LEONI Cable Solutions (India) Pvt. Ltd.

- Pune
Purchase order Page 1/6
Company Purchase information
Woodrums Manufacturing Co.
PO number I01/40011375
GIDC Industrial Area Plot No. 38, 3
GUJARAT 600006
Date 19.04.2016
INDIA Contact person Sachin Saste
Telephone +91 2135 391622
Email sachin.saste@leoni.com
Our fax number +91 02135 391650
Delivery address: Your information
LEONI Cable Solutions (India)
Your vendor no with us 4003251
Private Limited
Indospace Rohan Industrial Park
Gat No 428, Mahalunge
Chakan-Talegaon Road
TAL-KHED PUNE 410501
INDIA
Invoice address Terms of delivery
DAP Chakan
LEONI Cable Solutions (India)
Private Limited Terms of payment
Indospace Rohan Industrial Park within 60 days Due net
Gat No 428, Mahalunge
Chakan-Talegaon Road
TAL-KHED PUNE 410501
INDIA

Item Material Deliv. date Order qty. Price per unit Net value
Description INR

10 32999999Y 21.04.2016 1 PC 1,576.00 INR / 1 PC 1,576.00

Drum 800 x 355 x 400

20 32999999U 21.04.2016 2 PC 4,596.00 INR / 1 PC 9,192.00

Drum 1250 x 630 x 710

30 32999999T 21.04.2016 5 PC 5,495.00 INR / 1 PC 27,475.00

Drum 1400 x 710 x 710

40 32999999S 21.04.2016 3 PC 9,521.00 INR / 1 PC 28,563.00

Drum 1600 x 800 x 900

50 32999999R 21.04.2016 2 PC 13,060.00 INR / 1 PC 26,120.00

Drum 1800 x 1000 x 900

60 32999999P 21.04.2016 2 PC 17,771.00 INR / 1 PC 35,542.00

Drum 2000 x 1250 x 1120

70 21.04.2016 34 PC 19.60 INR / 1 PC 666.40

LEONI Cable Indospace Rohan Industrial Park Tel +91 2135 391600 VAT TIN No 27340567114V Please note
Solutions India Gat No 428, Mahalunge Fax +91 2135 391650 CST TIN No 27340567114C receipt of
Private Limited Off: Chakan-Talegaon Road leoni-cables-india@leoni.com PAN No AABCL1870F deliveries
Pune Tal-Khed Dist. Pune 410501 ECC No Mo-Sa: 8:00-15:00
AABCL1870FEM001
LEONI Cable Solutions (India) Pvt. Ltd. - Pune
Purchase order Page 2/6
Company Purchase information
Woodrums Manufacturing Co.
PO number I01/40011375
GIDC Industrial Area Plot No. 38, 3
GUJARAT 600006
Date 19.04.2016
INDIA Contact person Sachin Saste
Telephone +91 2135 391622
Email sachin.saste@leoni.com
Our fax number +91 02135 391650

Item Material Deliv. date Order qty. Price per unit Net value
Description INR
Batten Size 100 X 24 X 480mm

80 21.04.2016 298 PC 44.00 INR / 1 PC 13,112.00

Batten Size 100 X 24 X 810mm

90 21.04.2016 159 PC 72.00 INR / 1 PC 11,448.00

Batten Size 100 X 24 X 1020mm

100 21.04.2016 114 PC 72.00 INR / 1 PC 8,208.00

Batten Size 100 X 24 X 1050mm

110 21.04.2016 126 PC 87.40 INR / 1 PC 11,012.40

Batten Size 100 X 24 X 1260mm

Total net value excl. tax 172,914.80

BG CI-ID

Special Terms & Conditions -

1. Packing: Packing Inclusive.

2. Delivery: DAP FOR LCSI Chakan as per schedule given.
3. Insurance: To be borne by vendor for material in transit.
4. Payment terms: 60 days
5. Supplier is advised to dispatch material less than or equal to the quality as mentioned in PO. PO cannot
be amended for increase in quantity. So supplier to plan dispatches accordingly.

General Terms & Conditions -</>

1. Material will be in warded till 03:30 P.M. only - Supplier to make sure that vehicle reaches at our plant
before 03:00 P.M. Vehicles reaching after 03:00 P.M. will be in warded on the next day. Supplier to plan the
dispatches accordingly.
2. Supplier to ensure Test Certificate of material is provided wherever necessary along with shipping
document. Specific instruction will be given to supplier, if Test Certificate is not required.
3. Duties/ Taxes/ Octroi: If applicable duties/ taxes will be borne by LCSI. CST against C Form is applicable.

LEONI Cable Indospace Rohan Industrial Park Tel +91 2135 391600 VAT TIN No 27340567114V Please note
Solutions India Gat No 428, Mahalunge Fax +91 2135 391650 CST TIN No 27340567114C receipt of
Private Limited Off: Chakan-Talegaon Road leoni-cables-india@leoni.com PAN No AABCL1870F deliveries
Pune Tal-Khed Dist. Pune 410501 ECC No Mo-Sa: 8:00-15:00
AABCL1870FEM001
LEONI Cable Solutions (India) Pvt. Ltd. - Pune
Purchase order Page 3/6
Company Purchase information
Woodrums Manufacturing Co.
PO number I01/40011375
GIDC Industrial Area Plot No. 38, 3
GUJARAT 600006
Date 19.04.2016
INDIA Contact person Sachin Saste
Telephone +91 2135 391622
Email sachin.saste@leoni.com
Our fax number +91 02135 391650

4. Invoice should contain material of one single PO number only. Invoice should not be clubbed for materials
of two different PO's.
5. Please mention our PO no. on invoices. Item Description and part nos if any should be as per PO only.
LCSI Standard Terms & Conditions are attached.
6. Supplier should send the order confirmation within 3 days from date of PO receipt to following email ID's:
umesh.yadnyopavit@leoni.com ,sachin.saste@leoni.com & sachin.shibe@leoni.com.
7. Supplier to ensure that their representative should have safety shoes while entering our Shop floor.
Please note that no visitor will be allowed to enter shop floor without safety shoes.
8. Supplier to intimate by mail & phone one day well in advance before day of dispatch to our (LCSI) Store
person.
Contact details of our CI store person (Mr. Vikrant Andhale) are vikrant.andhale@leoni.com, Ph No: +91
8956001723.
9. Supplier to provide MSDS (Material Safety Data Sheet) if applicable.
10. Supplier to provide the original invoices along with the material on the same day to avoid any delay in
processing the bills.

LEONI Cable Indospace Rohan Industrial Park Tel +91 2135 391600 VAT TIN No 27340567114V Please note
Solutions India Gat No 428, Mahalunge Fax +91 2135 391650 CST TIN No 27340567114C receipt of
Private Limited Off: Chakan-Talegaon Road leoni-cables-india@leoni.com PAN No AABCL1870F deliveries
Pune Tal-Khed Dist. Pune 410501 ECC No Mo-Sa: 8:00-15:00
AABCL1870FEM001
GENERAL TERMS AND CONDITIONS OF PURCHASE o f L E O NI Ca b l e S o l u t i o n s ( I n d i a ) P r i v a t e L i m i t e d
(last update 05/2013)

1. Area of application
1.1 These General Terms and Conditions of Purchase apply to all agreements, contractual declarations, goods supplied to and services
performed for LEONI C a b l e S o l u t i o n s ( I n d i a ) P r i v a t e L i m i t e d (hereinafter “LEONI”) unless expressly agreed otherwise. These
General Terms and Conditions of Purchase shall also apply to all future goods supplied, services performed or orders issued to LEONI, even
if they are not agreed separately once again. These Conditions do not, however, apply vis-à-vis consumers as defined in section 2(d) of the
Consumer Protection Act, 1986.
1.2 None of the supplier’s terms and conditions of business shall be applicable, even if LEONI has in individual instances not specifically objected
to their application. Even if we do refer to a document that contains or makes references to the supplier’s terms and conditions of business or
those of a third party, this does not constitute agreement to any such terms and conditions being applicable. The same applies to acceptance
of goods or payments. Any supplier dealing with LEONI unconditionally agrees that in the event any individual document signed by LEONI
contains any conditions in conflict with any of these General Terms and Conditions of Purchase, the respective individual condition shall stand
null, void and inapplicable and the relevant term/condition of these General Terms and Conditions of Purchase shall be final and prevail,
unless the respective individual condition is more specific and precise and has been mutually agreed between LEONI and supplier.

2. Conclusion of contract
2.1 Supply contracts (order placement and acceptance) must be concluded in writing. So far as understandings and agreements were reached in
other form in individual cases, these must be confirmed in detail and in writing without delay. The supplier’s offer must correspond with
LEONI’s enquiry or contain specific mention of any modification. Supplier’s offers shall be free of charge to LEONI.
2.2 Delivery call-offs become binding when the supplier has not objected at the latest one week after receiving it.
2.3 Before delivery is made, LEONI shall have the right to request changes with respect to the delivery item, quantity and version. If such change
has impacts on costs or time schedules the parties shall reach a suitable arrangement. Deliveries can also always be called off by means of
remote data transmission (e.g. electronic data interchange etc.).

3. Prices and payment terms

3.1 The prices quoted in the order are binding and are in each instance understood to be subject to addition of all the applicable statutory taxes
and levies in any form, whether direct or indirect irrespective of the authority levying the same, including but not limited to value added tax,
sales tax, import duties, octroi, etc (“Tax”). All Taxes shall be borne by the supplier. The prices quoted shall be deemed to include sufficient
consideration for all of the supplier’s ancillary services, in particular packaging and shipping free to LEONI's business location or agreed
location, provided there is no specific agreement otherwise in writing.
3.2 Invoices will be paid by LEONI after delivery and receipt of invoice as follows: net within 60 days, at a 2% discount within 40 days and at a 3%
discount within 21 days. In each case these periods begin upon receipt of invoice.
3.3 Receivables from LEONI cannot be assigned to or collected by third parties unless they pertain to consignments involving extended retention
of title.

4. Consignments, delivery times and passing of risk

4.1 Goods must be supplied to and services performed at LEONI’s business location in the supplier’s own right or from the supplier’s own
production. Partial shipment or service performance as well as the involvement of subcontractors is not permitted without LEONI’s prior
consent. LEONI reserves the right to deal with any goods lying in its possession as it may deem fit, post repudiation of the supply contract for
erroneous part shipment, in particular if the supplier fails to remove those goods from LEONI’s premises at its own cost within the time
stipulated by LEONI.
4.2 For goods shipments the supplier shall send LEONI a single-copy shipping advice to notify of the delivery to the order address.
4.3 The delivery time stated in the order counts from the date of the order and is binding. It is fulfilled when the goods are received at LEONI or at
a delivery location stipulated by LEONI; in the case of work performed on the day of acceptance. In the event of delay LEONI shall be entitled,
reserving the right to proof higher costs, to demand a flat charge for the loss / additional expense incurred as a result of the delayed shipment
or service amounting to 25% of the contract sum. LEONI reserves the right to prove greater loss and to claim for it.
4.4 If the supplier does not deliver the goods or perform the service within the agreed time, LEONI may at its sole discretion give an extension of
14 days. However, upon expiry of the agreed time or any extended time as afore stated, LEONI shall be entitled, to terminate the contract by
written declaration and to claim for damages in lieu of the goods or service. LEONI is entitled to make such claim for damages in lump-sum
form as pre-estimated, reasonable, liquidated damages. The supplier agrees that the pre-estimated, reasonable, liquidated lump-sum
damages shall in such a case amount to 35% of the contract amount, with claims already made according to Section 4.3 above taken into
account as the case may be. LEONI reserves the right to prove greater loss and to claim for it.
4.5 The rights to goods and services pertain exclusively to LEONI.
4.6 The risk is transferred regardless of the mode of transport, so far as LEONI does not carry this out itself, when the goods are handed over, i.e.
on delivery to LEONI at its designated business location or at an agreed place of delivery. Under no circumstances shall LEONI be liable for
any damage/loss to goods in transit.

5. Retention of title, provision of tools and production resources

5.1 If LEONI provides the supplier with assets, especially tools and production resources, LEONI shall retain title (including all intellectual property
rights therein) to such items which the supplier is authorized to use without claiming any rights, only towards the fulfilment of its obligations, in
terms of the contract. The supplier will mark such items as LEONI’s property accordingly. This property is to be used exclusively for the
fulfilment of the contract with LEONI. Any processing or conversion by the supplier done shall be exclusively on LEONI’s behalf. In the event
of processing or use LEONI shall continue to retain ownership in the new asset. It is further clarified that all work performed by a supplier shall
be work generated under a “contract for service” and LEONI shall remain the owner of the work along with all intellectual property rights.
LEONI shall alone be entitled to be registered as the owner of all such works.
5.2 In the event of deterioration in the supplier’s financial circumstances or a breach by a supplier of any of its obligations, as well upon
termination of contract, LEONI shall be entitled to demand a return of the provided items which shall be returned immediately to LEONI on
demand.
5.3 The supplier is not permitted without LEONI’s prior written consent to dispose of the provided item, to create any charge upon or mortgage it,
to transfer it as collateral, to lease it or to otherwise in any way relinquish or change it. The supplier must, if third parties intend to take
possession of the assets, in particular seizing them or claiming a contractor’s lien, refer to this retention of title and immediately notify LEONI.
The supplier shall bear the costs of revocation of seizure and possible recovery of the assets.

1
6. Confidentiality
6.1 The supplier undertakes to treat as trade secrets all commercial and technical information that is not in the public domain but of which the
supplier becomes aware as a result of the business relationship. Documents, information, samples, templates, drawings, models, tools and
other manufacturing equipment that the supplier receives from or out of the sphere of LEONI, remain the property of LEONI. Where
something is marked as “confidential” or is evidently, based on other circumstances, a business or trade secret, the supplier must keep this
confidential also beyond the termination of the contract and may not – unless this is required to achieve the contract’s purpose and strictly to
the extent necessary– either copy, sell or disclose it to third parties without LEONI’s consent. This also applies to work by remote data
transmission or to products made according to this documentation. Suppliers shall also impose the corresponding obligations on their
employees, agents and subcontractors.
6.2 Models, moulds, patterns, samples, tools and other manufacturing equipment, and likewise confidential information, made available to the
supplier by LEONI or paid for in full by LEONI shall not be used for supplies to third parties.
6.3 For avoidance of doubt it is clarified that any information provided by LEONI is presumed to be confidential unless the obligation of
confidentiality has been expressly waived by LEONI.

7. Quality and documentation

7.1 Suppliers shall, for their deliveries, adhere to the acknowledged standard of engineering, the safety regulations and the agreed technical data.
Changes to the delivered item require LEONI’s prior written consent. Regardless of this, suppliers must continuously test the quality of items
to be delivered. The parties to the contract shall inform each other on ways to improve quality.
7.2 If the nature and extent of the testing as well as the testing instruments and methods have not been firmly agreed between the supplier and
LEONI, LEONI may be prepared upon the supplier’s request to discuss, in the context of the former’s knowledge, experience and capabilities,
the tests with the latter in order to determine the respectively required level of testing technology. Furthermore, LEONI may on request advise
the supplier on the pertinent safety regulations.
7.3 With regard to parts especially marked in the technical documentation or by separate agreement, the supplier must document in special
records when, in which form and by whom the supply items were tested with respect to their features subject to mandatory documentation
and what the findings of the required quality tests were. The test documentation must – so far as longer safekeeping is not required by law –
be kept for fifteen (15) years after the end of production or – in the case of contractually agreed delivery of spare parts – for 15 years after
spare parts were supplied and presented on request to LEONI. The supplier shall, so far as legally possible, commit upstream suppliers to the
same extent.
7.4 As far as authorities or clients of LEONI demand inspection of the manufacturing process and disclosure of the test records of LEONI in order
to recheck certain requirements, the supplier shall, upon request of LEONI, grant such authorities or clients the same rights on its site as
these have with LEONI and provide all reasonable support in doing so.

8. Property rights
8.1 The supplier warrants that (a) it has not and has no knowledge that the goods infringe any industrial/intellectual property right of any third
party, and (b) it shall defend, indemnify and hold LEONI (including its directors and/or employees and/or its customers (each an “Indemnitee”)
harmless for any loss, cost, or expense incurred by an Indemnitee in any claim or suit which alleges such infringement. In the event the use of
the goods are enjoined, supplier agrees to either procure for the concerned Indemnitees the right to continue using the goods, or at the
supplier’s cost, to modify the goods so that they become non-infringing.
8.2 This provision shall not be applicable if and to the extent the supplier has manufactured the supplied goods in accordance with drawings,
designs or other equivalent descriptions or specifications supplied by LEONI and does not know or is not required to know that manufacturing
such products would result in an infringement of any third party’s industrial/intellectual property rights.
8.3 The parties undertake to notify each other immediately of any risk of infringement and any alleged case of infringement and to give
themselves the opportunity to take necessary action in response to any ensuing claims.
8.4 At the request of LEONI, the supplier shall notify LEONI in writing of the use of its own and any licensed third party published and unpublished
industrial/intellectual property rights and industrial/intellectual property right applications for the supplied product.

9. Liability for defects

9.1 LEONI reserves the right (but shall not be obliged) to examine, at its sole discretion the goods/services within a reasonable period of time for
any obvious deviation in quality or quantity.
9.2 The following applies unless agreed otherwise: The supplier shall provide a warranty period of 36 (thirty-six) months for goods and services
provided to LEONI. Where the supplier's goods and services are destined for use in motor vehicles, the aforesaid warranty period shall stand
enhanced to 48 (fourty-eight) months commencing from the date of delivery of the goods and services to LEONI. The supplier shall also have
opportunity to remedy defects or replace the defective goods in case of defects found before production begins (machining or installation)
unless this is unreasonable for LEONI. If the supplier is not able to remedy or replace the defective goods or does not act accordingly without
delay, LEONI may at its sole discretion terminate the contract without any further notice including return of the goods at the supplier’s risk and
costs. In urgent cases LEONI is entitled, at the supplier’s expense to remove defects itself or to have this done by third parties. The right to
compensation for damages remains unaffected. If the same goods are repeatedly defective, LEONI is entitled, after issuing written warning of
a further deficient delivery, to also withdraw from further contracts not yet fulfilled and also to that extent to demand compensation for non-
performance. This does not affect assertion of further claims for damages.
9.3 The supplier shall support LEONI free of charge in defending all claims pertaining to product or manufacturer liability and shall indemnify
LEONI (including its directors and employees) against these as well as all costs of defending such claims in so far as the claim is based on a
product or a product component. In the event of partial cause, such indemnity shall be in proportion to the cause.
9.4 The supplier shall be liable in proportion to responsibility for the cause for measures taken by LEONI to prevent damage (e.g. product recalls).

10. Social responsibility

10.1 For LEONI it is of essential importance that social responsibility be taken into account in the context of supply relationships and in the course
of commercial activity. This applies equally with regard to LEONI’s own employees, employees of contracting partners and suppliers as well
as society as a whole. Accordingly, LEONI Group has issued a Declaration on Social Rights and Industrial Relations at LEONI (LEONI Social
Charter). Regardless of this, however, it must be the stated objective for LEONI and its supplier to observe and act in accordance with the
principles of the UN Global Compact (Davos, 01/99).
10.2 The following principles are particularly important: respect of human dignity and human rights, prohibition of child labour, prohibition of forced
labour, prohibition of discrimination, observance of the freedom of association and the pertinent national standards on remuneration, working
hours as well as on health and safety, protection of the environment and combating corruption.
10.3 Any violation or repeated violation by the supplier of the principles set out in 10.2 shall make it impossible for LEONI to continue the supply
relationship. In such a case, LEONI shall be entitled to terminate both individual contracts and master agreements with the supplier without
notice.

2
11. Right of termination
If a petition for insolvency/bankruptcy/winding-up/liquidation filed against the supplier/supplier’s assets is admitted in a court of law or the
supplier is no longer capable, due to worsened financial circumstances, of proper contract fulfilment, LEONI shall be entitled after having
unsuccessfully set a deadline for the goods to be supplied or the service to be performed to terminate the contract.

12. Place of performance, place of jurisdiction, arbitration

12.1 The place of performance, including for liabilities from bills of exchange, shall be the registered office of LEONI.
12.2 The exclusive place of jurisdiction for all legal disputes arising of or from the contents of the supply contract, its creation and effectiveness,
including summary action based on bills of exchange and cheques, shall be LEONI's registered office. However, at its sole discretion LEONI
shall be entitled to assert claims against the supplier at the supplier’s place of business.
12.3 LEONI shall be entitled to assert claims against the supplier not only at ordinary courts but also before an arbitration tribunal to be formed at
the competent place of jurisdiction in accordance with the Arbitration and Conciliation Act, 1996. The number of arbitrators shall be three.
Each party shall be entitled to nominate one arbitrator. The third arbitrator, who chairs the arbitration tribunal and who must be a fully qualified
lawyer or a retired High Court judge, shall be nominated by the two other arbitrators. The language of the tribunal of arbitration shall be
English. Indian law shall be the applicable substantive law. The award of the arbitration tribunal shall be final and binding on the parties and
enforceable in a competent court of law.

13. Choice of law

The law of the Republic of India shall apply exclusively.

14. Miscellaneous
14.1 Assignments of any of the supplier's rights and duties under the contract concluded with LEONI shall require the prior written consent of
LEONI to be valid.
14.2 If one of the provisions of these Terms and Conditions and of additional agreements reached is or becomes null or void, this shall not affect
the validity of the other provisions and the contract. Each and every obligation of a supplier under these General Terms and Conditions of
Purchase or any other document executed between LEONI and a supplier shall be treated as a separate obligation and shall be severally
enforceable by LEONI as such.
14.3 Notwithstanding anything contained in any other clauses of these General Terms and Conditions of Purchase or any other document
executed between LEONI and a supplier, the provisions relating to confidentiality, indemnities, choice of law, jurisdiction and arbitration will
always remain in effect and survive termination of contractual relations with the supplier.
14.4 Nothing in these General Terms and Conditions of Purchase or any other document executed between LEONI and a supplier shall have the
effect of bestowing on a supplier any right, power or authority, whether express or implied, to enter into, assume any duty or obligation on
behalf of or bind LEONI in any manner and nothing in these General Terms and Conditions of Purchase or any other document executed
between LEONI and a supplier shall constitute a partnership or a relationship of principal or agent between LEONI and a supplier.
14.5 No failure or delay on the part of LEONI relating to the exercise of any right, power, privilege or remedy provided under these General Terms
and Conditions of Purchase or any other document executed between LEONI and a supplier shall operate as a waiver of such right, power,
privilege or remedy or as a waiver of any preceding or succeeding breach by a supplier nor shall any single or partial exercise of any right,
power, privilege or remedy preclude any other or further exercise of such or any other right, power, privilege or remedy provided in this these
General Terms and Conditions of Purchase or any other document executed between LEONI and a supplier, all of which are several and
cumulative and are not exclusive of each other or of any other rights or remedies otherwise available to LEONI at law.