN : 27AAACI5887J1Z2 CIN : U27200MH1998PTC114831 PAN : AAACI5887J

invoice/bill of supply: (i)Vendor Code Number (ii)Purchase Order Item Number (iii) Material Code Number, if any. The above-mentioned information will be
always available in this Order sent to him. One copy of above document is to be sent to a Purchaser at respective unit location or as advised by the Purchaser
(iv) Details as per GST Rules 46 to 55 in accordance with Section 31 of CGST Act.

8. STANDARD GST CLAUSE

(i) The price quoted in this Order for supply of goods shall be exclusive of any applicable goods and services Tax, Customs duties, or any other indirect tax as
may be imposed by the Government of India from time to time. The Vendor shall provide a proper invoice in the form and manner prescribed under GST Invoice
Rules containing all the particulars mentioned therein. Vendor shall also report the transaction in GSTR 1 return within 30days of raising the invoice as enable
the Purchaser to claim GST Input credit. In the event that the Vendor fails to provide the invoice in the form and manner prescribed under rules, Purchaser shall
not be liable to make any payment against such invoice. Notwithstanding anything contained anywhere in the Order, in the event that the input tax credit of the
GST charged by Vendor is denied by the tax authorities to Purchaser, Purchaser shall be entitled to recover such amount from the Vendor by way of adjustment
from the next invoice, In addition to the amount of GST, Purchaser shall also be entitled to recover interest at the applicable rate and penalty, in case any penalty
is imposed by the tax authorities on Purchaser. (ii) As required by any applicable legislation, where identifiable cost savings are realised by virtue of the
enactment of the GST law, those cost savings will be reflected in the calculations of the consideration under this Order and shall be passed on by the Vendor to
Purchaser.(iii) Event of default clause–In the event that the Vendor does not deposit the GST charged on the invoice issued to Purchaser or such GST charged
on the invoice and paid by Purchaser is not reflected in online tax credit ledger on common GSTN portal of the govt.as eligible input tax credit for any reason
whatsoever, this Order shall be liable to be terminated with immediate effect and Vendor shall be liable to pay such damages as may be reasonably estimated by
Purchaser. In the event that the compliance rating prescribed under the GST Act,2017 read with GST Rules,2017 of Vendor falls below prescribed level for any
reason whatsoever, this Order shall be liable to be terminated with immediate effect and Vendor shall be liable to pay such damages as may be reasonably
estimated by Purchaser. (iv) Representation and warranties clause–The Vendor represents and warrants that it shall have and maintain in effect level of
compliance rating as prescribed by the govt. (v) As per the applicable state rules Vendor is responsible to prepare an E way bill for transportation of goods on
GST online GST portal. In case Vendor is unable to prepare the E way bill or in case any E way bill is erroneously made and the goods are being detained by the
Tax Authorities, in that case VENDOR has the responsibility to get the detained goods released and pay for the damages. Purchaser can recover for the
damages caused in such event.

9. WARRANTY:
Vendor represents, warrants and covenants that: (i) the goods (and the manufacture, packaging, storage, handling, transportation and delivery thereof) supplied:
a. will comply with all applicable laws, rules, regulations, codes and ordinances of the country(ies)/state(s) of manufacture, country(ies)/state(s) of intended use
and country(ies)/state(s) of delivery;
b. will conform to the specifications, drawings, samples or other descriptions contained in the Order or provided or approved by Purchaser;
c. will be merchantable, of good material and workmanship and free from defects;
d. if ordered for a specific purpose, will be fit for their intended purpose; and e. in the absence of contrary specifications, will be of the highest grade and quality;
(ii) the services provided will be performed (a) in a professional and workmanlike manner and (b) in compliance with all applicable laws, rules, regulations, codes
and ordinances, and all of Purchaser’s safety and other requirements communicated to Vendor (iii) Vendor will:
a. follow MSS India’s Supplier Code of Conduct, found at MSS_Supplier_Code_of_Conduct.pdf (mssindia.co.in);
b. deliver the goods and perform the services that are the subject of the Order by the delivery and performance dates set forth on the face of the Order;
c. at its own cost, provide all labor, materials, machinery, equipment, tools, transportation, and other facilities and services needed for the proper execution and
completion of the Order, unless otherwise provided on the face of the Order;
d. at its own cost, initiate, maintain and supervise all environmental and safety precautions and programs in connection with the services and if Vendor is
performing services on Purchaser’s premises, comply with all of Purchaser’s environmental, health and safety rules, including all safety precautions and
programs in connection with the performance of this Order, over persons and property within that portion of Purchaser’s premises where the services are being
performed (“Service Location”);
e. notify Purchaser if any drawings and specifications are at variance with any applicable laws, rules, regulations, codes and ordinances bearing on the
performance of the services; in addition at its own cost, obtain and maintain all necessary permits, licenses or other approvals and give all notices legally
required to provide the services;
f. be solely responsible for all methods and procedures of delivering and coordinating all portions of the services, unless otherwise provided on the face of the
Order;
g. be solely responsible for the handling, transportation and disposal of and maintain title and ownership to all materials, substances and chemicals not
incorporated into the final goods or finished services that Vendor or any subcontractor brings onto Purchaser’s premises and any waste generated or resulting
from the use thereof. Vendor agrees not to dispose or permit the release of any materials, substances or chemicals (or any waste generated or resulting from the
use thereof) on Purchaser’s premises. Additionally Vendor agrees to keep the Service Location and other parts of Purchaser’s premises free from accumulations
of materials and refuse and, upon completion of the services promptly remove same and all of Vendor’s machinery, tools, and equipment and any unused
materials, substances or chemicals and return Purchaser’s premises to their original state;
h. inspect any Purchaser-supplied equipment, tools, scaffolding and/or other materials (“Purchaser Materials”) and not use any Purchaser Materials unless they
are suitable for the intended use and comply with all applicable laws, rules, regulations, codes, ordinances and orders. Vendor will return all Purchaser Materials
to Purchaser in a like condition in which they were borrowed;
i. to the extent possible, physically separate the Service Location from the remainder of the Purchaser’s premises and warn its subcontractors and its and their
respective employees, agents, representatives, guests and visitors of any risks, hazards, or dangers, whether latent or patent (“Dangers”), associated with the
Service Location and the rest of the Purchaser’s premises. At least once daily, Vendor will inspect the Service Location for any Dangers and eliminate any
Dangers or, to the extent any Dangers cannot be eliminated, advise the Purchaser and warn its employees and visitors of these Dangers; and
j. remove Vendor employees, representatives and other personnel providing services from Purchaser’s premises upon request of Purchaser; (iv) no liens or
claims will be filed, maintained or enforced by Vendor or its suppliers or subcontractors for any service performed or materials provided; (v) These warranties are
in addition to those implied by or available at law to Purchaser and shall exist notwithstanding the acceptance and/or inspection by Purchaser of all or part of the
goods or services.

10. RIGHT OF THE PURCHASER TO SET OFF:

In the event, the Vendor fails to deliver the goods/services in accordance with the terms of this Order, the Purchaser shall have the right to cancel the Order
forthwith and claim refund of any payment made by the Purchaser as advance or otherwise to the Vendor under the Order. The Purchaser shall also have the
absolute right to withhold, adjust, and/or set-off any payment required to be made by the Purchaser to the Vendor under this Order or any other purchase order

For MSS INDIA PVT LTD(100% EOU)

Prepared By Checked By Authorised Signatory

Registered Office :- PLOT NO H-8, H-8/1, H-111 , MIDC AMBAD, NASHIK, INDIA. PIN-422010
 MSS INDIA PVT LTD(100% EOU)
Works :- PLOT NO H-8, H-8/1, H-111 , MIDC AMBAD
Nashik Maharashtra 422010 India

Phone : 02536717107 Email : mssindia_purchase@mssindia.co.in, mssindia_07@mssindia.co.in Website : www.mssindia.co.in

GSTIN : 27AAACI5887J1Z2 CIN : U27200MH1998PTC114831 PAN : AAACI5887J

entered into between the parties against the cost, losses, damages etc. suffered by the Purchaser due to the failure of the Vendor to deliver the goods/services in
accordance with the terms of this Order, and the Vendor expressly waives any objections it may have in this respect.

11. CANCELLATION/TERMINATION:
Except to the extent prohibited by applicable law, Purchaser (i) may cancel an Order for any reason or no reason prior to shipment of the applicable goods or
performance of services by providing written notice to Vendor and (ii) may immediately terminate the Order, even after shipment, by providing written notice to
Vendor if Vendor breaches any term or condition of the Order or becomes insolvent or subject to any proceeding under any bankruptcy or insolvency law.

12. NO ASSIGNMENT:
Vendor may not assign or subcontract its rights and obligations under the Order without the prior written consent of Purchaser.

13. FORCE MAJEURE:

Each party may be excused from a failure to perform or a delay in performance, in whole or in part, in the event of, and to the extent that, acts of God,pandemic,
disease, war, strikes, riot, fire, explosion, accident, flood, sabotage, political instability, act of terrorism, compliance with governmental laws or regulations,
change of governmental law or regulation, orders or action, national defense requirements, or any other event beyond the reasonable control of such party which
prevents the manufacture, shipment, acceptance or use of any goods or services hereunder (each a “Force Majeure” event). However, this section is not
intended to buffer a party against the normal risks inherent in commercial contracts, including strikes or personnel disputes within the party claiming Force
Majeure. Furthermore, any default or non-performance of sub-contractors or suppliers of the Vendor or Purchaser (other than as caused by a Force Majeure
event suffered by such sub-contractors or suppliers) shall not constitute an event beyond the reasonable control of the Vendor. If possible under the
circumstances, the Party claiming excuse from performance must take reasonable efforts to remove the cause of its inability to perform or its delay in
performance. The Party claiming excuse from performance must give prompt written notice to the other Party of such event, specifying its nature and anticipated
duration. Notwithstanding, if as a direct result of a Force Majeure Event, either Party fails to carry out or observe any of the terms and conditions of the Order,
such failure or omissions shall not be deemed a breach of the Order, and the affected party’s obligations may be suspended insofar as the parties agree that
performance of such obligation is impracticable. Further, the party claiming excuse from performance shall be responsible for insuring against any damage or
loss incurred due to delay. Nothing in this section shall alleviate the party claiming excuse from performance for loss or damage to any goods in its possession. If
Vendor’s or Purchaser’s performance is excused or delayed for more than 30 calendar days, Purchaser may, at Purchaser’s option, terminate the Order by
giving written notice, which termination will become effective upon receipt of such notice. If Purchaser terminates the Order, Purchaser’s sole liability will be to
pay any balance due for conforming goods and services delivered by Vendor before receipt of Purchaser’s termination notice.

14. ARBITRATION:
Any dispute arising out of or in connection with the Order shall be settled by Arbitration in accordance with the Arbitration and Conciliation Act,1996. The
arbitration proceedings shall be conducted in English in Nashik by the sole arbitrator appointed by the Purchaser. The cost of arbitration shall be shared equally
between the parties unless decided otherwise by the arbitrator.

15. DISPUTE & JURISDICTION OF NASHIK:

All disputes shall be governed as per the laws of India and subject to the exclusive jurisdiction of the court in Nashik only or as provided in the Order.

16. LIMITATION OF LIABILITY:

In no event shall Purchaser be liable to Vendor, or to Vendor’s officers, employees or representatives, or to any third party, for any indirect, consequential,
incidental, special, punitive or exemplary damages of whatsoever nature(including, but not limited to, lost business, lost profits, damage to goodwill or reputation
and/or degradation in value of brands, trademarks or trade names, service names or service marks, or injury to persons)whether arising out of breach of contract,
warranty, tort(including negligence, failure to warn or strict liability),contribution, indemnity, subrogation or otherwise.

17. All spare parts should carry the following:

(i) Name of the Machine
(ii) OEM/Party's name
(iii) Sr.No.as per the catalogue
(iv) Purchaser's Order No. and date and (v) Quantity all relevant information.

18. WORKS CARRIED OUT IN PURCHASER'S FACTORY OR PREMISES BY THE VENDORS REPRESENTATIVES ETC.:
Agent representative or employees of the Vendor who in pursuance of the Order have to work in Purchaser’s Factory/Premises will be subject to the rules and
regulations existing in the Factory/Premises. The Purchaser shall not be liable for any accident which may cause to the Vendors personnel.

19. INTELLECTUAL PROPERTY RIGHTS:

All drawings, specifications and other copyrightable documents and any molds, dies, tools, equipment, recipes, trade secrets, patents, trademarks or the like
furnished by or on behalf of Purchaser are for use solely with respect to the Order. Vendor (i) will not have any rights to, property or interest in the same except to
the extent necessary to execute the Order, (ii) will be responsible for maintaining the same in proper working order subject only to normal wear and tear, and (iii)
upon completion (or earlier cancellation or termination) of the Order, will promptly destroy or return these items, as requested by Purchaser. OWNERSHIP OF
INVENTIONS. With respect to new or modified goods/services, all rights, titles, and interest in any and all inventions (including discoveries, ideas, or
improvements, whether patentable or not), (i) based upon or arising from Purchaser’s information, or (ii) developed specifically for Purchaser, will belong to
Purchaser regardless when they are created. In the event that Vendor produces works of authorship for Purchaser under the Order (“Works”), the Works will be
deemed “works made for hire” and Purchaser will receive all rights, title, and interest thereto. However, if any Works are not determined to be “works made for
hire”, Vendor agrees to assign, and hereby assigns to Purchaser and its successors the entire right, title, and interest, in and to the Works. Nothing in the Order
will affect the pre-existing intellectual property rights of the parties.

20. AUDIT:
Subject to reasonable confidentiality obligations, Purchaser will have the right to audit and inspect the records and facilities of Vendor and Vendor’s agents,
representatives and subcontractors used in performance of the Order or relating to the goods or services to the extent reasonably necessary to determine
Vendor’s compliance with the Order. Vendor will provide Purchaser or its third party designee conducting the audit or inspection with reasonable assistance,
including without limitation access to buildings, appropriate personnel and work space. Purchaser’s audit/inspection, or failure to conduct any audit or inspection,
will not release Vendor from any of Vendor’s obligations.

For MSS INDIA PVT LTD(100% EOU)

Prepared By Checked By Authorised Signatory

Registered Office :- PLOT NO H-8, H-8/1, H-111 , MIDC AMBAD, NASHIK, INDIA. PIN-422010
 MSS INDIA PVT LTD(100% EOU)
Works :- PLOT NO H-8, H-8/1, H-111 , MIDC AMBAD
Nashik Maharashtra 422010 India

Phone : 02536717107 Email : mssindia_purchase@mssindia.co.in, mssindia_07@mssindia.co.in Website : www.mssindia.co.in

GSTIN : 27AAACI5887J1Z2 CIN : U27200MH1998PTC114831 PAN : AAACI5887J

Vendor’s compliance with the Order. Vendor will provide Purchaser or its third party designee conducting the audit or inspection with reasonable assistance,
including without limitation access to buildings, appropriate personnel and work space. Purchaser’s audit/inspection, or failure to conduct any audit or inspection,
will not release Vendor from any of Vendor’s obligations.

21. RISK OF LOSS AND/OR DAMAGE

To any goods furnished here under shall be upon Vendor until the goods are physically delivered to Purchaser’s facility specified on the face of the Order and
accepted by the Purchaser.

22. INDEMNIFICATION:
To the fullest extent permitted by law, Vendor agrees to indemnify and hold harmless Purchaser, its affiliates and their directors, officers, employees, agents, and
representatives from and against any and all liability, loss, damage, fine, cost or expense (including reasonable attorneys’ fees) to the extent arising out of or
resulting from (i) any nonconforming good or services; (ii) any alleged or actual, direct or contributory infringement or misappropriation of any patent, copyright,
trade secret or other proprietary right arising from the purchase, use or sale of the goods or services provided by Vendor; (iii) any leak or spill of any materials,
substances or chemicals while being transported or delivered to Purchaser or while on Purchaser’s premises; (iv) any breach by Vendor of any term or condition
contained in the Order; (v) the use of any Purchaser Materials or person in the employ of Purchaser to perform any services under the Order and/or (vi) the
negligent acts or omissions, or willful misconduct of Vendor, Vendor’s subcontractor’s, employees, agents, representatives and any person performing services
under the Order. In the event the goods or services, in Purchaser’s reasonable opinion, are likely to infringe a patent or copyright, or misappropriate a trade
secret (and in any event, if a court of law finds that the goods or services, in fact, do infringe or misappropriate), then Vendor shall further provide Purchaser one
of the following forms of relief to be chosen by Vendor:
(a) obtain a license on Purchaser’s behalf to continue to use or sell the goods or services; (b) redesign the goods or services so that they do not infringe or
misappropriate; or (c) refund Purchaser the price paid for the goods or services in question. Without limiting the foregoing, Purchaser may require Vendor to
re-deliver against non-conforming goods or execute nonconforming services at Vendor’s cost and expense.

23. CONFIDENTIALITY:
Vendor agrees to keep confidential the terms and conditions of the Order and all proprietary information disclosed by or on behalf of Purchaser or otherwise
learned or obtained by Vendor in connection with the Order or the performance hereof. Vendor will not use any of this information other than in connection with
the performance of the Order and will not disclose any of this information except to the extent required by law and then only after prior notice to Purchaser.

24. BUILDERS’ LIEN ISSUES:

If applicable, Vendor agrees to comply with applicable Construction Lien and Builders' Liens legislation. Such Construction Lien and Builders' Liens legislation
shall govern the payment of monies by Purchaser to Vendor. Prior to final payment under this Order, Vendor shall provide to Purchaser a statutory declaration
that all subcontractors, all suppliers and material men, and all assessments under applicable Workers' Compensation and Workplace Safety and Insurance
legislation have been paid in full.

25. EXCLUSION OF CONVENTIONS:

The following international conventions will NOT apply to the Order: (i) the Uniform Law on the Sale of Goods and the Uniform Law on the Formation of Contracts
for the International Sale of Goods, (ii) the United Nations Convention on Contracts for the International Sale of Goods of 1980 and (iii) the United Nations
Convention on the Limitations Period in the International Sale of Goods, concluded in New York on 14 June, 1974, and the Protocol Amending the Convention on
the Limitations Period in the International Sale of Goods, concluded in Vienna on 11 April, 1980.

26. WAIVER:

Purchaser’s failure or delay in exercising any right or remedy with respect to the Order will not operate as a waiver of that right or remedy. Any waiver of a right or
remedy must be in writing and signed by Purchaser.

27. SEVERABILITY: If any provision of the Order is held by any court to be invalid, illegal or unenforceable, either in whole or in part, that holding will not affect
the validity, legality or enforceability of the remaining provisions, or any part thereof, of the Order, all of which will remain in full force and effect.

28. Unless a specific objection to each of the terms of this Order is raised within 24 hours from the date of Purchase order/email under which this Order is send, it
shall be deemed to be accepted in full.

29. LANGUAGE:
The Parties agree that in the event of any inconsistency between the English language and the other language version, the English language version shall
prevail.

30. ORIGIN CONTROL:

Vendor represents and warrants that neither it nor any person or entity that owns or controls it is a designated target of economic trade sanctions promulgated by
the US, EU, UN, or the country of origin of the goods (Sanction Laws). Vendor undertakes (i) that Vendor and its agents and representatives will fully comply
with all applicable Sanction Laws in their performance hereunder; and (ii) that the goods will not directly or indirectly originate from, be provided by or be
transported on a vessel, or with any carrier, owned, controlled, flagged or chartered by any country, person or entity that would cause Purchaser, or any UK
parent company of Purchaser, to be in contravention of applicable Sanction Laws. Vendor agrees to cooperate with Purchaser’s reasonable requests for
information or documentation to verify compliance with this clause.
End

31. Other
(i) Business Ethics. - Supplier shall not pay any salaries, commissions or fees (or make any other payments or rebates) to any employee or officer of MSS India
or favor any such individual with gifts, entertainment, services or goods (ii)Privacy- Any personal information provided by one Party to the other may only be used
in connection with the Order and may not be used for direct marketing or transferred to a third party. (iii) All non-public, confidential, or proprietary information of
the Purchaser, including but not limited to trade secrets, intellectual property, business information, specifications, samples, patterns, designs, plans, drawings,
documents, data, business operations, Supplier lists, pricing, discounts, trade secrets, which is disclosed by or on behalf of the Purchaser to the Supplier,
whether disclosed orally or disclosed or accessed in written, electronic or other form or media, and regardless of whether marked, designated, or otherwise
identified as “confidential,” in connection with these General Terms is strictly confidential, is provided solely for the use of performing these General Terms, and
may not be disclosed to any person, unless authorized in advance by the Purchaser in writing. Upon the Purchaser's request, the Supplier will promptly return all
documents and other materials received from the Purchaser.

For MSS INDIA PVT LTD(100% EOU)

Prepared By Checked By Authorised Signatory

Registered Office :- PLOT NO H-8, H-8/1, H-111 , MIDC AMBAD, NASHIK, INDIA. PIN-422010
 MSS INDIA PVT LTD(100% EOU)
Works :- PLOT NO H-8, H-8/1, H-111 , MIDC AMBAD
Nashik Maharashtra 422010 India

Phone : 02536717107 Email : mssindia_purchase@mssindia.co.in, mssindia_07@mssindia.co.in Website : www.mssindia.co.in

GSTIN : 27AAACI5887J1Z2 CIN : U27200MH1998PTC114831 PAN : AAACI5887J

whether disclosed orally or disclosed or accessed in written, electronic or other form or media, and regardless of whether marked, designated, or otherwise
identified as “confidential,” in connection with these General Terms is strictly confidential, is provided solely for the use of performing these General Terms, and
may not be disclosed to any person, unless authorized in advance by the Purchaser in writing. Upon the Purchaser's request, the Supplier will promptly return all
documents and other materials received from the Purchaser.

32. SPECIAL INSTRUCTIONS You will ensure that all statutory requirements of the central and/ or state government or the corporation, Pollution Control act,
factories act, labour act are strictly complied with. We are not liable to pay any penalty/ compensation due to non-compliance of these rules/ regulations
applicable to you.

33. IMS POLICY (i) We care for environment, as well as health and safety of our employees, customers, suppliers, contractors and the community and expect
same level of commitment of our partners. (ii) No child labour to be employed in your premises.

34. Treats its employees with dignity and respect.

35. Deploys a grievance management process for addressing employee concerns.

36. Avoids child & forced labor and Discrimination & Harassment at their work place

37. Deploys a disciplinary action process for any unethical and unfair work culture & business practices.

38. Promotes a green environment concept and have practices for using sustainable products , conservation of energy , water & natural resources.

39. Implements measures for reduction, reuse, reprocess, recycle of wastes and their Environment friendly disposal.
40. Focuses on using renewable energy where possible.

41. Monitors GHG emissions and put efforts to reduce same.

42. Avoids any kind of bribery & corruption in their business.

43. Complies with laws related to Environment, Health, Safety, Data protection, Money laundering and Business Governance.

44. reference of MSS India's Social and Human Right policies can be referred from this
link=https://www.mssindia.co.in/Website/wp-content/uploads/2023/10/MSS-Supplier-Code-Of-Conduct.pdf

Remarks: Comments:

For MSS INDIA PVT LTD(100% EOU)

Prepared By Checked By Authorised Signatory

Registered Office :- PLOT NO H-8, H-8/1, H-111 , MIDC AMBAD, NASHIK, INDIA. PIN-422010