VENDOR NUMBER :- 513668 Local Purchase order

GSTIN NO :-
Company
SYNERGIC SAFETY (INDIA) PRIVATE LIM PO Number/Date
R.S.NO.570/A/3,PLOT.NO.15, 4600165670/30.11.2023
ING ROAD, MOREWADI, Pan No : AAACG1376N
416012 KOLHAPUR-KOLHAPUR

Delivery Address :
Company
KANSAI NEROLAC PAINTS LTD
Plant Lote
Plot NO F2, M.I.D.C. Lote Parsh
415722 TAL KHED, RATNAGIRI
ECC NO: AAACG1376NXM005
RANGE :LOTE- II , DIV - RATNAGIRI, COMM - PUNE
TIN NO 27660245480V DT 01/04/2006

Please Supply the following :-

__________________________________________________________________________
Item Material Order qty Unit Price per unit Net value
Description Currency INR Currency INR
__________________________________________________________________________

00010 006105934 400 Pair 775.00 310,000.00

"SAFETY SHOES ( ANTI STATIC, ANTI SKID)"
HSN Code : 6403.40.00
Central GST 7,750.00
State GST 7,750.00
Deliv. date 10.01.2024
Term & condition sample approvr by safety Dept SYNERGIC make
As per Quotation
1 You have to provide antistatic cetificate & antistatic property should be
withstand for throughout year.
2 Shoes delivery shold be as per discussed Safety Dept & quotation Leather
lining inside shoes ETC.
3 You have to provide necessary all certificates like shockproof, approvals
etc.
4 In case any manufacturing defects you have provide us replacement within a
week
5 Freight Free
6 Delivery 4 to 5 week
7 Payment terms: - 30 Days after Delivery after conformation by safety dept.
8 E-Minimum usage of packing material
F-Pls Note Wherever plastic used should be above 50 micron
9 GST Extra at actual
For this item we expect a certificate of
category VN VENDOR QUALITY CERTIFICATE
Gross Price 775.00 INR 1 PAA
Freight (Value) 1.00
Freight (Value) 1.00

00020 006106017 80 each 960.00 76,800.00

"SAFETY SHOES, 33 KV, SHOCK PROOF"
HSN Code : 6403.40.00
VENDOR NUMBER :- 513668 PO Number/Date Page 2
GSTIN NO :- 4600165670() / 30.11.2023
SYNERGIC SAFETY (INDIA) PRIVATE LIM
Please Supply the following :-
__________________________________________________________________________
Item Material Order qty Unit Price per unit Net value
Description Currency INR Currency INR
__________________________________________________________________________
Central GST 1,920.00
State GST 1,920.00
Deliv. date 10.01.2024
For this item we expect a certificate of
category VN VENDOR QUALITY CERTIFICATE
__________________________________________________________________________
Total item val.Taxes as per terms INR 386,800.00
__________________________________________________________________________
Terms of Payment : Payment within 30 days from GRN date
Terms of Delivery : EXW Kolhapur
Subject to our quality approval.
GSTIN NO :- 27AAACG1376N1ZC

For Kansai Nerolac Paints Ltd.

NOTE: Test Certificate Mandatory in PDF format (soft copy) as well as along
with Supply Documents.
This is an electronic generated document and it does not require a
Signature
COMMERCIAL TERMS & CONDITIONS:
The scope of supply for this Purchase Order (defined below) shall be
governed by the following commercial terms and conditions and shall be
specific to this Purchase Order. Seller shall sign and return this
Purchase Order acknowledging the acceptance of this Purchase Order
within 7 days of receipt at the communication address mentioned
in this Purchase Order, otherwise this Purchase Order will be
deemed accepted by the Seller. This attachment along with the scope of
supply shall hold precedence over all other attachments to this
Purchase Order.
1.0,COMMUNICATION:
All communications, correspondence and documentation requested in this
Purchase Order shall be sent to the respective location mentioned in the
Purchase Order.
2.0,DEFINITIONS:
The following terms shall have the meanings defined below:
2.1 KNPL shall mean Kansai Nerolac Paints Limited, their successors and
assigns from time to time. It shall also encompass such terms as KNPL,
KANSAI, Purchaser, Buyer or Customer as used in documents referenced
herein or attached hereto.
2.2 Purchase Order shall mean this purchase order and amendments
thereof and the drawings, specifications and other documents/papers
referred to therein.
2.3 Seller shall mean the person, firm or company with whom KNPL has
placed Purchase Order. It shall also encompass such terms as Vendor,
Supplier, Manufacturer, Bidder or Sub-contractor as used in documents
referenced herein or attached hereto.
2.4 Goods shall mean all items to be provided under Purchase Order
whether raw material, processed materials, equipment, fabricated
products, services, drawings or other documentation as maybe applicable
2.5 GST shall mean the goods and services tax levied on products
under this Purchase Order.
2.6 Tax Invoice shall mean an invoice issued for the Goods under this
Purchase Order.
2.7 Vendor Portal shall mean is an internet-based system / application
of KNPL used to manage and connect with third party suppliers
of goods or/and services.
2.8 KNPL Head Office shall mean Nerolac House, Ganpatrao Kadam Marg,
Lower Parel, Mumbai # 400 013.
3.0,SCOPE OF SUPPLY & PRICING:
3.1 Scope of supply includes supply by the Seller of such labor,
materials, manufacturing processes, testing, and preparation for
shipment, delivery and documentation, as are necessary to ensure the
supply of Goods and/or Services as detailed within material requisition.
3.2 The Seller agrees that the basic price(s) stated in the Purchase
Order shall be firm and not subject to price adjustment or escalation
unless otherwise stated in the Purchase Order or subsequent amendment
to the Purchase Order. The basic price quoted in the Purchase Order
forsupply of goods shall be exclusive of any applicable GST, customs duty
or any other indirect tax as may be imposed by the Government of India
from time to time. The basic price includes all charges for obtaining
permits, clearances and licenses, etc. as required for performance
of the scope of supply under this Purchase Order.
4.0,PACKING & FORWARDING:
Charges towards packing, forwarding and loading at Seller#s warehouse
(F.O.T. basis) are included in basic order value. The Seller shall
ensure that the packing is transport worth and as per the specifications
provided by KNPL or standards followed in the industry for similar
type of materials.
5.0,PRICE VALIDITY:
The prices of Goods covered under this Purchase Order shall be valid
for additional quantities by way of amendment(s) or fresh Purchase
Order(s) for such period as may be mutually agreed by KNPL and Supplier,
unless & until specified.
6.0,GOODS & SERVICE TAX (GST):
6.1 GST is included in total order value.
6.2 If necessary, on demand by KNPL, the Supplier shall producea copy of
the GST certificate issued by the authorities to the effect In case of
breach or default in complying with the same, this Purchase Order shall
stand cancelled or suspended at the option of KNPL. KNPL reserves the
right to recover from the Supplier the GST charged or any other tax
payable / paid by KNPL.
6.3 The Seller will ensure that the details given in delivery
challan(s), e-way bill, Tax Invoice, bill of supply, lorry receipt and
other documents are made out in the same manner that there is no
discrepancy in any of the details.
6.4 The Seller shall ensure that the original duty paying document
i.e. Tax Invoice in the prescribed format, is delivered to KNPL along
with the Goods at the specified location. The Seller shall mention all
the mandatory details prescribed by the GST laws on the Tax Invoice.
If the Seller fails to provide the Tax Invoice or it is not in the
prescribed format, while delivering the Goods, the duty component
of the Purchase Order will not be paid.
If KNPL is unable to claim the tax credit/benefit under GST laws due to
any inappropriate action / inaction of the Supplier, KNPL will not make
payment of such taxes to the Supplier or shall issue a debit note in
case such payment has already been made along with interest and penalty.
6.5 The Seller shall ensure to deposit the taxes mentioned in the
Tax Invoice with the government authorities and file all the returns
prescribed under the GST laws within the due date, giving accurate and
complete details of the transactions to the KNPL. Supplier shall
indemnify KNPL from any claims, liabilities, fines, penalties and
losses arising out of any such non compliance by the Supplier.
7.0,VARIATION IN TAXES , DUTIES & LEVIES:
7.1 The total order value shall be adjusted on account of any variation
in statutory levies imposed by competent authorities by way of fresh
notification(s) within the stipulated delivery period only. However, in
case of reduction in taxes, duties and levies after the stipulated
delivery period, the benefits of the same shall be passed on to the KNPL
7.2 No other taxes, duties and levies other than those specified above
will be payable by the KNPL except in case of new levies,taxes & duties
imposed by the competent authorities by way of fresh notification(s)
subsequent to the issue of the Purchase Order but within the stipulated
delivery period.
7.3 Notwithstanding what is stated above, changes in taxes, duties
& levies by competent authority shall apply only to that portion of
the Purchase Order which is not executed on the date of notification.
Further changes in taxes, duties & levies after due date of delivery
shall not affect the Purchase Order#s terms & value.
8.0,QUALITY:
All Goods supplied must be as per the approved samples / specifications
and acceptance. KNPL reserves the right to reject and return at the risk
and expense of the Seller, any deliveries which may be defective or
do not conform to the specifications / samples approved by KNPL.
KNPL#s decision will be final regarding quality and acceptability of the
Goods. The Seller shall provide to KNPL a Certificate of Analysis for
each consignment.
9.0,TRANSPORTATION:
9.1 Transportation of Goods will be as per the INCO terms.
9.2 Goods covered by the Purchase Order shall not be dispatched in
whole or in part unit unless the Seller has received a written release
for a shipment notice from the KNPL.
9.3 Advance ship notice needs to be entered through the Vendor Portal,
at the time of dispatch.
10.0,GOODS CONSIGNMENT NOTE & FREIGHT INVOICE REQUIREMENT:
10.1 Along with the delivery challan / dispatch documents, the Seller
shall enclose goods consignment note / Lorry Receipt
(#GC Note / LR#) and E-way Bill.
10.2 In case the GC note / LR and E-way Bill is not as per the
requirements mentioned above, payment for related invoices will get
delayed till corrective action on GC note / LR is taken by the Seller
and submitted to the KNPL.
10.3 If the freight amount is shown separately in Purchase Order and
he commercial invoice, then the freight invoice shall accompany such
invoice(s).
11.0,GUARANTEE:
11.1 Warranty / Guarantee shall be in accordance with that detailed
below and in accordance with general conditions of purchase entitled
warranties/ guarantees.
11.2 The Seller warrants that all Goods and/or workmanship shall
be the best quality and the Goods supplied under this Purchase Order
shall be suitable for the purpose for which the same is to be used.
The Seller guarantees that the Goods shall be in strict compliance with
the specifications and requirements agreed upon otherwise, such non
complied Goods shall be replaced, at the Suppliers expense, within
a period of 7 (seven) days from the date of intimation or within such
period as may be mutually agreed.
12.0,DELIVERY TERMS AND SCHEDULE:
12.1 Date and time of delivery:
The date and time of delivery as stated in the Purchase Order shall be
deemed to be the essence of the contract. In the event of the Seller#s
failure to deliver the goods as specified, without prejudice to his/ her
other rights, KNPL may:
1) cancel the agreement in entirely or any part thereof;
2) return part or all of any delayed deliveries;
3) recover from the Seller any losses or damages suffered; and
iv) purchase the goods ordered or any part thereof, from another
source on Seller#s account, in which case the Seller shall be
liable to indemnify and reimburse KNPL for the difference in the price,
if any, and any other loss or damages, incurred by KNPL
12.2 The Seller shall ensure that material codes, corresponding
description of terms, Purchase Order number for each ordered item are
correctly mentioned in the delivery challan.
12.3 The Seller shall be responsible for and shall bear any and
all risk of loss or damage to the Goods until delivery as stated in
the Purchase Order and INCO terms.
12.4 Goods covered under this Purchase Order shall be delivered
at the specified location on the agreed date mentioned in the Purchase
Order.
12.5 The Seller shall release the Goods for delivery on receipt
of the KNPL#s #dispatch clearance#.
12.6 The Seller shall supply the Goods in quantities exactly as per the
Purchase Order. The Seller shall take prior approval from KNPL for
delivery of Goods in excess or over and above the quantity mentioned
in the Purchase Order, failing which consequential loss / expense shall
be borne by the Seller. In case of any shortfall in the Invoiced quantit
y and Physical delivery, payment shall be paid as per the physical
delivery of goods.
13.0,CONFIDENTIALITY
The Seller shall hold any data, drawings, and other documentation in
confidence and no disclosure shall be made to any third party other than
the KNPL without express consent of the KNPL as #Strictly Confidential
Documents#. Upon termination of the Purchase Order and /or on receipt
of formal written request from the KNPL, the Seller agrees to return to
to the KNPL forthwith all drawings, blue prints, specifications,
technical data or information or other materials received from the KNPL
for the purpose of execution of the Purchase Order.
14.0,PAYMENT TERMS:
14.1 Payment shall be as per the due date and payment terms mentioned
in the Purchase Order.
14.2 Payment shall be subject to receipt of correct invoice(s),
E-way Bill and delivery challan along with the necessary supporting
documents.
14.3 Payment shall be released either by (a) direct e-payment through
the designated branches and/ or (b) RTGS/ NEFT.
15.0,RETURN OF REJECTED GOODS:
15.1 KNPL reserves the right to return any Goods delivered in error
or rejected due to deviation from the approved sample / specifications
provided / agreed by KNPL, at the Seller#s cost and risk. Acceptance
of any of the Goods covered by this Purchase Order shall not discharge
the Seller from its liability for damages or other legal remedy for
breach of any condition or warranty contained herein or implied by law.
If any discrepancy or defect either in material workmanship or otherwise
becomes known to KNPL, KNPL shall within reasonable time notify
the Seller of such defect / discrepancy and shall be entitled to
reject and return the defective Goods or any part thereof.
The rejected Goods shall be taken back by the Seller within 7(seven)
days of intimation of rejection by KNPL or such period as may be
mutually agreed, otherwise KNPL shall have the sole discretion to
dispose the rejected Goods and the Supplier shall be liable to
indemnify and reimburse such expense incurred by KNPL towards the
disposal. Rejected Goods shall be at Seller#s risk from the time
of rejection and KNPL shall not be liable for any shortages or
quality deterioration on any account.
16 GOVERNING LAW & JURISDICTION:
The Purchase shall be governed by and construed in accordance with
the laws of India. Each Party hereby irrevocably submits to the
exclusive jurisdiction of the Courts at Mumbai, Maharashtra, India
for the enforcement of the award.
17 TERMINATION FOR CONVENIENCE:
The Purchase Order may be terminated, in whole or in part, by KNPL at
any time by providing 30 days notice to the Seller without assigning
any reason. Any such termination for convenience shall be effected by
issuing a Notice of Termination specifying the extent to which the
Purchase Order is terminated and the date upon which such termination
shall become effective.
KNPL reserves the right to cancel the Purchase Order or part
thereof, if there is stoppage of Company's manufacturing, trading or
distribution activities, in total or in part due to occurrence
of any of the event viz., fire, worker's agitation, strike, lockout,
Government legislation, force majeure or from any cause or causes
beyond KNPL#s control.
18 TERMINATION FOR DEFAULT:
18.1.1KNPL may due to the occurrence of any of the following events
of default, without prejudice to any other rights or remedies
available in the Purchase Order or at law or in equity, terminate
the Purchase Order or any part thereof, forthwith by issuing a
Notice of Termination, without any penalty or payment obligation
(other than payment of undisputed outstanding as of the date
of any such termination and disputed outstanding shall be subject
to dispute resolution in terms of the Purchase Order)
(a) the Seller:
(i) becomes insolvent,
(ii) files a voluntary petition for winding up or has an involuntary
petition for winding up filed against it that is not dismissed within
thirty (30) days of such involuntary filing,
(iii) admits the material allegations of any petition of winding-up
filed against it,
(iv) is adjudged insolvent, or
(v) makes a general assignment for the benefit of its creditors,
or a receiver is appointed for all or a substantial portion of its
assets and is not discharged within thirty (30) days after its
appointment;
(b) the Seller commences any proceeding for relief from its
creditors in any court under applicable Law or
(c) the Seller commits any misrepresentation, fraud or wilful
misconduct.
KNPL may, without prejudice to any other rights or remedies of the KNPL
in this Purchase Order or at law or in equity, also terminate the
Purchase Order or any part thereof by issuing a Notice of Termination to
Seller of not less than fifteen (15) days and without any penalty or
payment obligation (other than payment of undisputed outstanding
as of the date of any such termination and disputed outstanding
shall be subject to dispute resolution in terms of the Purchase Order)
(a) the Seller abandons, ceases, fails to commence or make progress
in the supply of the Goods or the performance of any of its other
obligations under the Purchase Order;
(b) the Seller fails to supply the Goods in accordance with the scope
of Supply;
(c) the Seller breaches any material representation, warranty, covenant
or obligation of the Seller in the Purchase Order.
19 INTELLECTUAL PROPERTY RIGHTS AND INFRINGEMENT:
19.1.1Intellectual Property Rights: The Seller hereby grants to KNPL
a perpetual, irrevocable, non-exclusive, royalty-free, fully paid-up
right and license, to use, copy, modify or prepare any derivative work
of the Seller's Intellectual Property Rights and Seller's Confidential
Information as incorporated in the Goods or the drawings and documents
and any other information furnished by the Seller
Any use of the name and/or logo of KNPL is subject to the prior written
consent of KNPL. All KNPL materials are the exclusive property of KNPL.
19.1.2 Infringement: The Seller shall, at its sole cost and expense,
upon written notice by KNPL, defend, indemnify and hold harmless
KNPL, its directors and employees, from and against any and all
losses or damages including attorney#s fees and expense, which
may arise from or in connection with or is related to any claim
by a third party of such infringement of Intellectual Property
Right relating to the Goods or information provided by the Seller.
20.0,INDEMNIFICATION
The Supplier agrees to fully and effectively indemnify KNPL, its
directors and/or employees and keep KNPL its directors and/or employees
at all times fully and effectively indemnified from and against all
actions, proceedings, claims, demands, costs (including without
prejudice to the generality and the legal and other professional
costs expenses, and damages, however arising, directly or indirectly as
a result of any breach or non-performance by the Supplier of
any of the undertaking or obligations under the Purchase Order.
21.0,SAFETY REQUIREMENTS:
21.1 It will be solely the Seller's responsibility to fulfill and to
comply with all the legal formalities with respect to the safety aspects
and compliances prescribed by the statutory laws.
21.2 The Supplier shall give the highest regard to safety to
avoid any injury to any person and damage to any property and shall
monitor and evaluate its safety performance to effectively take such
actions as appropriate to rectify or improve its overall safety
performance.
a.) The Supplier shall ensure compliance with the TREM Card as
specified on the website of KNPL @ www.nerolac.com and agreed Material
Safety Data Sheet (#MSDS#).
22.0,REPRESENTATIONS AND WARRANTIES:
In addition to the other representations and warranties contained in the
Purchase Order, the Seller further represents and warrants that:
a.) it is duly organized, validly existing, and in good standing under
the laws of the jurisdiction of its formation, organisation or incorpora
tion, as the case may be. The Purchase Order has been duly authorized,
executed and delivered by the Seller and constitutes the legal, valid
and binding obligation of the Seller, enforceable against the Seller
in accordance with its terms;
b.) the execution, delivery and performance of the Purchase Order by
the Seller do not and will not
(i) contravene the Seller's certificate of incorporation, memorandum or
articles of association or any other constituent documents or by-laws;
(ii) conflict with or result in a breach of or default under any license
, indenture or agreement to which it is a party that would materially
adversely affect its ability to perform its obligations under the
Purchase Order; or
(iii) breach any applicable laws, judgment, decree, order or ruling of
any court, governmental authority or regulatory body to which it is
a party or by which any of its assets are bound;
c.) there are no legal or arbitration proceedings or any proceedings
with or before any governmental authority or any other person, now
pending or threatened against the Seller or any of its affiliates,
which, if adversely determined, could reasonably be expected to have a
material adverse effect on the financial condition, options, prospects
or business of the Seller or its ability to perform its obligations
under the purchase order;
d.) neither the Seller nor any of its affiliates, nor any of its or its
affiliates' respective employees, officers, directors or representatives
, has made, offered to make or agreed to make any loan, gift, donation,
commission, kick-back, bribe or other payment or facility, directly or
indirectly, whether in cash or in kind, to or for
(i) any official, employee or representative of any governmental
authority,
(ii) any employee, officer, director or representative of KNPL or its
affiliates, or
(iii) any other person, by whatsoever name called, related to the
negotiation or execution of this Purchase Order or in connection
with the performance of the Purchase Order;
e.) the Seller has the requisite personnel, expertise, skill,
knowledge, technology, experience and adequate infrastructure
(with capacity and ability to augment all of these as may be necessary),
and the requisite financial capabilities to successfully perform its
obligations under the Purchase Order and has examined all aspects
of the Purchase Order and the Scope of Supply, the goods to be supplied
and other terms of the Purchase Order and the Seller has satisfied
itself fully that the Seller shall be able to supply the Goods in
accordance with the requirements of the Purchase Order;
f.) the Seller is the owner, valid licensee, or authorized user,
as applicable, of all Intellectual Property Rights and any other
tools or equipment which will be used incident to design, manufacture
or delivery of the goods, and can be lawfully used by the Seller
and disclosed to KNPL without KNPL incurring any liability or
obligation (past or future) to such person;
ry
g.) no product or substance, including any product or substance
prohibited under applicable law, is used or will be used in the
manufacture of the goods which would endanger the health of persons
handling, installing, testing, operating or maintaining the goods, or
would cause significant damage to the environment;
h.) upon transfer of title in respect of the goods as set forth in the
Purchase Order, KNPL shall have absolute ownership, good, marketable
and clear title to all such goods, free and clear of any and all
encumbrances;
i.) all goods when delivered to KNPL will comply with this Purchase
Order;
j.) the Seller further represents and warrants that the statements in
this Purchase Order are true and correct on the date of execution
of this Purchase Order and all times during the term set forth herein
and shall survive the expiry or termination of this Purchase Order.
23.0,NO ASSIGNMENT:
The Purchase Order shall not be assigned to any other agency/ party by
the Seller without prior written consent of KNPL.
24.0,SPECIAL CONDITIONS:
Any terms and conditions mentioned in the Purchase Order shall be in
conjunction with the Commercial terms & conditions and all other
documents forming part of the Purchase Order. Where any portion of
the Commercial terms & conditions is repugnant to or at variance with
any terms and conditions mentioned in the Purchase Order, the terms
and conditions mentioned in the Purchase Order shall be deemed to
supersede the such provision/s of the Commercial Terms & Conditions.
25.0 KNPL POLICIES APPLICABLE TO THE SUPPLIERS:
25.1 The Supplier confirms and accepts that Policy on Supplier Code of
Conduct, annexed on the website of the KNPL @ www.nerolac.com.
25.2 The Supplier shall ensure that the management of EHS is an
integral and visible part of its work planning and execution processes
and shall strive for continuous improvement of its EHS performance.
25.3 The Supplier shall ensure to adhere and comply with the
Occupational Policy and Green Procurement Guidelines of KNPL, available
on KNPL#s website @ www.nerolac.com.
25.4 Where the Seller or Seller#s employees, servants, sub-sellers,
suppliers or agents or anyone acting on Seller#s behalf, engages
in conduct prohibited in any of the Policy/ies, KNPL has the right,
without prejudice to any rights or remedies available at law, to:
a.) terminate the Purchase Order and recover from the Seller any loss
or damaged incurred KNPL due to the termination.
b.) recover in full from the Seller any loss or damage or cost or
expense sustained or incurred by KNPL in consequence of any breach
of this clause, whether or not the Purchase Order has been terminated.
26.0,MISCELLANEOUS:
26.1 The Seller shall not, and shall ensure not to issue any public
statement or press or media release or any private statement relating
to or in connection to this Purchase Order, including with respect
to scope, extent or value without the prior written consent of
KNPL. The Seller may make mandatory disclosures to governmental
authorities or a stock exchange but only to the minimum extent required
by the mandatory provisions of corporate and securities laws. All other
such public or private disclosures shall require the prior written
consent of KNPL.
26.2 The performance by the Seller of its duties and obligations
under the Purchase Order is that of an independent contractor and
nothing contained in the Purchase Order creates or implies an agency
relationship or constitutes a joint venture or partnership between /KNPL
and the Seller. Subject to any express provisions to the contrary in
the Purchase Order, neither the Seller nor any of the Seller's or
Sub-Seller's personnel shall have any right or authority to, and shall
not do any act, enter into any contract, make any representation,
give any warranty, incur any liability or assume any obligation
(express or implied) of any kind on behalf of KNPL, nor have any
authority to make commitments or enter into contracts on behalf of,
bind, or otherwise obligate KNPL in any manner whatsoever. The Seller's
or Sub-Seller's personnel are not KNPL#s agents or employees for any
purpose.
26.3 No change, amendment, waiver or modification of the Purchase
Order shall be valid or binding upon the Parties unless such change,
amendment, waiver or modification shall be in signed by the Authorized
Representatives of both the Parties.
26.4 In case any one or more provisions contained in the Purchase Order
shall, for any reason, be held to be invalid, illegal or unenforceable
in any respect, such invalidity, illegality or unenforceability shall
not affect the other provisions of the Purchase Order, and the
Purchase Order shall be construed as if such invalid, illegal or
unenforceable provision had never been contained herein.
26.5 The obligations under the Purchase Order which by implication
or by express stipulation of the Parties survive the termination or
expiry of the Purchase Order shall be performed by the Parties even
after the termination or expiration of the Purchase.
26.6 Any failure of either Party to enforce any of the provisions of the
Purchase Order or any rights in respect thereof on one or more occasions
,or to exercise any rights or remedies or options herein provided,
shall in no way be considered to be a waiver of any provisions,
rights or options as to any other occasion or in any way affect the
validity of the Purchase Order.
26.7 The Seller agrees to promptly execute, deliver and provide the
KNPL with all such further documents, and to promptly take or forbear
from taking any action as instructed by KNPL, as may be reasonably
necessary or appropriate in order to more effectively confirm or carry
out the provisions of this Purchase Order.
26.8 All documents pertaining to the Purchase Order, including the
drawings and documents, correspondence, operating and maintenance
manuals or instructions, schedules, reports, notices and other submittal
submittals by either Party to the other shall be in the English language
.