Ref. No.

PM/33/165/
Dated

M/s

Sub:

Dear Sir,
This has reference to your offer and subsequent discussions held with your Mr at our works. We
are pleased to place our Purchase Order for supply of on the following terms & conditions:-

1.00 SPECIFICATIONS AND SCOPE OF SUPPLY

1. Annexture I – Performance Parameters

2. Annexture II – Scope of Supply
3. Annexture III – Technical Specifications & make of bought outs.
4. Annexture IV- List of Spares

2.00 PRICE

2.01 A lumpsum price of Rs shall be paid for Design, Manufacturing, Supply, erection &
commissioning as per details mentioned in Annexures.

2.02 All the payments will be made by RTGS/ Cheque. In case of RTGS, RTGS charges will be borne by you.

2.03 The above prices are F.O.R. Our Mills, Saharanpur, inclusive of packing, forwarding and freight
Charges.

2.04 The above prices are firm and final during the entire period of execution of the order and are
exclusive of taxes and duties and any other applicable taxes that may be levied as per prevailing Govt. rules.

2.05 You shall provide us necessary Price Breakup within 10 to 15 days on receipt of order.

2.06 GST will be extra as applicable. Our Our GST No. is 09AAECS0759B1ZI

2.07 The statutory deduction. If any, shall be made as per provision of the respective acts while releasing
the payment and certificate thereof, shall be issued in due course.

2.08 Transit Insurance is in your scope.

2.9 You shall provide free of cost supervision of erection and commissioning by deputing your expert
for this job. Boarding & lodging to your engineer will be in Star Paper Mill Scope.

Page 1 of 12
 3.0 TERMS OF PAYMENT

A. In respect of Price for Supply of Goods being Rs. ___________/-

i) 10% of Basic Order value for Supply of Goods shall be paid as advance against Advance Bank
Guarantee for the amount equal to 10% of the Basic order value valid till successful
commissioning.

ii) 5% of Basic Order value for Supply of Goods shall be paid against approval of the drawings and
documents against Advance Bank Guarantee for the amount equal to 5% of the Basic Order
value to be valid till successful commissioning.

iii) 40 % of the Basic Order value for Supply of Goods plus 100% of applicable taxes & duties shall
be paid on pro rata basis as per mutually agreed billing schedule against shipment of
equipment after verification of the following documents to be submitted by the vendor:

Full set of bills of Lading: 3 set original or LR/GR/RR: 1 set original and 2 copies (in case of indigenous
supplies) from bank approved transporter:

a) Commercial Invoice: 1 set of original + 3 copies

b) Certificate of Country of Origin: 3 copies (in case of imports) in case it is applicable.

c) Test Certificates: 3 copies

d) Packing list: 3 copies

e) Material dispatch clearance certificate (MDCC) issued by the Purchaser Prior to

effective dispatch: 2 copies

f) Marine Insurance Policy/ Certificate: 1 Original

g) Certificate of receipt of material at site and its quality approval by the Contractor and
SPML.

iv) 25 % of the Basic Order value of the Goods shall be paid on successful completion of PG Test and
submission of the following documents.

i )Invoice

ii )Performance Guarantee Acceptance Certificate duly signed by the Purchaser or Purchaser’s

Representative. This payment shall be released within 90 days after receipt of Invoice and PG
acceptance Certificate from the Contractor.

Page 2 of 12
 iii) All statutory compliance approvals.

iv) Final20% of the Basic Order value of the Goods shall be paid on Final Acceptance Test on
submission of the following documents Invoice Performance Bank Guarantee (PBG) of equivalent
amount, which shall remain valid up to the Defects Liability Period of Goods. The format of PBG is
attached herewith as Annexure. PG Acceptance Certificate duly signed by the Purchaser. This
payment shall be released within 90 days after receipt of Invoice and PBG from the Contractor.

B Erection, Testing & Commissioning and Performance Guarantee Tests

a. 15% of Basic Order value after satisfactory mobilization to site with adequate manpower,
tools and tackles.

b. 65 % of Basic Order value shall be paid on pro rata basis against mutually agreed milestone
activities.

c. 20% against successful completion of Erection and commissioning against submission of 10%
Performance Bank Guarantee. This PBG shall be valid for twelve (12) months from the date
of commissioning (or) eighteen (18) months from the date of receipt of last and major final
consignment at the site, whichever is earlier.

4.00 DELIVERY AND COMPLETION SCHEDULE

4.01 The delivery shall mean F.O.R. Our Works delivery of the material and its Auxiliaries . You shall
arrange for safe transportation of equipments to our Mills at Saharanpur through your approved
transporter.

4.02 You shall arrange to complete Design, Manufacturing and supply of machinery/equipment as per
scope of supply as per annexture within …...........days from the date of receipt of this order.

4.03 Please note that the time of delivery is the essence of this order.

4.4 Notwithstanding anything contrary, to ensure that Cenvat is available to us and it is expressly
agreed by you that in any

4.5 case material and its Auxiliaries supplied under this order shall vest to us at the latest when they
are received at our mills premises at Saharanpur.

Page 3 of 12
5.00 LIQUIDATED DAMAGES FOR DELAY IN COMPLETION SCHEDULE

The completion schedule mentioned vide clause No.4 above shall be strictly adhered to. In case of delay in
supply of the material and its Auxiliaries beyond …............ days from the date of receipt of order, Liquidated
damages @1% per week shall be deducted from your payments subject to a maximum of 10% of the basic
value of order.

6.00 RIGHT OF TERMINATION

In the event of breach of the terms & conditions of the order by you, we shall have unequivocal right to
cancel this order. In such circumstances you shall forthwith refund the payments made to you under this
order along with interest@18% P.A. Further, you shall be responsible for all the damages, costs and
expenses suffered/incurred by us on account of the said cancellation.

We reserve the rights to terminate the contract in case of non performance of any terms and condition of
this order by you. In such cases the contract shall be awarded to other party & accordingly the payment
made to the other party & liquidated damages shall be borne by you.
Upon termination of this contract however occasioned, you shall forthwith handover to any representative
or authorized agent or nominee of Star Paper Mill, without retaining any copy of the contract, any and all
formulas, specifications, know-how, trade secrets, marketing projections or intelligence or any other data or
information and all raw material and goods and properties which may have been given, procured or paid for
by Star Paper Mill or otherwise belonging to Star Paper Mill and remaining in the custody and/or possession
of the service provider.
If Star Paper Mill has paid any advance, the same shall be refunded to us if the work order is terminated due
to any lapses/breach of contract on the Vendor's part , if the same has not been adjusted towards the
goods/works supplied and accepted if any. Every refund shall be effected within 15 days of termination.

7.00 PACKING & PROTECTION

7.01 The packing of the material shall be of first grade quality and of such type and standard so as
to take full care of the equipments to avoid any loss or damage during loading, transit and
unloading.

7.2 You shall clearly mark on the packages, the gross and net weight particulars of contents with
reference to number, size of the packages and indication of top side.
7.03 The equipments shall be protected by applying suitable paints and all bright parts are to
be protected from rust by application of rust preventives as may be necessary.

7.3 If it is established that there is any deterioration or loss or damage to the equipments or part
thereof, due to defective or inadequate packing, you shall repair to our entire satisfaction or
replace the same by new equipments or part thereof free of cost to us and in a manner that the
completion schedule is not affected. Page 4 of 12
8.00 DESTINATION :

All Consignment shall be dispatched to Star Papers Mills Ltd. Saharanpur -247001 (U.P.)

9.00 MODE OF DESPATCH & TRANSIT RISK

9.1 By road Transport on Door Delivery basis. The online Road Permit (Form 38) shall be given by you
to the transporter before dispatch of material.

9.02 In case of any loss or damage of the equipment or part thereof during the transit, the same
shall be replaced by you as early as possible upon intimation from us It is the clear understanding
between us that you shall carry out the replacement or rectification or repair of the lost or the
damaged equipment or part thereof with utmost speed so as not to affect the completion
schedule.

9.3 You shall forward to us the dispatch particulars over E-Mail /Fax / Courier for consignments
dispatched, so as to enable us to take the transit risk insurance cover. In the event of your not
furnishing the dispatch particulars in time and any loss or damages being caused to the
consigned equipment or any part thereof , you shall be solely responsible to replace/ repair the
same at your own cost.

10.00 CHANGE OR DELETION

If any change in material or design of the equipments covered under your scope of supply becomes
necessary for improving the specified equipments or parts thereof, it shall be with our specific prior written
consent only. Our Consent shall not, however, dilute the liability on you for adequacy and efficacy of the
design of equipments.

11.00 WARRANTEE FOR DESIGN, MATERIAL & WORKMENSHIP

11.01 The equipments supplied and start up by you, shall carry a warranty against the defects in design,
manufacturing, material and workmanship. The period of warranty for the equipments shall be for a period
of 24 months from the date of successful running of system at guaranteed performance parameter. The
warranty shall be applicable to all items including bought out items supplied by you.

11.2 You shall undertake to replace/repair forthwith, upon discovery or intimation from us, free of
charge FOR-Our Plant site any part and /or equipments which are defective due to faulty design,
material, manufacturing or workmanship. It is being understood that the defective parts and/ or
equipments thus replaced by you , will be your property and you shall be entitled to take away
the same. Page 5 of 12
11.03 The warranty period for any part or component replaced/ repaired as aforesaid ,shall be 12 months
from the date of replacement/ repair.

11.04 You have assured us and warrant that equipments and its auxiliaries to be supplied and started-up/
commissioned, are suitable for the purpose, that all the material used in the construction of the
equipments and parts and its auxiliaries will be the best quality material obtainable in the country of origin
or imported according to the performance for which the materials are to be supplied and that the
workmanship will be First class throughout.

11.05 The scope of supply is not exhaustive and in case of any item is left or missing for successful
implementation and commissioning for achieving the guaranteed performance norms of the job, then it will
be in your scope to supply & erect that item/material.
12.00 GUARANTEE FOR PERFORMANCE

You shall guarantee that the equipment and its auxiliaries shall be capable of achieving the performance
parameters specified in Annexure I.

In the event the if You fail to demonstrate successful performance of the plant as per Annexure I
within............ Days after commissioning. You shall promptly carry out all the measures at your own
expense. In case you fail to meet the performance parameters as per annexure I. you shall forthwith
refund the payments made to you under this order along with interest@18% P.A. Further, you shall be
responsible for all the damages, costs and expenses suffered/incurred by us ans shall refund us the same
within one month.

13.00 RIGHT OF REFUND OF COSTS:

In case the equipments still fail to meet the performance parameters as per annexure 1, you shall forthwith
refund the payments made to you under order along with interest @18% P.A further, you shall be
responsible for all the damages, costs and expenses suffered/ incurred by us and shall refund us the same
within one month of such natice from us besides the invocation of PBG.

14.00 RIGHT OF ALTERNATIVE STARTUP

If the equipment and its auxiliaries fail during the performance tests to achieve the guaranteed parameters,
then you shall be bound , within a period of ….….days from the performance test, to carry out any
modifications, rectifications / replacements as desired by you at your entire risk and costs, and conduct a
final performance test to demonstrate performance data and guarantee. If the performance data and
guarantees are still not achieved, then we shall have the right at our option to have the Equipment and its
auxiliaries re-startup after necessary repairs /replacement at your costs by engaging outside expert agency.
All damages and loss suffered due to above & incurred by us will be to your account and you shall remain
bound by all other obligations including warranty obligations under this order. Page 6 of 12
15.00 DOCUMENTATION

You shall provide us 3 sets of dispatch documents comprising of detailed packing list, invoices showing the
break up value. However, one set of documents to be sent in advance to our Works at Saharanpur. .

16.00 INSPECTION

16.01 You shall inform us about the readiness of the equipments at least 10 days in advance to
facilitate us to depute our representative at your/ your sub-vendor's works for inspection, if so
desired by us. We shall inform you about our program within 7 days from the date of receipt of
information. If we waive off the inspection, you will proceed with the dispatches immediately.

16.2 This inspection or any other inspection by our representative at our cost at any stage as
mentioned in this order or otherwise ,shall not in any manner, whatever, dilute or affect or be
deemed to dilute or affect your obligations under this order, including the warranties and the
performance guarantee obligations.

16.3 You shall establish in consultation with us the procedure for stage wise physical inspection of
the equipments.

17.00 SUPPLY OF MAINTENANCE SPARES

It is material term of this order that after expiry of the warranty period stipulated above, you shall ensure
continued supply of maintenance spares required for satisfactory operation of the equipment at price as
may be mutually agreed to between us. It is also understood and agreed that if due to any reasons
whatsoever, you can not maintain supply of any spares, then you shall be bound to ensure that the
manufacturing drawings/specifications of any such spares or components are furnished to us, free of any
charge.

18.00 OTHER TERMS AND CONDITIONS

The Annexures of this order shall form integral part hereof. The terms and conditions stated in the
Annexures shall be deemed and construed as stated in this order itself.

This Order and its Annexures set out the terms and conditions, for Supply of equipments, as finally agreed
upon between us and save and expect as expressly provided in this order or Annexures, the terms and
conditions herein and in the Annexures, shall supersede and override all previous documents including your
offers or correspondence exchanged between the parties to the extent that any of the terms and conditions
thereof are inconsistent with the terms and conditions of this order/ Annexures.

Page 7 of 12
19.00 SPECIAL TERMS AND CONDITIONS
1. You shall carry out Accident Insurance of your workers & staff.
2. You shall also do Fire & Theft Insurance for your material.
3. There will be no unwanted activity done by your staff and workers inside the colony and Premises of
SPML. Otherwise your persons will not be allowed to enter in the premises of SPML.
4. All labour and staff employed by you will equipped with Personal Protective Equipments like Helmet,
Goggles, Safety Belts etc. and will not be allowed to work without these Personal Protective
Equipment's.
5. You will indemnify Star Paper Mill (SPML) against any accident/mishappening in Mill premises or
outside to any person deployed by SPML or Contract Labour/Visitor/Resident etc. on account of Acts
of omission and commission by your persons or equipment or to any such other liability or
obligation arising in connection of loss/damage, death or injury. In such event, you will be exclusively
responsible for compensation against death or loss. Further, in such cases, as mentioned above, if
any amount is incurred by SPML, then SPML shall have all rights to recover its amount from you.

20.00 EMPLOYEES AND PERSON ENGAGED/ INSURANCE

It is expressly declared that no such Employee/ Workmen/Engineer/ Supervisor shall by reason of his /her
rendering any services under the order, be deemed or constructed to be our employee or in our
employment or having been engaged by us and shall at all times be your employee/s and engaged by you
and be deemed and constructed accordingly.
You shall also be responsible for meeting and discharging all dues, claims and demand of these Employees/
Workmen/ Engineers/ Supervisors and we shall be kept free and saved harmless and fully indemnified
against any claims or demands or liabilities whatever made by them or their heirs / legal representatives
against us including but not limited to those arising out of their employment/ engagement by you or death
or injury and whether under any statue or other wise and also against any actions, proceedings damages,
losses and expenses caused to us as a result of any such claims, demands or liabilities. The Provisions of
Clause above shall apply equally to any workmen, or employee, of your sub service provider/s. The
responsibility in respect of such persons shall be solely and exclusively yours and you shall keep us similarly
indemnified in respect of any claim or demands or liabilities as aforesaid.
You will Indemnify and keep us indemnified against all losses, claims and demands suffered by or m ade
against us and defend us against all actions, suits and proceedings taken against us in respect of any
representation by any person workmen engaged by you holding out to be the company's employee. It is
expressly made clear that notwithstanding anything contained in any law for the time being in force, you
shall comply with all the provisions of Labour Welfare Enactments including but not restricting to-
1. Minimum Wages Act, 1948
2. Payment of Wages Act, 1936
3. Employees Provident funds and Miscellaneous Provisions Act, 1952
4. Employees State Insurance Act, 1948
5. The Factories Act, 1948
6. The Contract labour (Regulation & Abolition) Act, 1970
7. Workmen Compensation Act, 1923
8. The Payment of Gratuity Act, 1972 Page 8 of 12
 9. The Payment of Bonus Act, 1965
10. The Child Labour (Prohibition and Regulation) Act, 1986
11. The Sexual Harassment of women at workplace
You will discharge all the liabilities as enshrined in Employee State Insurance Act 1948, Employee Provident
Fund & Misc. Provident Act 1952 and any other relevant acts/Rules for your workmen engaged. You shall in
respect of all employees provide and maintain all other insurances, if any, which may be required under any
law or regulation from time to time. You shall ensure that similar insurance policies are taken out and
maintained in respect of employees of your Sub-service provider ( if any). You shall be responsible for any
claims or losses other than consequential losses caused to us resulting from failure to obtain and maintain
adequate insurance protection in connection thereof. You shall produce or cause to be produced the
relevant policy or policies and premium receipts as and when required by us.

21.00 INDEMNITY

You shall indemnify us against any loss, damage and injury to any person or to any property and against any
other liability or obligation and against all the actions, suits, claims, demands, costs, charges and expenses
arising in connection with such damage, injury, liability or obligation resulting from :
 The negligence of the Service Provider or its employees, agents and sub-service providers and/or
 Non-compliance of all applicable laws, ordinances and regulations. and/or
 Non-compliance of safety regulations.
In the event of any claim being made against us by reason of any matter referred to in this clause, and in
respect of which you are liable under that clause, we shall promptly notify you, who will at its own expenses
conduct all negotiations for the settlement of the same and any litigation that may arise there from. You will
indemnify and keep us indemnified against all losses, claims & demands suffered by or made against us &
defend us against all actions, suits & proceeding taken against us in respect of any legislation, statute or
enactment and/or rules and regulations or by laws framed there under, by virtue of your failure to observe
or non-fulfillment of any statutory condition or by virtue of your negligence. We shall, at the request of the
service provider, extend all available assistance for the above purpose at the cost and expense of the service
provider.
If at any time, liability or obligation (financial or otherwise) is imposed upon us under the provisions of any
legislation, statute or enactment and or scheme, rules, regulations or by laws made there under in respect
of any persons employed by you, you will reimburse to us on demand any amount paid or any financial
liability suffered or incurred by us under or by virtue of such provisions and we will have absolute right to
deduct and adjust the amount so paid or financial liability so incurred or suffered by us against any sums
which may then be due or may become due by the Company to you. You shall further be responsible to
furnish us with all particulars /information and prepare/maintain and produce forthwith all papers and
documents as may be necessary to enable us to discharge any such liability or obligation, financial or
otherwise.

Page 9 of 12
22.00 ENVIRONMENT, HEALTH & SAFETY

You shall take all necessary safety precautions as per the Government norms and also safety norms of Star
Paper Mills Ltd. You are totally responsible for Health and safety of your labour and staff employed by you.
You will also be fully responsible for the workers hired by you through local contractors. You shall take
necessary insurance coverage of its staffs and workers. All ISI masks, Personal Protective equipment's are in
your scope.

23.00 DAMAGES TO COMPANY'S PROPERTY & RIGHTS ON INTANGIBLE PROPERTY

Whilst in the premises, due to any reasons whatsoever, if Company's property is, in any way, damaged,
destroyed or mutilated by you or your employees and / or agents, you will be totally responsible for the
same and compensate us for the loss. You shall be liable for damage/penal action (if any) by the concerned
authorities in case of misappropriation, theft, pilferage or disappearance of any material held by you or your
staff or laborers engaged by it in addition to termination of this agreement by us. In addition to this, you
may be required to replace the material. You shall utilize any of the assets of the Company, solely for
the purpose for which they have been entrusted to you. You shall be responsible for ensuring that the men
deployed by you conduct themselves in a disciplined and proper manner without causing any damage or
destruction in or to the premises, machinery, equipment and property of the company. Further, they should
not indulge in any acts of waste or behave themselves in a manner endangering the property and
equipment, premises, etc. of the Company in any manner.

24.00 CONFIDENTIALITY

All confidential Information, data, etc. that have been made available to you shall be utilized solely for the
purpose of the work entrusted to you and shall not be disclosed to any third parties under any
circumstances. We reserves its right to pursue all or any remedies, Including but not limited to a claim for
liquidated damages, or any breach of this confidentiality clause by you and/ or your employees.
You shall not claim any proprietary and / or any other right in respect of the Company's trademarks and / or
other Intellectual property used in relation to/ for the execution of the work hereby entrusted to you. You
shall use the same strictly for the purposes of the work awarded to you and such use shall be on behalf of
us and shall not entitle you to claim or any rights in respect thereof.
We reserves the right to require you to furnish any undertaking with regard to confidentiality and non-
disclosure obligation pertaining to any information/ data gathered during the course of fulfilling the order.

25.00 ASSIGNMENT:

This agreement is personal to the parties and may not be assigned in whole or part by either party without
prior written consent of the other.
Page 10 of 12
You shall complete the said work to the entire satisfaction of the company. The said date for completion
shall not be extended except under a written permission of the company on such terms and conditions that
the company may impose for such extension.
Notwithstanding anything contained here-in-above, if the service provider's work is found to be
unsatisfactory or if you are found to have contravened any of the conditions of this agreement, the
Company reserves the right to employ any other person/agency to carry out the above work at the service
provider's risk and cost or to suspend / cancel/terminate this contract at the sole discretion of the
Company.

26.00 ENTIRE AGREEMENT

This Agreement contains the entire Agreement between the Parties as to the subject matter and
supersedes any prior representations or Agreements, oral or written, and all other communications
between the Parties relating to the subject matter. This Agreement may not be varied except by an
instrument signed by authorized representatives of each Party. All provisions of this Agreement which by
their nature should continue in force beyond the term of this Agreement will remain in force after
termination of this Agreement.
27.00 FORCE MAJEURE

Neither party shall be liable for delay in performance or non- performance caused by war, Riots ,Fire, strikes
and Lockout, resulting in stoppage of the entire plant operations of the Purchaser or the concerned
manufacturing unit of the seller, Earthquakes, Floods and other acts of God or by any other cause akin to
the foregoing causes and beyond the reasonable control of the party thereby affected, provided however,
that the party subject to such Force majeure Clause shall give written intimation to the other party
indicating the cause and its expected duration,and

A) Provided always that the performance on the part of the affected party shall only remain suspended
during the currency of the Force Majeure Clause, the period of performance extends to the extent of the
duration of such cause.

B) It is further understood and agreed that in the event that the duration of Force majeure extends to a
period beyond one month then we shall have the option to put an end to this order by giving a written
notice to you, unless the parties would have agreed to re- negotiate this order, and in the event of the
termination of this order, as aforesaid, the purchaser shall be bound either to return the equipments
already received by it from the seller against the refund of all advances paid by it to the Seller, or to pay for
the same at an agreed price after adjusting the advances already paid by it.

28.00 NON·SOLICITATION
Both Patties agrees that they will not either on its own account or In partnership or association with any
person, firm, company or organization Or otherwise and whether directly or Indirectly during the Term and
Page 11 of 12
for a period of twelve months thereafter solicit or entice away or attempt to solicit or entice away (or
authorize the taking of any such action by any other-person) any employee of the other Party who has
been engaged on the performance or receipt of the Services.
29.00 ANTI-BRIBERY
Any Each party Warrants and Undertakes that:
(a) they will comply with applicable laws, statue, regulations/codes relating to anti bribery and anti-
corruption including but not limited to the Prevention of Corruption, Act 1988.
(b) it has and shall maintain in place throughout the Term all policies and procedures necessary to ensure
compliance with the Relevant Requirements.
(c)Supplier/Service Provider hereby certifies that they do not and will not use illegal practices such as giving
money or gifts to Star Paper employees or members of their families in exchange for business from Star
Paper. Supplier/Service Provider also agrees that, in the event that Star Paper determines that a violation of
Star Paper's Principles against Corruption have occurred, Star Paper shall notify supplier, and Star Paper may
terminate this agreement/PO immediately, and such termination shall be with cause. Supplier shall
indemnify Star Paper and hold Star Paper harmless with respect to any liability arising from the
contravention of this provision by Supplier/Service Provider.
(d) Supplier/Service Provider undertakes to immediately notify Star Paper if in connection with the
Agreement or the business resulting therefrom it receives or becomes aware of any request from any
person for any payment, gift, promise or other advantage, in relation to business with Star Paper Mills.

30.00 ARBITRATION

Any Dispute/Difference between the parties, arising out of the contract, shall be referred to an “Arbitrator”
( Sole Arbitrator). The arbitrator shall be appointed by Managing Director of Star Paper Mills Limited and
place arbitration will be Saharanpur (UP) only. The award / decision of the arbitrator shall be binding on
both the parties of this contract. The arbitration proceeding will be conducted as per Arbitration and
Conciliation Act 1996.

31.00 JURISDICTION
The Saharanpur courts only will have the exclusive jurisdiction in respect of this order and all matters arising
thereof and no other court will have jurisdiction in connection with the disputes or matters arising out of
and /or relating to this order.

Please return the duplicate copy of this Order duly signed with seal in confirmation of your having accepted
all the terms and conditions of this order including Annexures.

Thanking you,

Yours faithfully,

For Star Paper Mills Ltd.,

Authorized Signatory Agreed & accepted on behalf of

Page 12 of 12