KONE ELEVATOR INDIA PRIVATE LIMITED

TERMS AND CONDITIONS OF CONTRACT

FOR

SUPPLY, ERECTION & INSTALLATION OF 1 NOS. ELEVATOR/S FOR YOUR PROJECT AT

MAYUR VIHAR

REF/KEI/0518/09/AA

Date: 24TH Sept 2009.

BRANCH OFFICE

REGD. OFFICE & FACTORY

Kone Elevator India private limited, 50 Vangaram Road, Ayanambakkam, Chennai-600095. Tel no: 26533901-06 (6 lines) Fax: 26533912
 A) General Terms and Conditions

A-1 ) Offer Validity – Including Price

Unless previously withdrawn, this offer is valid only for 30 days. When accepted, this contract will be valid for
a period of 12 months from the date of submission of this offer.

Terms of Payment:

(i) 30% of the contract value as interest - free advance along with the order.
(ii) 20% of the contract value at the time of submission of the General Arrangement Drawings.
(iii) 40% of the contract value upon intimation that materials are ready for despatch.
(iv) 5% of the contract value upon commencement of installation.
(v) 5% of the contract value upon completion of installation.
The Elevator will then be handed over along with key and Warranty Number allotted.
In the event of failure to make such payments within the stipulated period, as mentioned above, you shall be liable
to pay interest at the rate of 24% per annum from the day of default.

For the purpose of payment, each elevator will be treated as a separate contract.

Note
We do not accept responsibility for not specifying all the clarifications from your specifications. Please note that in
case of conflict between your specification and this proposal, the specification, terms and conditions of our proposal
shall only prevail. Elevator will be deemed to have been completed regardless of availability of permanent power
supply.

Cancellation of Contract
In the event of cancellation of contract, we shall be charging you as follows:

a. 15% of the contract value, if the order is cancelled before the General Arrangement
Drawing is prepared.
b. 25% of the contract value, if the order is cancelled within one month after the
General Arrangement Drawing is approved.
c. 80% of the contract value, if the order is cancelled after two months of the approval of General Arrangement
Drawing.
d. 90% of the contract value, if the order is cancelled after intimation that materials are ready for
despatch.

1.
 WO (1) = All-India Average Consumer Price In-
dex Number for Industrial Workers
(Base: 1982 = 100) as published by the
Labour Bureau, Ministry of Labour,
Government of India
The applicable All-India Average Consumer Price Index
Number for Industrial Workers as published by the
Labour Bureau, Ministry of Labour, Government of India,
would be for the month, four months prior to the date of
completion of installation/progress parts of installation.

For example, if the date of delivery in terms of the clause given below falls in December 1999 the applicable index 'MP'
would be as prevailing in the week ending on the first Saturday of August 1999 and 'WO (D)' will be for the month of
August 1999. If the date of completion of installation (part of installation) is June 2000, the applicable 'we (1)' will be for
the month of February 2000.

The date of delivery shall be the date on which the manufactured materials are notified as being ready for
inspection/despatch. 'In the absence of such notification, the date of the manufacturer's despatch note shall be
considered as the date of delivery or the contracted delivery date (including any agreed extension thereto, whichever shall
be earlier).

The date of completion of installation (or progress part of installation) shall be the date on which the work is notified as
being completed and is available for inspection. In the absence of such notification, the date of the manufacturer's note
intimating such completion shall be considered as the crucial date or the contracted completion date for such installation
or part of installation (including any agreed extension thereto), whichever shall be earlier.

The index number for metal products is published weekly, but if there are any changes, the same shall be incorporated in
the issue appearing the following week. For the purpose of this Price Variation Clause, the final index figures shall apply.

Price Adjustment

The price quoted by us will be kept valid for acceptance for 30 days from the date of this quotation. The agreed contract
price which is subject to adjustment as per IEEMA price adjustment provision included in the contract shall be valid for 12
months from the date of submission of this offer. Should the said period be extended beyond this stipulated time due to: (i)
failure on your part to effect all advance payments as per agreed payment schedule (ii) failure on your part to provide or
approve drawing required for the manufacture of the contract (iii) delay in completion of hoistway and machine room (iv)
force majeure conditions, we will submit for your acceptance the current price prevailing at the time materials are required,
and on its acceptance by you, we will programme the supply and installation of the equipment. In the absence of your
acceptance of the revised price and payment of additional advance that may become due, we may at our option, cancel
the order with a cancellation charge.

Note: 1. The sole purpose of the above stipulation is to arrive at the amount of the entire contract under the
various situations. The above stipulations do not indicate any intentions to sell materials under this
contract as movables.

2. The claim on this will be made at two stages - one at the time of despatch of materials and the other at the
time of completion of erection. This claim must be settled within 30 days from the date of presentation of our
invoice.

3.
A-3) Taxes, Duties, Octroi, Etc.,

Taxes and duties are as levied by the Central/State Governments from time to time. This consists of Sales Tax, Excise
Duty & Service Tax only prevailing on the date of the agreement. Any new imports / amendment to the Tax Laws by the
Central/State Government will be to the account of the customer from the day it is directed to be made effective.

Please note that labor cess as per Building & other construction workers (Regulation of Employment & condition of
service) Act, 1996 has not been included in this contract price, hence not deductable from our payments & shall be extra
chargeable if applicable.

A-4) Title to Property

Any materials supplied by us shall remain our property until payment is received in full and the Elevator is handed over.
We reserve the right to remove any equipment supplied by us at your cost in case of default of any payments by you,
irrespective of the manner of attachment to the reality, sale, mortgage or lease of the premises.

A-5) Arbitration

In the event of difference or dispute arising out of, under or in connection with this agreement, over the rights of obligation
of parties hereto, the dispute or difference shall be referred to the Arbitration of a Sole Arbitrator to be appointed by Kone
Elevator India Private Limited. The Venue of the Aribitrator shall be at Chennai and the Courts in the City of Chennai
alone shall have the jurisdiction in relation to the Arbitration and the Provisions of the Arbitration and Conciliation Act 1996
shall be applicable to such Arbitration.

A-6) Force majeure condition

We shall not be liable for any loss, damage or delay due to any cause beyond our reasonable control including but not
Iimited- to lack of shipping space, embargos, acts of God, strikes, lockouts, fire, accident, explosion, theft, floods, riots,
civil commotion, war, malicious mischief, power shortage, delay in supplies of raw materials and components either at our
supplier's works or at our works due to any or all of the reasons such as energy crisis, power cut, rail/road transporter's
strike, go-slow, bandhs, non-availability of essential raw materials (iron fit steel, pig-iron, aluminium, copper, silver, brass,
stainless steel, various alloys, electrical grade steel, etc.), acts of God, or of the States, enemies, or act of a third party.
Should damage occur to our material, tools or works, on the premises from any such cause, you shall compensate us
thereby.

It is also agreed that we will not be liable to you for any loss or damage by any reason of any act, neglect or default on our
part or on the part of our agents, servants or workmen suffered by yourself or by any other person inspite of the fact that
such person or persons might prefer a claim for damages or compensation against, due successfully or otherwise, without
in any way limiting the operation of the foregoing provisions, it is clearly understood that we will not be liable in any event
for indirect or consequential loss or damages.

The contractor or purchaser shall intimate, in writing, within two weeks of occurrence of the force majeure conditions as
defined in the clause hereunder to the other party together with an estimate of the likely duration of the persistence of the
force majeure condition.

A-7) Surplus Materials

All consumables, packing cases, surplus materials, wiring, tools and tackles etc. used during execution of contract are our
property and will be removed by us and taken into our custody.

4.
 B) Commercial Conditions

B-1) General Arrangement Drawing (GAD)

The General Arrangement Drawing in triplicate will be forwarded to you in approximately six weeks from the date of
receipt of complete site details along with the order and advance payment. The purpose of this drawing is to clearly
indicate to you pertinent dimensional details of the Elevator shaft, pit, machine room, car and landing entrances, etc. If
any modification is required by you in our GAD, it is advisable to hold the construction till the revised GAD is approved by
you.

Submission of General Arrangement Drawing:

Within six weeks from the date of receipt of all the site details, the same should be returned to us, duly approved by you.
We reserve the rights to charge extra for subsequent GAD revisions if full site particulars are not made available to us at
the time of placing of the order (or) any modification is desired regarding the building structure resulting in revision of
GADs.

B-2) Installation

We shall provide required labour to complete mechanical erection, electrical wiring, testing and commissioning of the
Elevator. Our Service include:
1. Follow-up of any damage claim with the carrier, wherever necessary.
2. Providing insurance (Workmen's Compensation) for our employees wherever necessary

We shall commence the installation after the materials arrive at the job site and upon intimation from you that the site is
ready as per the approved GAD. If the site is not ready for taking up installation when the materials arrive at the job site,
we shall depute an installation team on hearing from you that the site is ready in all respects as required by us. We need
minimum eight weeks advance information to depute our personnel. We may have to reschedule the erection programme
if the readiness of the site is inordinately delayed.

Tests:

"KONE" Elevators (materials, components and assemblies) will be inspected and approved by our Quality Control
Department at our manufacturing works and at our suppliers works prior to despatch to site. At site, tests in accordance
with IS: 4666-1980 will be carried out at the time of handing over.

Apart from the components generally purchased by us, we reserve the right to farm out any of the proprietary component
assembly or sub-assembly for the elevator/s tendered. These would be manufactured strictly in accordance with our
drawings, designs or requirements and would undergo the same rigid inspection as and when manufactured by us. We
undertake the full responsibility for the quality of the materials and equipment supplied.

After the supply of materials, if there is any default on your part in making the site available for erection as per the
requirements, there shall be renegotiations in respect of erection price before the commencement of work.

B-3) Completion Period

On compliance of Payment Terms, we shall deliver the materials for each Elevator by the end of .......................... months
from the date of receipt of approved GAD provided the elevator shaft, entrance ways, machine room including 3 phase
power supply are made available as per the agreed terms.

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On compliance of the above, we shall complete the installation by the end of ……………………. months.
In the event of site not made ready as per the contract, we reserve the right to defer the date of despatch of material and
subsequent erection. However, the revised schedule of despatch and erection shall be finalised on mutually agreed terms.

Completion period promised would be deemed to have been fulfilled, if the elevator is presented for the first inspection
after completing all the work on or before the promised date. The time taken to rectify any defects or adjustments during
and after the inspection shall be construed as extension.

We cannot accept responsibility for delayed delivery and / or installation of the Elevator in the following cases.

1. If the terms of payment are not complied with.

2. If the preparatory building works excluded from our contract and necessary structure, support frame, etc. are not
completed by the client in time.
3. If permanent three phase power supply along with double earthing, etc., is not given in time in the machine room.
4. If formalities are delayed due to non-payment of licence fees or if necessary technical details are missing.

B-4) Customer personnel training

To facilitate training of few persons to do minor maintenance, and for proper handling of the Elevator, we are prepared to
do the following:

1. After handing over the Elevator, our Installation Engineer will train upto two persons to be nominated by you on
the handling of the Elevator and routine daily maintenance for a period of one week.
2. Train your personnel on rescue of passengers in case of power failure / emergency.

Please note that the above service can be terminated by us without notice, if in our opinion, your employees conduct is
detrimental to the interest of KONE. The above are also contingent on your accepting complete responsibility for your
employees expenses, insurance, etc.

B-5) Handing over of the Elevators

1. You shall agree to take over the Elevator as soon as the installation is completed.
2. The Inspection of the Elevator by the authories of the Lift Inspectorate, wherever applicable, will have to be done
prior to handing over of Elevator.
3. We shall give you a week's notice for taking over of the Elevator after completion.
4. During the above period, you shall agree to make the final payment as per the terms of the contract and officially
acknowledge the handing over of Elevator and the warranty will start after the notice period.
5. The Elevator shall be given for beneficial use only on completion of the above terms.

The Elevator installation will be deemed to have been completed regardless of availability of permanent power supply and
you shall take over the Elevator as such.

B-6) Guarantee
Unless otherwise specified in our confirmation of order, all machinery and equipment will be of our standard design and
manufacture and will be carefully inspected before despatch from our works. All machinery and

6.
equipment of our manufacture is guaranteed to be of first class material throughout and of good workmanship. We
undertake to correct and make good any defect which may develop under normal and proper use within the
guarantee period hereinafter mentioned and which is solely due to faulty design, material or workmanship provided
that we are notified immediately after the defect is discovered unless otherwise arranged.
The guarantee period is

a. 18 months from the date of despatch of the last of the following major components: 1) machine 2) controller
3) car & car frame 4) ‘T’ guides, etc.
b. 12 months from the date of handing over of the Elevator, whichever is earlier.

All liability from our part ceases at the termination of guarantee period. In the case of goods not of our manufacture,
the buyer will be entitled to the benefit of any guarantee held by us in respect thereof. Our liability in respect of any
order confirmed by us is limited as specified in these conditions and does not include consequential damages, either
direct or indirect, nor expenses for repairs or replacement or otherwise paid or incurred without our authority. We
accept no liability for defects or depreciation caused by wear and tear, accidents, lightning, dampness, neglect,
misuse or other abnormal conditions resulting directly or indirectly due to circumstances beyond our control.

B-7) Maintenance

Our quotation includes for 12 months free maintenance. The period of this maintenance will be deemed to have
commenced on the date the Elevator installation is completed and offered for inspection. The date of commencement
of this service will remain unchanged irrespective of any delay in building, completion, availability of permanent power
supply, taking over or commencing use of the Elevator.
Maintenance will consist ot' regular examinations, any necessary adjustment and lubrication of the equipment by
competent employees under direction and supervision. The required supplier and parts will be furnished except such
parts as may be needed because of negligence, misuse or accident not caused by us. Upon your request, special
examination will be made should trouble develop between regular examinations, and you agree to notify us promptly
of any such trouble.
All work will be performed during our regular working days except for minor emergency adjustment call back service
which will be provided during regular working hours and also during over time hours. No work or service other than
that specifically mentioned is included or intended.

B-8) Customer's Contract Obligations

1. Site Details

Furnish required information within a week from the date of order for us to prepare the General Arrangement
Drawing (GAD). The required information will essentially consist of the following.

a. Clear Elevator well dimensions with construction details.

b. Details of interferences, projections, if any.
c. Elevation of the Elevator shaft showing clear heights.
d. Size and location of Elevator columns in the Elevator well, if any.
e. Depth of Elevator pit.
f. Clear height of the machine room. g. Plan view of the machine room.
g. If you wish to obtain the site details after a field check, we will be happy to do so at an extra cost.

7.
General Arrangement Drawing Approval

Promptly approve our General Arrangement Drawing (GAD) and make sure that the well and building will take the
loads indicated in our drawing. Commencement of manufacturing is possible only after receipt of approval of the
same. Please note that our delivery commitments are reckoned from the date of receipt of approved GAD.

Civil Work

Execute the required civil constructions prior to the intimation that the materials are ready for despatch. The civil work
will essentially consist of the following:

a) A properly framed and enclosed Elevator hoistway with required sill-bearing area at each landing.
b) An Elevator pit of proper depth below the lowest landing.
c) Properly lighted and ventilated machine room with proper access.
d) Properly designed lifting and machine room hoists adequate in strength to bear loads imposed by
the machine room equipment.
e) Furnish required architraves and facia plates.
f) Provide pockets on the Elevator well walls and such other builder's work, as may be necessary.

It is essential that the construction conforms to the approved GAD. As you can visualize, costly delays and/or
changes in our equipment will be necessitated if the dimensions do not conform to our drawings. If this should arise, it
will be your responsibility to alter the civil work and bear our additional expenses.

Installation

You agree to furnish us the following free of cost:

a. Before we depute our installation crew, you must confirm, in writing, that the entire civil work is
complete in accordance with the drawing submitted by us.
b. Clean the Elevator pit and keep it dry.
c. Adequate lighting and ventilation in the Elevator shaft and machine room during the erection.
d. A safe, easily accessible, covered, weather-proof and lockable storage room facility of approximately 40 sq.
metres area per Elevator at ground floor near the Elevator shaft in the building. The storage room should be
made available to our installation crew until the Elevator is handed over. Please note that you should have
the storage room available to store the materials upon arrival at site.
e. Single-phase, 230 V power required for operation of our tools, hoists, etc. at ground floor near the Elevator
shaft and three-phase 415 V AC Power for testing and commissioning the Elevator in the machine room.
f. Three-phase, 415 V and single-phase, 230 V power supply at the machine room with suitable main switches
for power as per our requirements and light circuit-breakers, lightning arresters, suitable earthing leads to
machine room and other electrical protective devices necessary to meet local requirements.
g. Provide suitable accommodation free of cost for our installation crew.

It is important that the above are furnished by you so as not to cause any delays to our erection crew. We
reserve the option to charge you for delays resulting due to lapse on your part in providing us all the required
facilities.

8.
 5. Minor Builder's Work

a. Cut pockets and grout car and counterweight guide brackets.

b. Chip required recess and fix the sills and valance plates, as required.
c. Cut pockets and grout brackets for overspeed governor and controller.
d. Make pockets and grout the rag bolts if required for fixing the overspeed governor tension wheel.
e. Cut pockets and grout landing push and indicator boxes.
f. Concrete plinths for housing car and counterweight buffer springs.

Attached "Elevator Service Specification" and the "Price Schedule" form part of the Terms and Conditions of
this Contract.

Accepted &: signed by both parties to make this offer a legal and valid contract binding on both parties.

For and on behalf of the Purchaser For KONE ELEVATOR INDIA PRIVATE LIMITED.

Signature : Signature :

Name : Name :

Designation Designation :

Date Date

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