PURCHASE ORDER

DOC NO :3122404297 DOC DATE :21.11.2024

DOC TYPE :Indirect Domestic PO
VALIDITY FROM :21.11.2024 VALIDITY TO :20.11.2025
Delphi-TVS Technologies Limited REF :RPO:3322403782 DTD:13-08-2024
Mannur, Sriperumbudur Taluk Kanchipuram District REQN :1002486556 RFQ :
Thodukadu Post MATERIAL GRP :BOI0091 VENDOR :R0525
602105 TAMIL NADU
ORDER NO :
INDIA
, GSTIN :33AAACL1019K1ZW
U24117 TN1952 PLC 005704
To RANGE :POONAMALLEE RANGE-III
REFRIGERATION & ALLIED TRADERS DIVISION :POONAMALLEE
ROYAPETTAH COMMISSIONERATE:CHENNAI-IV COMMISSIONERATE TNHB
105 PETERS ROAD BUILDING ANNA NAGAR CH-40
600014 CHENNAI
INDIA
GSTIN :33AAAFR6942G1ZB

PLEASE EXECUTE THIS ORDER SUBJECT TO THE TERMS & CONDITIONS GIVEN BELOW AND OVERLEAF

S.NO PART NUMBER DESCRIPTION HSN Code QUANTITY PRICE PER VALUE
(INR) (INR)
1 49101241000004 8.5 TON DUCT A/C 1 62,550.00 1 NOS 62,550.00
COMPRESSURE
18% Input GST CGST 5,629.50
(9%CGST+9%SGS SGST 5,629.50
T)

Price mentioned is inclusive of discounts CGST 5,629.50

Amount In Words (INR) : SGST 5,629.50
SEVENTY THREE THOUSAND EIGHT HUNDRED NINE Rupees Only
Total 73,809.00
PURCHASE AND CONDITIONS

Price Terms

Taxes
49101241000004 18% Input GST (9%CGST+9%SGST)

Order Terms
DAP DELIVERED AT PLACE

Supplier Code of Ethics :

Supplier agrees to DTVS's 'Supplier Code of Ethics' on their website (www.delphitvstechnologies.com). Accepting this
Contract or starting work means accepting both the Contract and the Code of Ethics.Any proposed changes need DTVS's
written approval.

Payment terms:

SPECIAL REMARKS : For Delphi-TVS Technologies Ltd.

RAISED BY : AUTHORISED SIGNATORY

Fo6/PUR/02/AUG01 Regd.Office : 11 & 13, Patullos Road, Chennai - 600 002 Page: 1 of 4
Document is subjected to approval
 PURCHASE ORDER
DOCUMENT NUMBER : 3122404297

D001 Payable immediately

1. Supplier to confirm that the GST amount charged in invoice is declared in its GSTR-1 and GSTR-3 and payment of taxes has
been made. DTVS Ltd could agree with the supplier that the invoice will be paid in two tranches (I) Base invoice amount based
on the credit period as agreed and (II) Tax amount. Tax amount will be paid only after supplier provides sufficient proof that
the GST amount charged in invoice is declared in its GSTR-1, GSTR-3 or/and other relevant forms as prescribed under the GST
law (the term GST laws include the central and the appropriate state GST legislations) and payment of taxes has been made.
2. Advance payment made before invoices are raised, would attract GST. Therefore, in case of receipt of advance, the
supplier undertakes to raise the necessary statutory document evidencing the levy of taxes. Further the supplier undertakes to
correlate such document when invoice is raised for the supply of goods and adjust the GST paid on advance.

Quality terms: ( The below mentioned term applicable for the relevant P.O / SA)
1. A sample quantity of 30 numbers should be first submitted for our approval on the understanding that the bulk will conform
to the samples submitted. Supplier should follow APQP process.
2. Bulk supplies are to be made only on PPAP batch approval-level III.
3. Test slabs and hardness discs as per BS-930 should also be submitted along with the samples.
4. Material should conform to our specification and should be free from surface and other defects such as rust, pitting
marks,cracks bends, etc.,
5. Supplier shall always supply the samples/lot along with test certificate (for raw material), detailed inspection report, test
samples
6. Trial bulk to be taken up on acceptance of the samples.
7. ISIR will be released on acceptance of trial bulk.
8. Delivery schedule will be released on ISIR acceptance.
9. Bulk supply to be made only in accordance with delivery schedule.

Change In Law Clause:

1. In the event of any change in tax law post signing of contract or PO /SA, including the introduction of GST, DTVS Ltd and
supplier agree to renegotiate the contract/purchase price such that the net impact of GST gets factored in the price.
2. To this end, the incidence of any cost increase/benefit of cost reduction, on account of GST, shall be to the account of
DTVS Ltd.
3. The supplier shall be under an obligation to pass on the benefit of decreased cost arising on account of any change in law,
to DTVS Ltd and provide information as required by DTVS Ltd to substantiate the same.

Penal Clause:
1. In case any credit, refund or other benefit is denied or delayed to DTVS Ltd due to any non-compliance by the supplier,
including but not limited to failure to upload details of supply on GSTIN portal, failure to pay GST to the government; or
non-furnishing or furnishing of incorrect or incomplete documents/details/information, DTVS Ltd holds the right to deduct
amount of loss incurred by DTVS Ltd (including but not limited to tax loss, interest and penalty) from any payments due to the
supplier. In a situation where there is no payment due by DTVS Ltd to the supplier, the supplier would reimburse DTVS Ltd any
loss incurred by DTVS Ltd.

Delivery terms/Bonus & Penalty Clause

Delivery Dates and Quantity
49101241000004 - 28.11.2024 1 NOS

Special remarks:
Appropriate amount will be debited, if the supplies are not made as per our requirement. This debit is not reversible & will
have GST.

General Terms:
1. While invoicing please mention the HSN code / SAC code for the respective documents in the invoice without fail.
2. HSN code and the corresponding GST rate shown in the purchase order are indicative. As a supplier, you are liable to
SPECIAL REMARKS : For Delphi-TVS Technologies Ltd.

RAISED BY : AUTHORISED SIGNATORY

Fo6/PUR/02/AUG01 Regd.Office : 11 & 13, Patullos Road, Chennai - 600 002 Page: 2 of 4
Document is subjected to approval
 PURCHASE ORDER
DOCUMENT NUMBER : 3122404297

determine classification and GST rate on supplies made by you. In case HSN code and GST rate declared in invoice are
incorrect or disputed by tax authorities, then we will not be liable to reimburse any differential GST or bear any consequences
relating thereto.
3. Ownership of the goods supplied by you will get transferred to the company after acceptance. The invoice must be raised
in the name of Delphi-TVS Technologies Ltd, Mannur, Thodukadu post, Sriperumpudur taluk, Kanchipuram district, Tamil
nadu-602 105. Invoice must be indicated the vendor code & the order number against which the goods are dispatched. Supply
against different order should be invoiced separately.
4. Your invoice indicating clearly your GSTIN number should be submitted along with the consignment note in order to
facilitate clearance at local check post authority. The original invoice is to be sent addressed to accounts officer, Delphi-TVS
Technologies Ltd, Mannur, Thodukadu post, Kanchipuram district and Tamilnadu-602105.
These conditions are in addition to the general purchase conditions printed overleaf.

EHS Requirements :
1. The supplier must follow all the EHS requirements including DTVS EOHS policy requirements as communicated, However
suppliers are encouraged to follow international best practices wherever possible to enhance the EOHS performance.
2. Delphi-TVS is Committed to Purchase energy-efficient products and services as prescribed by the user & certified by the
EHS Department in alignment with the EOHS policy. However suppliers are encouraged to recommend the products and
services that
- reduces / Eliminates EOH&S Hazard.
- Support to avoid Single Use Disposable Items & Prevents Waste Generation.
- Improves Reusability & Recyclability.
- Defined End of Life cycle management without affecting environment.
- Minimize consumption of energy, water, and other services that can have negative environmental impacts.
- Utilizing clean technology and/or ecofriendly alternatives.
- Eliminate / reduce the use of volatile organic compounds (VOCs) during installation or use or disposal.
3. Supplies of DTVS should not use any single use plastics and comply the requirement of Plastic waste management rules
2021 (Thickness of any plastics used should be more than 75 microns as on 30th Sep 2021 & 120 microns as soon as
possible but not later than 31st Dec 2022.)
4. The supplier shall strictly ensure that their vehicles entering in to DTVS premises should comply at factory speed limit and
will be permitted after verification of valid driving license, emission certificate, vehicle condition & flash back arrestor
(Applicable for flammable gas & liquid transport vehicle)
5. If any kind of emergency declared by DTVS at the time of material delivery kindly assemble at emergency assembly point
6. DTVS reserves the right to monitor suppliers EOHS performance based on established Requirements at all times.
7. Any supplies fails to comply with DTVS EHS requirements the company may return or suspend or terminate the order and
any loss arising out of such returns, in the form of production delays, stoppages will be debited to the supplier.
8. The service provider shall not employ any person at the age of 18 and below for any kind of work.
9. The service provider are requested to use reusable type of packing material during supply & service wherever possible
10. The Supplier / Contractor shall ensure at all times that they comply with all the legal and statutory laws and regulations
with respect to their business applicable to the geographical locations where they are operating.

Energy conservation terms :

1. Supplier shall please inform about the energy conservation equipment / options.
2. Also suppliers shall give the operational guidelines for energy conservation.
3. Procurement of equipment is partly evaluated on the basis of energy performance.

**** SAVE ENERGY. SAVE MONEY. SAVE THE PLANET. ******

**** SAVING ENERGY TODAY FOR A BRIGHTER TOMORROW. ****

SPECIAL REMARKS : For Delphi-TVS Technologies Ltd.

RAISED BY : AUTHORISED SIGNATORY

Fo6/PUR/02/AUG01 Regd.Office : 11 & 13, Patullos Road, Chennai - 600 002 Page: 3 of 4
Document is subjected to approval
 DOCUMENT NUMBER : 3122404297

GENERAL PURCHASE CONDITIONS

1. Order duly signed and issued on the order form of the company alone will be accepted.
2. Acceptance of the order must be sent by return of post confirming the date of delivery and the price accepted by the company. If we do not hear anything
contrary to our order terms. It will be construed that you have accepted the order terms in full.
3. The materials supplied against the order must be strictly in accordance with the details given in the order and/or in the drawings and specifications furnished.
4. The supplier should have a Quality control system, in order to ensure product conformity to specification.
5. The supplier's quality control systems, can be subjected to audit by company engineers and it is the responsibility of the supplier to make improvements in the
systems as recommended in the audit.
6. The gauge provided by the company should be sent for periodic calibration.
7. Duly accredited representatives of the company and its customer shall be allowed to inspect materials ordered at any stage of manufacture.
8. All materials and goods shall, in every respect, be equal to description, specification, and to previous approved supplies (if any) or samples (if any) and shall be
subjected to company's inspections and approval within a reasonable time after delivery and if rejected, shall be hold at the supplier's risk and returnable at the
expense of the supplier and shall not count as having been delivered unless the company elects to make the materials and goods fit the purpose in which case the
supplier shall be debited with the cost of such rectification.
9. The company reserves that right to reject and return at the supplier's expense all materials which do not conform to the conditions specified under clause 3
above.
10. Description, quality, weight and mode of transport of the goods must be quoted in the invoices and advice notes and a duplicate copy must accompany the
goods.
11. No charges towards packing, boxing or crating will be accepted by the company unless agreed to with reference to this particulars order.
12. Unless otherwise agreed to all goods are to be supplied carriage paid to the company's factory at Mannur Kootu Road, Sriperumpudur Taluk or to such other
place as may be directed by the company.
13. The right is reserved by the company to cancel this order or any part thereof if delivery is not made within the time specified in which case in the company may
purchase elsewhere goods similar in quality. The supplier may be debited with extra cost if any, it being understood that this option to purchase elsewhere will not
normally be exercised unless the company's work is likely to be affected.
14. Goods delivered excess of the quantities ordered by the company will not be accepted and all liabilities in respect of the same will be at the risk and
responsibility of the supplier.
15. In the event of production at any of the company's work being interested with or stopped by any strike, lockout, fire, failure in delivery of supplies (whether by
the supplier or third party) force majeure or as a consequence of war, outbreak of civil commotion or other circumstances beyond the control of the company, it may
suspend the order or amend the delivery dates to such extend as it considers necessary without incurring any liability.
16. When machined goods are products from materials provided by the company, the amount of materials allowed to cover scrap shall not exceed the scrap
allowance specified by the company. If the amount of material scrap exceeds the percentage, the company will charge the supplier with the exceed or ask the
supplier to replace the material.
17. When the order is for sub-contract services, it should not be resub-contracted without prior written approval from the company.
18. Where this order constitutes sub-contract for a Government Department, it is made subject to Government control condition in force from time to time and all
other Government rules, regulations, or instructions applying to sub-contracts and in particular to a right of determination to a purchaser corresponding to the
Government Department's right to determination.
19. The supplier hereby covenants that shall not sell the products which are patterned by the company to any third party and that any reference or enquiry made to
the supplier will be referred to the company either of the products or for parts of replacement. The supplier further undertake not to manufacture quantities
supplementary to our order for the purpose of sale to any third party and the supplier shall be responsible for loss or damage. If any suffered by the company.
20. The supplier quote or give better terms to any person, Firm or Company for materials and goods of similar quality and quantity, the purchase on the same terms
and the benefit of any such reduction is to be retrospective to the date of the tower quotations or the first supply at lower prices whichever is earlier.
21. The supplier guarantees that the sale or use of his products will not infringe any Indian or foreign trade mark name or registered design and undertake to
indemnify and keep the company indemnified against all acts, judgement, decrees costs, claims, demands and expenses resulting from any actual or alleged
infringement or undertake at his own expense to defend or assist in the defense, of any suit or action that may be brought against the company in this connection
and the supplier shall make goods, the loss or damage, if any, suffered by the company.
22. The drawings and specifications which may be furnished to the supplier are the sole property of the company and the suppliers on no account should disclose
any manufacturing information or part with such drawing to any third party without the written consent of the company.
23. The supplier shall indemnify the company all claims, damages and expenses made and established against or incurred by the company on account of:
¢ Any injury (whether to person or property) or loss sustained by any person in connection with the fulfillment of the order or as a result of any defect in the
goods.
¢ Any actual or alleged infringement of monopoly rights resulting from any sale or use of the goods otherwise than in breach of any restriction imposed on and
accepted by the company.
24. The supplier shall not, without the written permission of the company advertise or announce that the supplies goods to the company and shall discontinue any
such permitted advertisement or announcement on demand.
25. Payment will normally be made within 60 days after receipt of the goods in the plant or at such other place as may be specified by the company and subject to
its acceptance.
26. No legal proceedings shall be taken to enforce to any claim and no suit arising out of any contract shall be instituted except in a court of competent jurisdiction
located with the municipal limits of Chennai and no other court.
27. In the event of the contract being terminated for whatsoever reason, the tooling, if any, supplied by the company or paid for by the company shall remain to be
the property of the company and the supplier is bound to return the same to the company.

Page: 4 of 4