TCSL/PO/__________ __________ M/s.

Jakson Limited (100% EOU) 1A-4 A , IID Centre, Govindsar, Kathua(J & K)-184102 Kind Attn: Mr. Mr. Manish Kumar Sr. Vice President (Mobile: 9810072129). 9971392605 Subject:

Abhishek Gupta-

Purchase Order for Supply of materials for 7 nos DG sets of 11 KV prime rated with 2000 KVA capacityfor IT Park of Tata Consultancy Services Ltd. at PLOT II F/3, ACTION AREA II, NEW TOWN, RAJARHAT, KOLKATA, WEST BENGAL. PIN:-700156 .

Ref :

Your final offer ref. JL/TCS/AG/BG/12-13 dtd. 12.06.2013 and subsequent discussion.

Dear Sir, With reference to your offers as above and further discussion, Tata Consultancy Services Ltd., (hereinafter referred to as TCS) is pleased to place purchase order on M/s. Jakson Limited (100% EOU) (hereinafter referred to as the Supplier) for Supply of materials for 7 nos DG sets of 11 KV prime rated with 2000 KVA capacity at Tata Consultancy Services Ltd., PLOT IIF/3, ACTION AREA II, NEW TOWN, RAJARHAT, KOLKATA, WEST BENGAL. PIN:-700156 as per Standard terms and conditions given in the attached Annexure 1 and the Bill of Quantities in the attached Annexure 2 and other terms & conditions stated below: 1. Scope of Supply: Supply of materials for 7 nos DG sets of 11 KV prime rated with 2000 KVA capacity as per the technical specifications & drawings along with bill of quantities referred herein. 2. Order Value: Total Purchase Order Value shall be Rs 120341687/- (Rupees Twelve Crore Three Lakhs Forty One Thousand Six Hundred Eighty Seven Only).The rates are CIF up to place of delivery, inclusive of cost of all Materials, Transportation, packing, forwarding, loading transit insurance, etc. 3. Taxes & Duties: Purchase Order value is exclusive of all taxes, duties & Cess etc. administrated by State/Central Governments. The project has got SEZ status and eligible for exemption of all applicable taxes and duties etc. TCS shall provide all the necessary documents to avail the Taxes and Duties benefits . Entry Taxes, as applicable shall be borne by TCS at actuals. TCS shall provide SEZ Notification copy, Way bill, Form-I and list of approved goods & Services from Development Commissioner obtained prior to dispatch of materials and endorse ARE-1. 4. All shipping documents, invoice and the consignments must physically bear the words TATA CONSULTANCY SERVICES LTD., "SPECIAL ECONOMIC ZONE CARGO" and also SEZ Unit Approval No F.1/175/2007-(SEZ) dt. 14th December 2007 . 5. Place of Delivery /Billing Address: Tata Consultancy Services Ltd., PLOT II F/3, ACTION AREA II, NEW TOWN, RAJARHAT, KOLKATA, WEST BENGAL. PIN:-700156. 6. Delivery Period:

The entire scope of this package shall be completed within November 2013 for Phase I & July 2014 for Phase II. However, the time schedules shall be dovetailed with the master time schedule agreed with Principal Contractor. 7. Payment Terms: This is an item rate contract as per the BOQ. The payment shall be made for actual quantity supplied after joint verification at site. Payments to supplier under this contract against suppliers interim and final bills shall be in accordance to following: 7.1 Mobilisation Advance: Not applicable 7.2. Payment of Running Account Bill: a) b) c) 70 % of the item rate shall be payable against delivery of relevant material / equipment at site on pro-rata basis. 20% of the item rate shall be payable against satisfactory in-state use and acceptance of relevant material/equipment on pro-rata basis. 10% of the item rate shall be payable on witnessing in satisfactory condition, submission of all documents including as-built drawings, test reports, statutory approvals etc. from Competent Authorities, as applicable & final take over at the site and acceptance of the System by TCS.

7.3. Submission of RA Bills: 7.3.1 Interim Bill Submission: RA Bills / invoices shall be submitted by Supplier through the Principal Contractor for checking and certifying the same for payments. Principal contractor, PMC & Client Representative shall certify the bills within 9 days of submission with proper backup documents. TCS shall pay the same within 21 days from the date of such certification by Client Representative 7.3.2 Final Bill Submission: Final account bill shall be submitted to the Principal Contractor within 2 Months from the final completion of Supply as certified by the client through the issuance of the certificate of final completion. Principal Contractor /PMC/Client Representative shall certify the Final Bill within 2 Months from the date of submission of final bill based on the Measurements Payment for Final bill shall be released within 2 months from the date of such certification of Final Bill by Clients Representative. 7.4. Performance Bank Guarantee: Not Applicable 7.5. Retention Money: Not Applicable 8. Warranty Period: The warranty period shall be upto 30 April 2015 for phase 1 and 31 Dec 2015 for phase 2 or 12 months from taking over by TCS from Principal Contractor whichever is later Supplier shall guarantee and undertake to rectify and maintain the various materials / components/equipments supplied for their successful performance during the above specified period. Supplier shall indemnify TCS, for the same period against any damage to property and injury to persons on account of any defective supply carried out by supplier. 9. Contact Persons:

Details of our Project Manager are as under: TCS Project Manager at site: Mr. Kaushik Basu, 10. Coordination TCS has appointed L&T-SPCL UJV as Principal Contractor, TATA REALTY & INFRASTRUCTURE LIMITED (TRIL) as Clients Reresentative & TATA CONSULTING ENGINEERS LIMITED (TCE) as PMC for this project. The supplier shall coordinate with Principal Contractor for all supplies, documentation and invoicing. In addition to the above, all terms and conditions accepted by your company during tendering/ negotiation process and detailed in the final offer document shall form and constitute part of this order. Please sign and return the duplicate copy of this order as a token of acceptance of the order and the terms and conditions therein. Thanking you, Yours faithfully, For Tata Consultancy Services Ltd.,

B.V.M. SARMA Vice president & Head (Infrastructure) Encl: as above

ANNEXURE DG_JACKSION\ANNEXURE II DG.XLSX

TCSL/PO/__________ __________ ANNEXURE 1 TCS STANDARD TERMS & CONDITIONS 1. Price Escalation: The prices specified on the order shall remain fixed and be deemed to be free from escalation of any kind. The price is valid for quantity variation, unit price shall apply and shall remain valid till completion of the delivery. TCS shall not accept for any reason whatsoever, price escalation or any other claim in respect of supply and material unless otherwise agreed in writing by both parties. 2. Specifications: The goods/materials/equipments supplied must be as per agreed specifications and BOQ of this order. Any change in specifications shall be effected only after obtaining written approval from TCS or his nominated consultant. For details technical specification, please refer Bid document no: TCE.6038B-HGB-404, Vol-II/ Section-14/ Sub section 14.6 & relevant subsequent addendums issued to Principal contractor. Vendor has to co-ordinate with Principal Contractor for strict compliance of technical specification. 3. Acceptance / Rejection: (a) Acceptance of any of the goods/equipments, covered by this order shall not discharge the supplier from liability for damages or other legal remedy for any breach of any condition or warranty contained herein or implied by law and if after accepting any of the goods/equipments, any discrepancies or defects therein either in material, workmanship or otherwise become known to TCS and such defects amount to breach of any condition or warranty hereunder or implied by the law. TCS shall notify the supplier of such defects and shall (in addition to any other rights and remedies that TCS may possess) be entitled to reject the defective goods. (b) In case there is any rejection of equipment/material supplied, a notification of the rejection shall be sent to the supplier, who shall arrange for the removal of the rejected goods from TCS premises within fifteen days. Until such time these goods are collected by the supplier, the rejected goods may remain at TCS premises, but they shall be on account of and on the sole risk of the supplier. TCS shall not be responsible for or accountable for these goods left in TCS premises after three days have elapsed from the notice of rejection. (c) In case, the rejected equipment/material is not collected within stipulated time, TCS shall dispose of the rejected materials at the risk of the supplier and shall have no liability whatsoever. 4. Sub-contracting: The supplier shall not subcontract, transfer or assign any part of this order without the prior written consent of TCS. 5. Indemnification: Supplier shall, at its sole, expenses, settle or defend and hold TCS harmless from and against any and all claims and liability, including without limitation, damages, awards, expenses, legal fees and court cost by reason of (a) loss, property damage or destruction or personal injury of any nature or kind whatsoever arising out of as a result of, or in connection with, the order which may be or is alleged to be caused, in whole or in part, by the acts or omissions of supplier, its employees,

agents or sub-Suppliers, or (b) any claim against TCS, its subsidiaries, affiliates, and / or their respective customers alleging that products or services or any part or item thereof furnished under the order or any use thereof, infringes any patent, copyright, trademark, trade secret, or other intellectual property right of a third party. 6. Confidential Information and Publicity: The Supplier shall treat the terms, conditions and existence of the purchase order as confidential information. Supplier shall obtain TCSs written consent prior to any publication, presentation, public announcement concerning its relationship as a Supplier to TCS. Any drawings, specifications, data, documents and other information provided by TCS to the Supplier in connection with the purchase order and all intellectual property rights therein shall remain the property of TCS and the Supplier shall at all times keep confidential all such information. 7. Liquidated Damages: Not applicable 8. Termination: a. TCS may, forthwith without notice and without further obligation save as it is herein expressly provided, terminate this purchase order in the event of the supplier becoming bankrupt or having a receiver appointed for supplier assets or any proceedings being commenced for the dissolution, liquidation or bankruptcy of the supplier being incapacitated for any reason from performance of the purchase order. b. TCS may also terminate the purchase order in the event of the supplier fails to commence or complete the purchase order on time or for purchase not done to the satisfaction of TCS, after giving fifteen (15) days written notice to the supplier. The supplier shall reimburse the amount paid to them for the supply not completed. c. In the event of termination of the purchase order, TCS shall make payment of the price payable for the items delivered and services completed by the supplier and accepted by TCS. The supplier shall not be entitled to any further compensation for any termination of the purchase order. 9. Settlement of Disputes / Arbitration: Any disputes or differences arising between the parties hereto as to the effect, interpretation or application of this order or as to their rights, duties or liabilities thereunder, or as to any act, matter or thing arising out of, or consequent to, or in connection with the transaction herein shall be referred to any finally resolved by arbitration by three arbitrators, one to be appointed by each party and the third to be appointed in accordance with the provision of the arbitration and conciliation Act, 1996. The arbitration proceedings shall be in accordance with the provisions of the arbitration and conciliation Act, 1996, or any subsequent enactment or amendment thereof. Such arbitration proceedings shall be held in Mumbai, India and shall be conducted in English Language. Any injunctive action or claim arising out of the transactions arising here from shall be subject to the jurisdiction of the courts at Mumbai. 10. Compliance with Laws & Security Policies: a) The supplier warrants that it is in compliance with all applicable State and Local Laws, Regulations and Standards, including but not limited to, those relating to the Design, Manufacture, testing, labeling, sale and transportation of the products, and provision of the services. The Supplier and its employees shall comply at all times with all applicable laws and regulations of any jurisdiction in which it operates.

b) Supplier represents and warrants that it shall comply with all applicable local and national laws and regulations pertaining to its performance of its obligations under this purchase order. c) Supplier shall comply with applicable security and workplace policies, rules and procedures at TCSs site. 11. TCS Supplier Code of Conduct: By accepting this purchase order, supplier undertakes to abide by the TCS supplier code of conduct, which is accessible on the TCS website at: http://www.tcs.com/sitecollectiondocuments/about%20tcs/tcs_supplier_code_ conduc t_07_2011.pdf. Violations should be reported confidentially via email to: corporate.ethics@tcs.com. 12. QUALITY ASSURANCE / INSPECTION 12.1 INSPECTION AND TESTING The Principal Contractor/TCS/TRIL/TCE may carry out inspection and testing of materials at manufacturer's works. No materials shall be delivered without prior written confirmation from Principal Contractor//TCS/TRIL/TCE. All expenses related to testing and travelling expenditure for four (4) personnel shall be to your account. All expenses relating to test shall be borne by you any defect pointed out during inspection is to be rectified and got cleared from the inspecting authority. Inspection shall be carried out in line with approved quality assurance plan. TCS reserves the right to carry out stage inspection and ask for any document for satisfying himself about the raw material and component etc. Supplier shall make available all the facilities and extend all possible help to enable the TCS to carry out the inspection. TCS may at its cost decide to arrange for third party inspection. Supplier shall extend his full cooperation and help to carry out such inspection. The consignment shall be packed and dispatched only after receipt of shipping release from TCS. Supplier shall inform to the TCS at least 7 days in advance regarding readiness of the material for inspection to facilitate TCS to arrange for inspection at Suppliers works. Any delay due to rejection of product due to non-conformity of the specification / QA shall be to Suppliers account. This to be read in conjunction with the Signed stamped Specification, Data sheet, final offer, Priced BOQ and the references of communications made therewith. Materials used shall be tested at works as per the approved Quality\ assurance Program. Our consultants and their authorized representatives shall inspect all the materials at shop floor before dispatch, as per the tender documents. In case the inspection is waived, same shall be communicated to you. Any defect found in the material / equipment during the contract period and defect liability period shall be attended to / replaced immediately. Supplier shall provide all testing equipment at site at their cost. Supplier shall submit all type and routine test certificates for the supplies.