IBM India Pvt Ltd EDI Purchase Order Purchase Order No.

www.ibm.com/in Do not mail

IG228293
AMENDMENT 001

PURCHASE ORDER DATE

25 Feb 2019

SUPPLIER DETAILS BILL-TO ADDRESS / PLACE OF SUPPLY

IMSI INDIA PVT LTD IBM India Pvt Ltd
SUBRAMANYA ARCADE,
SUITE NO 2410 DOON EXPRESS BUSINESS NO.12,
PARK OPP TRANSPORT NAGAR SUBHASH BANNERGHATTA MAIN ROAD,
DEHRADUN, INDIA BANGALORE - 560029
248001
Supplier Number : I0242 IBM GST Registration Number: 29AAACI4403L1ZK

DELIVERY ADDRESS SEND INVOICE TO

IBM INDIA PVT.LTD, GF - A WING IBM India Pvt Ltd
NO.12, SUBRAMANYA ARCADE Accounts payable department,
BANNERGHATTA ROAD, Subramanya Arcade, Block A, Level 5,
BANGALORE PIN-560029 12,Bannerghatta Road,Bangalore,KA 560029
DTA-01 BANGALORE - ISD1 Phone : 0008001008039

Delivery Date : 11 Mar 2019 Terms of payment: 45 DAYS NET INVOICE RECEIPT

IMPORTANT INVOICING INSTRUCTIONS

IBM India Pvt Ltd Total Amount

REETU RANI
+91-8553444758
See Over
ACCEPTANCE OF THIS ORDER IS
Delivery period : Deliverables and Services will be delivered as specified in the relevant SOW and/or purchase order. If Supplier SUBJECT TO THE TERMS AND
cannot comply with a delivery commitment, Supplier will promptly notify Buyer at least 2 working days before the delivery date CONDITIONS ON THE BACK HEREOF
stipulated in the relevant SOW and/or purchase order of a revised delivery date and Buyer may : (i) cancel without charge WHICH ARE INCORPORATED AND
MADE A PART HEREOF.
Deliverables or Services not yet delivered; (ii) procure such Deliverables or Servicese elsewhere and charge Supplier the cost
differential; and (iii) exercise all other remedies provided at law, in equity and in this Agreement.
PURCHASING COPY Page 1
https://www-03.ibm.com/procurement/proweb.nsf/objectdocswebview/fileibm_india_english/$file/ibm+india+english.pdf
IBM standard purchase order terms and conditions
9 March 2018 to current date
Agreement documents: This Purchase Order (PO), any attachments made a part of this PO, and any documents or clauses incorporated by
reference into this PO are the sole and exclusive agreement of Buyer and Supplier for the products and/or services in this PO, and no other
acknowledgment form, will be part of this PO, unless specifically agreed to in writing
by Buyer. Terms contained in the Supplier's response to, or acknowledgment or acceptance of, this PO, if any, that are additional to, or different
from, the terms set forth herein (which terms would constitute a counter-offer by Supplier) are specifically rejected by Buyer. Buyer's offer to
purchase as provided in this PO may not be modified by Supplier counter-offers. Notwithstanding the foregoing, if this PO is deemed an
acceptance by Buyer of a Supplier offer or counter-offer, then such acceptance is expressly made conditional on Supplier's assent to all of the
terms of this PO, including those that are additional to, or different from, the terms of Supplier's offer or counter-offer. The terms and conditions
of this PO are subject to change without notice.
Prices: If the PO does not include pricing, the price for the products and/or services provided hereunder will be Supplier's lowest prevailing
market price for such products and/or services. Supplier is not entitled to reimbursement of expenses incurred in connection with fulfilling this
PO, except as otherwise agreed in writing by Buyer.
Taxes: Supplier is responsible for and will pay all applicable taxes, charges, fees, levies, or other assessments imposed or collected by any
governmental entity (or political subdivision thereof) worldwide on sales of products or services, or sales, use, transfer, goods, and services or
value added tax or any other duties or fees related to any payment by Buyer to Supplier for products and/or services provided to Buyer under or
pursuant to this PO. If Buyer provides a direct pay certificate, certification of an exemption from tax, or reduced rate of tax imposed by an
applicable taxing authority, then Supplier agrees not to invoice, nor pay, any such tax unless and until the applicable taxing authority assesses
such tax, at which time Supplier shall invoice and Buyer agrees to pay any such tax that is legally owed. Buyer shall withhold taxes as required
under applicable law on payments made to Supplier hereunder and shall be required to remit to Supplier only the net proceeds thereof.
Terms of payment and acceptance: Unless otherwise mandated by local law, the terms of payment are net 60 days after receipt of Supplier's
valid invoice or after receipt of the products and/or services, whichever is later. Payment will not be deemed acceptance of products or services,
and such products or services will be subject to inspection, test, acceptance or rejection. At Buyer's option, Buyer may reject products and/or
services that do not comply with Buyer's acceptance criteria for a refund or require Supplier to repair or replace such products or re-perform such
services without charge and in a timely manner. Buyer may return non-conforming products to Supplier at Supplier's expense.
Termination: This PO may be terminated by Buyer with or without cause. reasonable belief that Supplier has
breached or is likely to breach) of the Ethical Dealings provision constitutes a material breach of this PO and, in such event, IBM may terminate
this PO immediately on written notice to Supplier.
Imports and exports: Supplier is the importer and exporter of record, unless Buyer expressly agrees in writing to serve as the importer or
exporter. Supplier will comply with all applicable import and export laws and administrative requirements, including the payment of all
associated duties, taxes and fees and all applicable laws, regulations, certifications and registrations associated with the import or export of
ake-back/recycling
and environmentalrequirements. Upon Buyer request, Supplier will promptly provide all information necessary to export and import products,
including, as applicable, the Export Control Classification Numbers (ECCN) and subheadings or munitions list category number, certification and
or test results relating to the products or services and any other and will notify Buyer in writing of any changes to the information provided by
Supplier to export and import products. For products that will be imported by the Buyer, Supplier will provide promptly any requisite
information, documentation, certification and/or test results for Buyer to comply with applicable import laws and administrativerequirements.
Packages/transportation:Supplier will comply with: (i) all country of origin marking instructions and all Buyer instructions for exports to
Buyer; (ii) all packaging and labeling requirements set out in this PO; and (iii) the transportation routing guidelines in this PO and pursuant to the
Shipping transportation guidelines. Default minimum requirements for (i) and (ii) are found under Instructions for exports to IBM.
Social and environmental management system: Supplier will comply with the Social and environmental management system supplier
requirements.
Risk of loss; delivery: Title and risk of loss remain with Supplier until products purchased under this PO have been delivered to Buyer at the
location specified in the PO and accepted by Buyer. For Supplier's delivery of products, time is of the essence. If Supplier fails to deliver on time,
Buyer may purchase replacements elsewhere,and Supplier will be liable for actual and reasonable costs and damages Buyer incurs. Supplier will
promptly notify Buyer if it is unable to comply with the delivery date specified in this PO.

For a complete version of the standard purchase order terms and conditions, please go to:
https://www-03.ibm.com/procurement/proweb.nsf/objectdocswebview/fileibm_india_english/$file/ibm+
india+english.pdf
Please contact your local IBM procurement if you are unable to access the above website.
 IBM India Pvt Ltd EDI Purchase Order Purchase Order No.
www.ibm.com/in Do not mail
IG228293
IMSI INDIA PVT LTD AMENDMENT 001

DATE
SUITE NO 2410 DOON EXPRESS BUSINESS
PARK OPP TRANSPORT NAGAR SUBHASH 25 Feb 2019
DEHRADUN, INDIA
248001

UNIT
ITEM QTY DESCRIPTION TOTAL
PRICE

001 3.00 PC Customer:AIM & IM.Supplier:IMSI India Lt 30000.00 90000.00

(Services) CUSTOMER AIM IM SUPPLIER IMSI INDIA
LTD TOWARDS B2B TECH SUPPORT FROM 18
FEB 2019 TO 17 MAY 2019 BILLING IS
MONTHLY IN ARREARS AGREEMENTNO
4904IN0373 QUOTENO
SUPPLIERS ARE
REQUIRED TO PERFORM THE BACKGROUND
CHECKS ON ALL THE TECHNICALLY SELECTED
RESOURCES THROUGH VENDORSNOTIFIED BY
THE BUYER THE FOLLOWING MINIMUM BACK
GROUND CHECKS ARE TO BE CARRIED ON THE
TECHNICALLY SELECATEDRESUMES THROUGH
EXTERNAL REFERENCE CHECK AGENCIES ONLY
A EDUCATION I ONLY THE HIGHEST
EDUCATIONAL QUALIFICATION CREDENTIALS
OBTAINED WILL BE VERIFIED II
EDUCATION VERIFICATION SHOULD BE
CONDUCTED ONLY THROUGH AUTHORIZED
REPRESENTATIVE OF EDUCATION INSTITUTE
ORRELEVANT UNIVERSITY III IN CASE A
DEGREE IS OBTAINED THROUGH DISTANCE
EDUCATION VERIFICATION MUST BE
OBTAINED ONLY FROM THEUNIVERSITY AND
NOT FROM THE STUDY CENTER IV ONLINE
VERIFICATION SHOULD BE OBTAINED ONLY
FROM THE OFFICIAL DOMAIN OF THE
RESPECTIVE UNIVERSITIES B EMPLOYMENT
FOR THE MOST RECENT EMPLOYER IF THE
PERIOD OF THE CURRENT OR MOST
RECENTEMPLOYMENT IS LESS THAN 365
CALENDAR DAYS THEN EARLIER EMPLOYER
MUST ALSO BE CHECKED EMPLOYER 2 II
ROC CHECK IS MANDATORY IN CASE OF
FAILURE SITE VISIT CONFIRMATION WILL
BE REQUIRED III FOR CASES WHERE THE
COMPANY HAS CLOSED DOWN THE SUPPLIER
WILL INITIATE A SITE VERIFICATION AND
CHECK WITHREGISTRAR OF COMPANIES ON
THEIR E FILING STATUS ACTIVE
DORMANT UNDER STRIKE OFF AMONG
ALL CANDIDATES WITH PRIOR EXPERIENCER
WITH IBM PROPOSED AS RESOURCES THROUGH
SSP CHANNEL THE REHIRESTATUS SHOULD
BE OBTAINED BY THE RESPECTIVE
BACKGROUND CHECK VENDOR C IDENTITY
PROOF OF IDENTITY IN THE FORM OF
GOVERNMENT ISSUED DOCUMENTS BOTH
PASSPORT AND PAN CARD MUST
BEOBTAINEDD CRIMINAL BACKGROUND
VERIFICATION THE 7 YEARS CRIMINAL
BACKGROUND CHECK SHALL COVER CRIMINAL
VERIFICATIONTHROUGH COURT RECORD FOR
THE PERIOD OF PAST 7 YEARS BOTH
THE RESPECTIVE COURTS SESSION COURT
MAGISTRATE COURT DISTRICT COURT
CIVIL COURT HIGH COURT SUPREME
COURT PROVISION OF PASS PORTCOPY WILL

IBM India Pvt Ltd Total Amount

REETU RANI
+91-8553444758
See Over
ACCEPTANCE OF THIS ORDER IS
Delivery period : Deliverables and Services will be delivered as specified in the relevant SOW and/or purchase order. If Supplier SUBJECT TO THE TERMS AND
cannot comply with a delivery commitment, Supplier will promptly notify Buyer at least 2 working days before the delivery date CONDITIONS ON THE BACK HEREOF
stipulated in the relevant SOW and/or purchase order of a revised delivery date and Buyer may : (i) cancel without charge WHICH ARE INCORPORATED AND
MADE A PART HEREOF.
Deliverables or Services not yet delivered; (ii) procure such Deliverables or Servicese elsewhere and charge Supplier the cost
differential; and (iii) exercise all other remedies provided at law, in equity and in this Agreement.
PURCHASING COPY Page 2
https://www-03.ibm.com/procurement/proweb.nsf/objectdocswebview/fileibm_india_english/$file/ibm+india+english.pdf
IBM standard purchase order terms and conditions
9 March 2018 to current date
Agreement documents: This Purchase Order (PO), any attachments made a part of this PO, and any documents or clauses incorporated by
reference into this PO are the sole and exclusive agreement of Buyer and Supplier for the products and/or services in this PO, and no other
acknowledgment form, will be part of this PO, unless specifically agreed to in writing
by Buyer. Terms contained in the Supplier's response to, or acknowledgment or acceptance of, this PO, if any, that are additional to, or different
from, the terms set forth herein (which terms would constitute a counter-offer by Supplier) are specifically rejected by Buyer. Buyer's offer to
purchase as provided in this PO may not be modified by Supplier counter-offers. Notwithstanding the foregoing, if this PO is deemed an
acceptance by Buyer of a Supplier offer or counter-offer, then such acceptance is expressly made conditional on Supplier's assent to all of the
terms of this PO, including those that are additional to, or different from, the terms of Supplier's offer or counter-offer. The terms and conditions
of this PO are subject to change without notice.
Prices: If the PO does not include pricing, the price for the products and/or services provided hereunder will be Supplier's lowest prevailing
market price for such products and/or services. Supplier is not entitled to reimbursement of expenses incurred in connection with fulfilling this
PO, except as otherwise agreed in writing by Buyer.
Taxes: Supplier is responsible for and will pay all applicable taxes, charges, fees, levies, or other assessments imposed or collected by any
governmental entity (or political subdivision thereof) worldwide on sales of products or services, or sales, use, transfer, goods, and services or
value added tax or any other duties or fees related to any payment by Buyer to Supplier for products and/or services provided to Buyer under or
pursuant to this PO. If Buyer provides a direct pay certificate, certification of an exemption from tax, or reduced rate of tax imposed by an
applicable taxing authority, then Supplier agrees not to invoice, nor pay, any such tax unless and until the applicable taxing authority assesses
such tax, at which time Supplier shall invoice and Buyer agrees to pay any such tax that is legally owed. Buyer shall withhold taxes as required
under applicable law on payments made to Supplier hereunder and shall be required to remit to Supplier only the net proceeds thereof.
Terms of payment and acceptance: Unless otherwise mandated by local law, the terms of payment are net 60 days after receipt of Supplier's
valid invoice or after receipt of the products and/or services, whichever is later. Payment will not be deemed acceptance of products or services,
and such products or services will be subject to inspection, test, acceptance or rejection. At Buyer's option, Buyer may reject products and/or
services that do not comply with Buyer's acceptance criteria for a refund or require Supplier to repair or replace such products or re-perform such
services without charge and in a timely manner. Buyer may return non-conforming products to Supplier at Supplier's expense.
Termination: This PO may be terminated by Buyer with or without cause. reasonable belief that Supplier has
breached or is likely to breach) of the Ethical Dealings provision constitutes a material breach of this PO and, in such event, IBM may terminate
this PO immediately on written notice to Supplier.
Imports and exports: Supplier is the importer and exporter of record, unless Buyer expressly agrees in writing to serve as the importer or
exporter. Supplier will comply with all applicable import and export laws and administrative requirements, including the payment of all
associated duties, taxes and fees and all applicable laws, regulations, certifications and registrations associated with the import or export of
ake-back/recycling
and environmentalrequirements. Upon Buyer request, Supplier will promptly provide all information necessary to export and import products,
including, as applicable, the Export Control Classification Numbers (ECCN) and subheadings or munitions list category number, certification and
or test results relating to the products or services and any other and will notify Buyer in writing of any changes to the information provided by
Supplier to export and import products. For products that will be imported by the Buyer, Supplier will provide promptly any requisite
information, documentation, certification and/or test results for Buyer to comply with applicable import laws and administrativerequirements.
Packages/transportation:Supplier will comply with: (i) all country of origin marking instructions and all Buyer instructions for exports to
Buyer; (ii) all packaging and labeling requirements set out in this PO; and (iii) the transportation routing guidelines in this PO and pursuant to the
Shipping transportation guidelines. Default minimum requirements for (i) and (ii) are found under Instructions for exports to IBM.
Social and environmental management system: Supplier will comply with the Social and environmental management system supplier
requirements.
Risk of loss; delivery: Title and risk of loss remain with Supplier until products purchased under this PO have been delivered to Buyer at the
location specified in the PO and accepted by Buyer. For Supplier's delivery of products, time is of the essence. If Supplier fails to deliver on time,
Buyer may purchase replacements elsewhere,and Supplier will be liable for actual and reasonable costs and damages Buyer incurs. Supplier will
promptly notify Buyer if it is unable to comply with the delivery date specified in this PO.

For a complete version of the standard purchase order terms and conditions, please go to:
https://www-03.ibm.com/procurement/proweb.nsf/objectdocswebview/fileibm_india_english/$file/ibm+
india+english.pdf
Please contact your local IBM procurement if you are unable to access the above website.
 IBM India Pvt Ltd EDI Purchase Order Purchase Order No.
www.ibm.com/in Do not mail
IG228293
IMSI INDIA PVT LTD AMENDMENT 001

DATE
SUITE NO 2410 DOON EXPRESS BUSINESS
PARK OPP TRANSPORT NAGAR SUBHASH 25 Feb 2019
DEHRADUN, INDIA
248001

UNIT
ITEM QTY DESCRIPTION TOTAL
PRICE

NOT BE ACCEPTED IN LIEU E ALSO IN

CASE THE RESOURCE IS TO BE DEPLOYED IN
DATA CENTERS OR PROJECTS WHERE
HANDLING OF CONFIDENTIAL DATA
ISINVOLVED THE BUSINESS WILL CALL OUT
TO THE PROCUREMENT TEAM FOR AN
ENHANCED BGV THIS WILL INVOLVE
VERIFICATION OFLAST THREE EMPLOYMENTS
OVER AND ABOVE THE STANDARD
RESOURCES DEPLOYED ON ANY ASSIGNMENT
OR PROJECT TO BUYER MUST ALSO POSSESS
A CURRENT AND VALID PASSPORT AT
ALLTIMES DURING THEIR ASSIGNMENT OR
PROJECT IN ADDITION SUPPLIER MAY BE
REQUIRED TO CARRY OUT ADDITIONAL
CHECKS ON ITSRESOURCES AS REQUIRED BY
BUYER AT ADDITIONAL COST IN THE EVENT
OF ANY BACKGROUND CHECK FAILURE
IDENTIFIED DURING THE TERM OF THE PO
WA ON SUPPLIER S PERSONNEL BUYER HAS
RIGHT TO TERMINATE THE PO AND ALSO
RECOVER ALL THE BILLING FROM THE START
TOREVIEW THE TERM OF CONTRACT OR
FURTHER BUSINESS OPPORTUNITIES WITH
SUPPLIER IF SUCH REPEATED BACK GROUND
CHECKFAILURES OCCUR DURING THE TERM OF
THE AGREEMENT THE BACKGROUND CHECKS
MAY BE INITIATED AFTER THE RESOURCE
HAS COMMENCED PROVIDING SERVICES TO
BUYER SUPPLIERSHALL COMPLETE THE BACK
GROUND CHECK WITHIN 4 WEEKS AND SHALL
NOT EXCEED 8 WEEKS FROM THE DATE OF
ONBOARDING THERESOURCE THIS PERIOD OF
8 WEEKS IS ONLY APPLICABLE FOR REASONS
BEYOND THE SUPPLIER S CONTROL IN
BASED ON BUSINESS PROJECT SUPPLIER
REQUIREMENTS SUCH BACKGROUND CHECKS
SHOULD BE COMPLETED PRIOR
TOCOMMENCEMENT OF SERVICES BY THAT
RESOURCE TERMINATION CLAUSE BUYER MAY
UPON WRITTEN NOTICE TO SUPPLIER
TERMINATE A SOW OR WA WITH 30 DAYS
NOTICE 1 WITH CAUSE EFFECTIVE
IMMEDIATELY OR 2 WITHOUT CAUSE UPON
TERMINATION IN ACCORDANCE WITH BUYER
S WRITTEN DIRECTION SUPPLIER WILL
IMMEDIATELY 1 PREPARE AND SUBMIT TO
BUYER AN ITEMIZATION OF ALL COMPLETED
AND SERVICES 3 DELIVER TO BUYERES
DELIVERABLES SATISFACTORILY COMPLETED
UP TO THE DATE OF TERMINATION AT THE
AGREED UPON PRICES IN THE RELEVANT SOW
AND OR WA AND 4 DELIVER UPON REQUEST
ANY WORK IN PROCESS IN THE EVENT
BUYER TERMINATES WITHOUT CAUSE BUYER
WILL COMPENSATE SUPPLIER FOR THE
ACTUAL AND REASONABLE EXPENSES
INCURRED BY SUPPLIER FOR WORK IN

IBM India Pvt Ltd Total Amount

REETU RANI
+91-8553444758
See Over
ACCEPTANCE OF THIS ORDER IS
Delivery period : Deliverables and Services will be delivered as specified in the relevant SOW and/or purchase order. If Supplier SUBJECT TO THE TERMS AND
cannot comply with a delivery commitment, Supplier will promptly notify Buyer at least 2 working days before the delivery date CONDITIONS ON THE BACK HEREOF
stipulated in the relevant SOW and/or purchase order of a revised delivery date and Buyer may : (i) cancel without charge WHICH ARE INCORPORATED AND
MADE A PART HEREOF.
Deliverables or Services not yet delivered; (ii) procure such Deliverables or Servicese elsewhere and charge Supplier the cost
differential; and (iii) exercise all other remedies provided at law, in equity and in this Agreement.
PURCHASING COPY Page 3
https://www-03.ibm.com/procurement/proweb.nsf/objectdocswebview/fileibm_india_english/$file/ibm+india+english.pdf
IBM standard purchase order terms and conditions
9 March 2018 to current date
Agreement documents: This Purchase Order (PO), any attachments made a part of this PO, and any documents or clauses incorporated by
reference into this PO are the sole and exclusive agreement of Buyer and Supplier for the products and/or services in this PO, and no other
acknowledgment form, will be part of this PO, unless specifically agreed to in writing
by Buyer. Terms contained in the Supplier's response to, or acknowledgment or acceptance of, this PO, if any, that are additional to, or different
from, the terms set forth herein (which terms would constitute a counter-offer by Supplier) are specifically rejected by Buyer. Buyer's offer to
purchase as provided in this PO may not be modified by Supplier counter-offers. Notwithstanding the foregoing, if this PO is deemed an
acceptance by Buyer of a Supplier offer or counter-offer, then such acceptance is expressly made conditional on Supplier's assent to all of the
terms of this PO, including those that are additional to, or different from, the terms of Supplier's offer or counter-offer. The terms and conditions
of this PO are subject to change without notice.
Prices: If the PO does not include pricing, the price for the products and/or services provided hereunder will be Supplier's lowest prevailing
market price for such products and/or services. Supplier is not entitled to reimbursement of expenses incurred in connection with fulfilling this
PO, except as otherwise agreed in writing by Buyer.
Taxes: Supplier is responsible for and will pay all applicable taxes, charges, fees, levies, or other assessments imposed or collected by any
governmental entity (or political subdivision thereof) worldwide on sales of products or services, or sales, use, transfer, goods, and services or
value added tax or any other duties or fees related to any payment by Buyer to Supplier for products and/or services provided to Buyer under or
pursuant to this PO. If Buyer provides a direct pay certificate, certification of an exemption from tax, or reduced rate of tax imposed by an
applicable taxing authority, then Supplier agrees not to invoice, nor pay, any such tax unless and until the applicable taxing authority assesses
such tax, at which time Supplier shall invoice and Buyer agrees to pay any such tax that is legally owed. Buyer shall withhold taxes as required
under applicable law on payments made to Supplier hereunder and shall be required to remit to Supplier only the net proceeds thereof.
Terms of payment and acceptance: Unless otherwise mandated by local law, the terms of payment are net 60 days after receipt of Supplier's
valid invoice or after receipt of the products and/or services, whichever is later. Payment will not be deemed acceptance of products or services,
and such products or services will be subject to inspection, test, acceptance or rejection. At Buyer's option, Buyer may reject products and/or
services that do not comply with Buyer's acceptance criteria for a refund or require Supplier to repair or replace such products or re-perform such
services without charge and in a timely manner. Buyer may return non-conforming products to Supplier at Supplier's expense.
Termination: This PO may be terminated by Buyer with or without cause. reasonable belief that Supplier has
breached or is likely to breach) of the Ethical Dealings provision constitutes a material breach of this PO and, in such event, IBM may terminate
this PO immediately on written notice to Supplier.
Imports and exports: Supplier is the importer and exporter of record, unless Buyer expressly agrees in writing to serve as the importer or
exporter. Supplier will comply with all applicable import and export laws and administrative requirements, including the payment of all
associated duties, taxes and fees and all applicable laws, regulations, certifications and registrations associated with the import or export of
ake-back/recycling
and environmentalrequirements. Upon Buyer request, Supplier will promptly provide all information necessary to export and import products,
including, as applicable, the Export Control Classification Numbers (ECCN) and subheadings or munitions list category number, certification and
or test results relating to the products or services and any other and will notify Buyer in writing of any changes to the information provided by
Supplier to export and import products. For products that will be imported by the Buyer, Supplier will provide promptly any requisite
information, documentation, certification and/or test results for Buyer to comply with applicable import laws and administrativerequirements.
Packages/transportation:Supplier will comply with: (i) all country of origin marking instructions and all Buyer instructions for exports to
Buyer; (ii) all packaging and labeling requirements set out in this PO; and (iii) the transportation routing guidelines in this PO and pursuant to the
Shipping transportation guidelines. Default minimum requirements for (i) and (ii) are found under Instructions for exports to IBM.
Social and environmental management system: Supplier will comply with the Social and environmental management system supplier
requirements.
Risk of loss; delivery: Title and risk of loss remain with Supplier until products purchased under this PO have been delivered to Buyer at the
location specified in the PO and accepted by Buyer. For Supplier's delivery of products, time is of the essence. If Supplier fails to deliver on time,
Buyer may purchase replacements elsewhere,and Supplier will be liable for actual and reasonable costs and damages Buyer incurs. Supplier will
promptly notify Buyer if it is unable to comply with the delivery date specified in this PO.

For a complete version of the standard purchase order terms and conditions, please go to:
https://www-03.ibm.com/procurement/proweb.nsf/objectdocswebview/fileibm_india_english/$file/ibm+
india+english.pdf
Please contact your local IBM procurement if you are unable to access the above website.
 IBM India Pvt Ltd EDI Purchase Order Purchase Order No.
www.ibm.com/in Do not mail
IG228293
IMSI INDIA PVT LTD AMENDMENT 001

DATE
SUITE NO 2410 DOON EXPRESS BUSINESS
PARK OPP TRANSPORT NAGAR SUBHASH 25 Feb 2019
DEHRADUN, INDIA
248001

UNIT
ITEM QTY DESCRIPTION TOTAL
PRICE

PROCESS UP TO AND INCLUDING THE DATE

OF TERMINATION PROVIDED SUCH EXPENSES
DO NOT EXCEED THE PRICES
PREPTEXT

Order Currency : INDIAN RUPEES

IBM India Pvt Ltd Total Amount

REETU RANI
+91-8553444758
90,000.00
ACCEPTANCE OF THIS ORDER IS
Delivery period : Deliverables and Services will be delivered as specified in the relevant SOW and/or purchase order. If Supplier SUBJECT TO THE TERMS AND
cannot comply with a delivery commitment, Supplier will promptly notify Buyer at least 2 working days before the delivery date CONDITIONS ON THE BACK HEREOF
stipulated in the relevant SOW and/or purchase order of a revised delivery date and Buyer may : (i) cancel without charge WHICH ARE INCORPORATED AND
MADE A PART HEREOF.
Deliverables or Services not yet delivered; (ii) procure such Deliverables or Servicese elsewhere and charge Supplier the cost
differential; and (iii) exercise all other remedies provided at law, in equity and in this Agreement.
PURCHASING COPY Page 4
https://www-03.ibm.com/procurement/proweb.nsf/objectdocswebview/fileibm_india_english/$file/ibm+india+english.pdf
IBM standard purchase order terms and conditions
9 March 2018 to current date
Agreement documents: This Purchase Order (PO), any attachments made a part of this PO, and any documents or clauses incorporated by
reference into this PO are the sole and exclusive agreement of Buyer and Supplier for the products and/or services in this PO, and no other
acknowledgment form, will be part of this PO, unless specifically agreed to in writing
by Buyer. Terms contained in the Supplier's response to, or acknowledgment or acceptance of, this PO, if any, that are additional to, or different
from, the terms set forth herein (which terms would constitute a counter-offer by Supplier) are specifically rejected by Buyer. Buyer's offer to
purchase as provided in this PO may not be modified by Supplier counter-offers. Notwithstanding the foregoing, if this PO is deemed an
acceptance by Buyer of a Supplier offer or counter-offer, then such acceptance is expressly made conditional on Supplier's assent to all of the
terms of this PO, including those that are additional to, or different from, the terms of Supplier's offer or counter-offer. The terms and conditions
of this PO are subject to change without notice.
Prices: If the PO does not include pricing, the price for the products and/or services provided hereunder will be Supplier's lowest prevailing
market price for such products and/or services. Supplier is not entitled to reimbursement of expenses incurred in connection with fulfilling this
PO, except as otherwise agreed in writing by Buyer.
Taxes: Supplier is responsible for and will pay all applicable taxes, charges, fees, levies, or other assessments imposed or collected by any
governmental entity (or political subdivision thereof) worldwide on sales of products or services, or sales, use, transfer, goods, and services or
value added tax or any other duties or fees related to any payment by Buyer to Supplier for products and/or services provided to Buyer under or
pursuant to this PO. If Buyer provides a direct pay certificate, certification of an exemption from tax, or reduced rate of tax imposed by an
applicable taxing authority, then Supplier agrees not to invoice, nor pay, any such tax unless and until the applicable taxing authority assesses
such tax, at which time Supplier shall invoice and Buyer agrees to pay any such tax that is legally owed. Buyer shall withhold taxes as required
under applicable law on payments made to Supplier hereunder and shall be required to remit to Supplier only the net proceeds thereof.
Terms of payment and acceptance: Unless otherwise mandated by local law, the terms of payment are net 60 days after receipt of Supplier's
valid invoice or after receipt of the products and/or services, whichever is later. Payment will not be deemed acceptance of products or services,
and such products or services will be subject to inspection, test, acceptance or rejection. At Buyer's option, Buyer may reject products and/or
services that do not comply with Buyer's acceptance criteria for a refund or require Supplier to repair or replace such products or re-perform such
services without charge and in a timely manner. Buyer may return non-conforming products to Supplier at Supplier's expense.
Termination: This PO may be terminated by Buyer with or without cause. reasonable belief that Supplier has
breached or is likely to breach) of the Ethical Dealings provision constitutes a material breach of this PO and, in such event, IBM may terminate
this PO immediately on written notice to Supplier.
Imports and exports: Supplier is the importer and exporter of record, unless Buyer expressly agrees in writing to serve as the importer or
exporter. Supplier will comply with all applicable import and export laws and administrative requirements, including the payment of all
associated duties, taxes and fees and all applicable laws, regulations, certifications and registrations associated with the import or export of
ake-back/recycling
and environmentalrequirements. Upon Buyer request, Supplier will promptly provide all information necessary to export and import products,
including, as applicable, the Export Control Classification Numbers (ECCN) and subheadings or munitions list category number, certification and
or test results relating to the products or services and any other and will notify Buyer in writing of any changes to the information provided by
Supplier to export and import products. For products that will be imported by the Buyer, Supplier will provide promptly any requisite
information, documentation, certification and/or test results for Buyer to comply with applicable import laws and administrativerequirements.
Packages/transportation:Supplier will comply with: (i) all country of origin marking instructions and all Buyer instructions for exports to
Buyer; (ii) all packaging and labeling requirements set out in this PO; and (iii) the transportation routing guidelines in this PO and pursuant to the
Shipping transportation guidelines. Default minimum requirements for (i) and (ii) are found under Instructions for exports to IBM.
Social and environmental management system: Supplier will comply with the Social and environmental management system supplier
requirements.
Risk of loss; delivery: Title and risk of loss remain with Supplier until products purchased under this PO have been delivered to Buyer at the
location specified in the PO and accepted by Buyer. For Supplier's delivery of products, time is of the essence. If Supplier fails to deliver on time,
Buyer may purchase replacements elsewhere,and Supplier will be liable for actual and reasonable costs and damages Buyer incurs. Supplier will
promptly notify Buyer if it is unable to comply with the delivery date specified in this PO.

For a complete version of the standard purchase order terms and conditions, please go to:
https://www-03.ibm.com/procurement/proweb.nsf/objectdocswebview/fileibm_india_english/$file/ibm+
india+english.pdf
Please contact your local IBM procurement if you are unable to access the above website.