TERMS and CONDITIONS

This Manufacturing and Purchase Agreement (the “Agreement”) is made on _________________

(the “Effective Date”), between ________________(hereafter the “Party One”) located at
_______________________________________and Industries (hereafter the “Manufacturer”)
located at ____________________________________.
In consideration of the mutual covenants and representations herein set forth, the Seller and the
Buyer agree as follows:
1. Agreement to Manufacture
1.1 During the term of this Agreement and subject to the terms and conditions herein, the
“Manufacturer” will provide manufacturing services to the “Party One”. Responsibilities of both parties
are as follows:
Manufacturer Responsibilities
1.1.1. Manufacturer will be responsible for making PET Preforms (__________) (as per
requirement/ specifications of “Party One”
1.1.2. Manufacturer will be responsible for packing of PET Preforms in Polythene bags and
subsequently in standard Master Carton (as discussed with “Party One”)
1.1.3. Manufacturer will be responsible for delivery of PET Preforms to designated site of
______________
1.1.4. Manufacturer will be responsible for transportation of PET reisn from designated site of
Party One
1.1.5 Safe custody and stowage of PET Resin which has been receieved by the manufacturer
from Party One
1.1.6 Manufacturer will remain overall responsible for producing the product as per required
standards/ Sample/ Specifications in Purchase Order
Party One Responsibilities
1.1.7 Party One shall be responsible to provide PET Reisn (IV 0.84) suitable for
manufacturing of Preforms of required specifications.
2. Purchase of Products
2.1 Party One will provide following material to Manufacturer:
2.1.1. Party One shall provide PET Reisn (IV 0.84) (fresh/ virgin granule)
 2.1.2. All details of inventory delivered to the manufacturer will be maintained by both parties
(Manufacturer and Party One)
3. Term and Termination.
3.1. Contract is being signed between both Parties for making pharma preforms (120 ml,
ROPP Neck) for the duration of 09 months (Contract can be extendable, subject to mutual
consent of both Parties Party One and Manufacturer)
3.2. The term of this Agreement shall commence upon the Effective Date and continue for till
timeline of clause 3.1.
3.3. Thereafter, the Agreement shall renew with mutual agreement of both parties.
Notwithstanding the foregoing and subject to the terms and conditions herein, this Agreement
may be terminated by either Buyer or Seller for any reason on 60 days prior written notice to
the other party.
4. Statement of Work (Production, Packaging, Stowage, Transportation)
Production
4.1 Manufacturing Standards. The “Party One” shall provide the “Manufacturer” with specifications
for the Products in the Purchase Order.
4.2 Manufacturing Standards. The “Party One” shall provide the “Manufacturer” with sample of
signed bottles approved by the client of “Party One”
4.3 Manufacturer will be responsible to produce the product as per approved samples of “Party
One” and should comply with all specifications (weight, strength) of approved samples.
4.4 In any event, if the Specifications of the approved samples cannot be met by “Manufacturer”,
all such products will be treated as rejection
4.5 Manufacture is required to deliver atleast 0.2 Million bottles per week (Two Lac per week).
4.6 Manufacturer will remain responsible to ensure strict quality control and quality assurance for
quality and strength of bottles.
4.7 Manufacturer will ensure that staff / workforce handling preforms / bottles are wearing suitable
gloves to avoid/ minimize any damages to bottles during all stages of handling.
Packing
4.8 Packing Standards. The “Party One” shall provide the “Manufacturer” with specifications for
packing of finished Product. All Products shall be packaged for transportation by the manufacturer (as
per approved specifications of Party One).
4.9 Manufacturer shall pack bottles in wrapping sheet (as provided by Party one) and all bottles
are to be stacked vertically. Each layer will be stacked in master carton.
4.10 Manufacturer shall only use the material provided by Party One to manufacture products for
Party One. Under no circumstances any material provided by Party One will be used to manufacture
any other product without written approval of Party One
Stowage of Raw Material
4.11 Stowage of all preforms delivered at the site of Manufacturer will remain responsibility of
manufacturer. Any damage by dust or heat shall remain responsibility of manufacturer
4.12 Stowage of all stowage material delivered at the site of Manufacturer will remain responsibility
of manufacturer. Any damage by dust or heat or any other factor shall remain responsibility of
manufacturer
Transportation
4.13 Transportation of finished products from manufacturer site to clients site will be responsibility of
Party One, but loading of the finished products box on vehicle (Truck/ Mazda) will be responsibility of
Manufacturer
5. Rate and Payment Terms.
5.1 An all inclusive rate decided for works mentioned in Para 1 as agreed between both parties
is_______. Per piece (All works in Para 1 are required to be done)
5.2 If, during the term of this Agreement, changed prices are put into effect as mutually agreed,
such prices shall apply only to bottles produced after the revision of price agreement between both
parties
5.3 Price for blowing of PET Bottle will remain the same for the term of this agreement and can
only be revised with mutual consent of both parties
5.4 Manufacturer is required to generate invoice in name of Party One for payments.
5.5 All payments will be made prior to collection of finished products and fortnightly closing is
required to be carried out by both parties. Quantity of bottles rejected for the cycle will be
communicated to the Manufacturer and shall be adjusted in next fortnightly cycle
6. Acceptance from End User
6.1 All Products shall be subject to inspection and acceptance by End user (Client of Party One).
Acceptance of products will be notified by party one to manufacturer within 30 calendar days of
delivery of product
6.2 Acceptable rejection by Party One will remain 1 % for the term of this agreement. Party One
will notify the Manufacturer of exact quantity of rejection during the fortnightly meetings.
6.3 Any rejection above the amount/ quantity mentioned in Clause 6.2, shall be compensated by
the manufacturer.
6.4 Any batch/ product not accepted by the End User (Client of Party One) will be treated as
rejection of manufacturer
6.5 Any bottle not following the specifications specified in Clause 4, shall be treated as rejection.
6.6 Any rejected batch/ product not accepted by the End User due to non-conformity with
specifications, shall be retrieved by the manufacturer at own expense.
6.7. Manufacturer will be responsible to highlight any defect in preform, incase no objection is
highlighted during blowing of bottle and rejection occurs at the site of end user (Client of Party One)
then all those bottles will be treated as rejection.
6.8 Rate decided in Para 5 is only applicable to bottles which are as per specifications of party one
client. All rejected bottles are not covered in this rate and will be treated as rejection.
7. Misc
. 7.1 Party One has provided following to manufacturer
7.1.1 Mould (2 cavity) 120 ml for BX-S1
7.1.2 Holder (25mm) neck without gear for BX-S1 /-
-
7.2 A sum of amount of (___________________) have been paid to manufacturer as a
payment for the above stated items. These items will remain the property of Party One and will
not be used for any other work till agreement of both parties. However, upon completion of the
contract both parties will mutually decide the disposal of items mentioned in Para 7.1.
7.3 Party One has provided a blow machine (HZ-880) along with other accessories
(Compressor, Invertor, Filter etc) to manufacturer, which will remain under use of Manufacturer
for the term of this agreement. However, Party One will remain the rightful owner of the
machine and all other parts and manufacturer will have no claim on these items. Manufacturer
shall be responsible for upkeep and maintenance of machine during the term of the agreement
and shall return machine along with associated accessories all in running condition to Party
One.
7.4 Manufacturer will be paid an advance of _____________after delivery of first batch of
bottles. This amount will be adjusted from the bills of Manufacturer during the span of this
contract
7.5. Incase of any malfunction with the machine, manufacturer will try to resolve the problem
in an early time frame and resume the production as decided above in the contract.
7.6. This deal will become null and void and will no longer remain in effect in following
conditions:
7.6.1. After completion of order specified in Para 3
7.6.2 In case of cancellation of orders from the End User (Party One Client).
7.6.3 Incase the manufacturer fail to produce bottle as per specifications of client
company or failure to produce bottles with consistency.
7.6.4 Party One can cancel the deal if there is a machine malfunction (of manufacturer)
which is likely to take prolonged time (more than 1 month) to get rectified.
7.6.5. An increment in price of electricity by more than 15 Rs.