8-1-305 & 306, 3rd Floor, Anand Silicon Chip, Shaikpet,

ECIL - RAPISCAN LTD Tolichowki, Hyderabad – 500008, Telangana, India

(An OSI Systems Inc., USA. Joint Venture with ECIL) Tel.: +91 40 67000800 | Fax: +91 40 67000830
www.ecilrapiscan.com

QUOTATION
To
Quotation Ref ER/DL/CROWN-PLAZA/2018-19
Crown Plaza, Gurgaon
Sector 29, National Highway - 8 Date 03-Dec-2018
Gurgaon 122001, Haryana- India Version 0
Currency INR
End User / Consignee Details:
Quotation Validity 20 Days from the date of quotation
Crown Plaza, Gurgaon Delivery Terms 12-14 weeks from the date of PO
Payment Terms 100% advance along with order

SI NO. DESCRIPTION MODEL QTY UNIT PRICE GST/IGST TOTAL UNIT TOTAL PRICE
@18% PRICE
1 X-Ray Baggage Inspection System RAP 618XR 01 14,00,000 2,52,000 16,52,000 16,52,000
Accessories Included:
1. Input & Output Rollers
2. Voltage Stabilizer
2 X-Ray Baggage Inspection System RAP 620XR 01 13,20,000 2,37,600 15,57,600 15,57,600
Accessories Included: ve
1. Input & Output Rollers
2. Voltage Stabilizer

The above price is subject to the terms and conditions of sale attached. By placing an order against this quotation M/s Crown
Plaza, Gurgaon expressly agrees to be bound by any of the terms included or referred to in the present document, and M/s
Crown Plaza, Gurgaon acknowledges that the order that may be entered into by and between ECIL-Rapiscan Ltd and M/s Crown
Plaza, Gurgaon will incorporate such terms.

ADDITIONAL INFORMATION :
Terms & Conditions Of Sale: Quotation is issued subject to Standard Terms and Conditions attached.
Prices The above price is F.O.R Site.
Warranty: Equipment is supplied with one year warranty from the date of installation.
Order Placement At ECIL Rapiscan Ltd. 8-1-305& 306, 3rd Floor, Anand Silicon Chip Shaikpet, Tolichowki
Hyderabad-500008, Telangana, India
Installation & Training: Installation and training will be conducted by ECIL-Rapiscan approved representative.
Delivery 12-14 weeks from the date of confirm order.
Pre-Delivery Inspection Any expenses towards pre-delivery inspection at our Works will be borne by the purchaser.
The above Price do not include any Wiring, cabling and civil work. All electrical works shall be
Wiring & Cabling
provided by the client based on our guidance.
If site is not ready, the storage charges to be borne by the customer. The warranty will be
Miscellaneous reckoned from the date of delivery.
Any customization required will be charged extra as per deliverables

Should you have any query or need any clarification on the above, please feel free to contact us.

OUR STANDARD TERMS & CONDITIONS ARE ATTACHED BELOW

For ECIL-Rapiscan Ltd.

SD/-
SANJAY KANSAL
REGIONAL SALES HEAD- NORTH
SALES & MARKETING OFFICES:
Delhi: Mumbai: Kolkata: Hyderabad:
801-803, 8th Floor, A/204,2nd Floor, Everest Chambers, Flat No. 1D, Ground Floor, 8-1-305 & 306, 3rd Floor, Anand Silicon
Ashoka Estate, Next to Marol Naka Metro Station, Sarala Apartments, Chip, Shaikpet, Tolichowki,
24, Barakhamba Road, Andheri Kurla Road, Andheri East, 7/2 Motizheel Avenue, Hyderabad – 500008, Telangana.
New Delhi – 110001. Mumbai – 400059. Kolkata – 700074 Ph.: 040 – 67000800
Ph.: 011 – 49899600 Ph.: 022 – 28515864 Ph.: 033 – 25519656 Fax: 040 - 67000830
Fax: 011 – 49899698/ 23325220 Fax: 022 – 28511500 Fax: 033 – 28580002
Branches:
Ahmedabad, Amritsar, Bangalore, Bhopal, Chandigarh, Chennai, Guwahati, Jaipur, Jammu, Kolkata, Kochi, Lucknow, Mumbai, Goa, Pune, Vizag, Srinagar, Thiruvananthapuram .

STANDARD TERMS AND CONDITIONS
(Forming integral part of Proposal / Quotation by ECIL-Rapiscan Ltd)
1. DEFINITIONS
"The Customer" means the person or legal entity to whom ECIL Rapiscan
proposal or quotation is addressed.
"ECIL RAPISCAN" means ECIL RAPISCAN LTD having its Registered office at 8-
1-305 & 306, 3rd Floor, Anand Silicon Chip, Shaikpet, Hyderabad – 500 008
"Price" means the price as per ECIL RAPISCAN Proposal.
"Product(s)" means the products and Services as described in the Proposal and
may include RAPISCAN branded products, Software and third party products.
“ECIL RAPISCAN Proposal” means the formal communication from ECIL
RAPISCAN offering to deploy, install, supply or provide Products or Services to
the Customer at the quoted price.
"Order" means a purchase order, work order or other written Order documents
issued by the Customer.
"Third Party Products" means products other than RAPISCAN branded Products.
2. PROPOSAL
2.1 The ECIL RAPISCAN Proposal shall not be construed to be an irrevocable
Offer by ECIL RAPISCAN that shall be binding upon ECIL RAPISCAN on
acceptance of the Customer. No Contract / Agreement shall come into
existence until the Customer's order has been accepted by ECIL
RAPISCAN. The customer warrants that it is buying for its own internal use
only and not for resale purposes.
2.2 The ECIL RAPISCAN Proposal is compiled in accordance to the details
furnished by the customer and the Scope is as per the details furnished in
the Offer. In case of any change in the Requirements, either in terms of
quantities or functional features, ECIL RAPISCAN Proposal shall be
revised, technically and commercially. ECIL RAPISCAN is flexible to
discuss with the Customer, any aspects that may make the ECIL RAPISCAN
Proposal optimum and attractive.
2.3 ECIL RAPISCAN Proposal shall be valid only for:
• the Customer for whom it was intended for; and
• For the time period as stated in the Proposal. If no time period is
specified the proposal shall be valid only for 30 days from the date
of issuance.
2.4 The Products sold and / or services rendered under this Proposal are
subject to these Terms and Conditions to the exclusion of any other terms
and conditions stipulated or referred to by the Customer. The Customer
acknowledges that it is aware of the contents of and agrees to be bound
by these Terms and Conditions. Neither ECIL RAPISCAN’s
acknowledgment of a Order nor it's failure to object to conflicting,
different, or additional terms and conditions in a Order shall be deemed
an acceptance of such terms and conditions or a waiver of the provisions
hereof.
2.5 The Customer may issue a written change order to request changes within
the scope of the Agreement. Such requests are subject to acceptance by
ECIL RAPISCAN. ECIL RAPISCAN will inform the Customer if the change
will cause an increase in ECIL RAPISCAN's costs or time required to
perform. The change will become effective, and ECIL RAPISCAN will
commence performance, upon execution of a contract amendment. Unless
otherwise agreed in writing, upon performance of the change order ECIL
RAPISCAN will be entitled to invoice the customer for the costs of the
change, even if ECIL RAPISCAN agreed to proceed with the change prior
to execution of a contract amendment.
3. PRICE PAYMENT AND TAXES
3.1 Unless credit terms have been expressly agreed by ECIL RAPISCAN,
payment for the Products including applicable taxes shall be made in full
before delivery of Products or 100 % against irrevocable LC at Sight /
wire transfer / Documents through bank.
3.2 TAXES:
3.2.1 All municipal, government, state and local sales, use, goods and
services, value added, octroi, Entry Tax, excise, privilege and other
levies / taxes, duties or cess which are levied or may be levied or
enforced in future shall be payable by the Customer, regardless of
whether paid / payable on ad hoc basis or on the basis of an
interim or final assessment.
3.2.2 All required forms or documents as applicable with respect to the
order supply must be sent to ECIL RAPISCAN prior to shipment and
such statutory forms as applicable from time to time should be sent
in due time to ECIL Rapiscan, failing which tax at a higher rate may
be charged or customer account shall be debited.
3.2.3 Fines / penalties, costs and expenses, if any, incurred by ECIL
RAPISCAN arising out of noncompliance or delayed compliance by
the Customer and / or Consignee of applicable laws / regulations
/ procedures (e.g. furnishing road permits, declarations, VAT
forms) shall be recoverable from the Customer, at ECIL RAPISCAN’s
option, prior to delivery of the consignment.
ECIL-Rapiscan Ltd
3.3 Time for payment is of the essence and if invoice is not paid as per the
terms of PO 18% interest will be charged from the due date.. Besides,
ECIL RAPISCAN shall be entitled to suspend all subsequent deliveries of
products to the Customer and take appropriate legal action as it deems fit
and proper.
3.4 Until full payment is made for the Products, the Customer shall not pledge,
lien, transfer, assign or dispose the Product in full or part, without the prior
written consent from ECIL RAPISCAN. If the Products are allowed to be
sold or transferred by the Customer, the sale or transfer proceeds shall be
held in trust by the Customer till the final settlement of the invoice.
4. SOFTWARE
4.1 All software provided is subject to the terms and conditions of the license
agreement relating to that software. The Customer acknowledges its
obligations to abide by such license agreements. All software is
warranted solely in accordance with the license agreement that governs
its use.
5. TITLE AND RISK
5.1 Risk of the Products shall pass to the Customer upon delivery of the
Products to the Carrier. Unless otherwise agreed, Insurance on the
Products shall be the responsibility of the Customer. If Insurance has been
undertaken by ECIL RAPISCAN on Customers request, Customer shall
update ECIL RAPISCAN within 48 hours of any claim and shall provide all
relevant documents and assistance to ECIL RAPISCAN / surveyor /
Insurance Company for settlement of the claim. If the Insurance Company
disallows the claim due to any failure on part of the Customer then the
Customer shall be liable to ECIL RAPISCAN for settling such claim.
5.2 Title to Products shall only pass upon receipt of full payment and in case
the products include software, title in the software shall not pass to the
Customer but only a license to use software may be granted in
accordance with the provisions of the software license.
6. DELIVERY
6.1 Delivery shall take place when the Products are placed in the possession
of a carrier, packed and ready for shipment to the Customer. Unless
otherwise agreed with the Customer, all freight and handling charges
shall be paid by the Customer.
6.2 ECIL RAPISCAN may, at its discretion, deliver the Products by instalments
in any sequence. Where the Products are so delivered by instalments,
each instalment shall be deemed to be the subject of a separate contract
and no default or failure by ECIL RAPISCAN in respect of any one or
more instalments shall vitiate the Contract in respect of Products
previously delivered or undelivered Products.
6.3 ECIL RAPISCAN shall make reasonable commercial efforts to fulfil any
delivery schedule quoted or acknowledged but shall not be held liable
for its inability to meet the same.
6.4 ECIL RAPISCAN may revise and / or discontinue Products at any time
without notice as part of ECIL RAPISCAN's policy of on-going product up-
date and revision. The Customer accepts that ECIL RAPISCAN's policy
may result in differences between the specification of products delivered
to the Customer and the specification of Products ordered.
6.5 If the Customer refuses to accept delivery of the Products, ECIL RAPISCAN
shall without prejudice to its other legal remedies, shall be entitled to
recall or deal with the Products at its absolute discretion. In such cases,
the Customer shall be liable for any loss, expenses, charges incurred by
ECIL RAPISCAN in dealing or disposal of such Products.
7. ACCEPTANCE OF PRODUCTS
Unless the Customer notifies ECIL RAPISCAN to the contrary on the day of
receipt of the Products and such notification is confirmed in writing within two
days, the Products shall be deemed to have been accepted by the Customer as
being in good condition and in accordance with the Contract. The Customer
shall not be entitled to withhold payment of all or any of the Prices of the
Products whilst any claim is being investigated by ECIL RAPISCAN.
8. WARRANTY
8.1 ECIL RAPISCAN warrants that the Equipment (excluding third party
products and software) when delivered shall provide, if properly used by
the Customer as per manufacturer’s guidelines, the facilities and functions
described in the Product Description and the Documentation as mutually
agreed with the Customer. Third party Product (s) is warranted in
accordance with the published warranty of the supplier to the extent ECIL
RAPISCAN has the right to such warranty.
8.2 The Customer acknowledges that the Products are of such complexity that
they may have certain defects when delivered or used, and the Customer
agrees that ECIL RAPISCAN’s sole liability and the Customer’s sole

remedy shall be to provide corrections or if necessary replacement on the
best effort basis.
8.3 ECIL RAPISCAN warrants Services will be performed in a professional
and workman like manner and comply with the Statement of Work.
8.4 The Customer must notify ECIL RAPISCAN in writing during the warranty
period of a Nonconformance.
8.5 Except as expressly set forth in ECIL RAPISCAN’s proposal, ECIL
RAPISCAN makes no other warranties of any kind, express, implied,
custom, trade usage, course of dealing, common law or statutory,
including, without limitation, any conditions of quality and any implied
warranty of title, non-infringement, merchantability or fitness for a
particular purpose.
8.6 ECIL RAPISCAN does not warrant that its Products or Services guarantee
complete protection, security or safeguards. While the Products offer a
certain degree of deterrence against any eventualities by providing,
monitoring, surveillance and / or warning functionalities, the Customer has
to ensure that necessary actions are taken to mitigate and / or avoid any
losses due to any eventualities.
8.7 The Products, in their functioning, may be subject to errors and downtime
due to technical, operational, environmental and manual factors hence the
Customer shall strictly ensure that in addition and as a supplement to
Products all relevant necessary safeguards, security measures and back
ups are in place to ensure that its security objectives are fulfilled.
8.8 The performance of the Products may be subject to various external
factors beyond the reasonable control of ECIL RAPISCAN, such as
electricity, telecommunications, construction and layouts, site conditions,
environment, actions of the Customer’s staff, customers and agent etc,
which cannot be adequately anticipated or provided for and hence ECIL
RAPISCAN shall not be held liable for any failure or non-performance of
The Products arising out of such factors.
8.9 Exclusions. ECIL RAPISCAN will not be liable under this Section 8
(“Warranty”) if any of the Products have been exposed or subjected to
any:
a) Maintenance, repair, installation, handling, packaging,
transportation, storage, operation or use which is improper or
otherwise not in compliance with ECIL RAPISCAN’s / third party
manufacturer’s authorization, as applicable;
b) Alteration, modification or repair by anyone other than ECIL
RAPISCAN or those specifically authorized by ECIL RAPISCAN;
c) Accident, contamination, foreign object damage, abuse, neglect or
negligence after shipment to Buyer;
d) Damage caused by failure of any Equipment not under warranty or
by any hardware or software not supplied by ECIL RAPISCAN;
e) Use of counterfeit or replacement parts that are neither
manufactured nor approved by ECIL RAPISCAN for use in or with the
Products; or
f) Equipment which is normally consumed in operation or which has a
normal life inherently shorter than the foregoing warranty period
including, but not limited to, consumables (e.g. Flashtubes, lamps,
batteries, storage capacitors).
9. LIMITATION OF LIABILITY
9.1 Notwithstanding anything to the contrary mentioned elsewhere in this
agreement, ECIL RAPISCAN’s total liability hereunder shall be limited to
the value of Products or Services that give rise to a claim, subject to
aggregate liability of up to three months’ services revenue paid to ECIL
RAPISCAN immediately prior to the event causing liability:
a) In no event shall ECIL RAPISCAN be liable to the Customer, whether in
contract, tort or under any other legal or equitable theory (including
strict liability) for any indirect, incidental, exemplary, punitive,
special or consequential damages, including without limitation,
personal injury / death, or loss of business, profit, revenue, data, or
programs, loss of deliverables, or any and all other damages or
losses caused, inter alia, by acts of terrorism, even if the ECIL
RAPISCAN has been advised of the possibility of such damages;
b) The Customer agrees to maintain back-up copies of any documents
or data furnished to or by ECIL RAPISCAN; and
c) ECIL RAPISCAN’s aggregate liability shall be limited to the value of
money received by ECIL RAPISCAN during the period 90 days prior
to the date of occurrence of the event in respect of the relevant
Products and / or services which give rise to a claim by the Customer.
Liability for damages shall be limited and excluded, even if an
exclusive remedy provided for in this agreement fails of its essential
purpose.
9.2 Where under any applicable law, implied warranties cannot be
excluded; ECIL RAPISCAN’s liability for breach of such conditions and
warranties shall be limited, at ECIL RAPISCAN’s option, to:
a) In the case of Products, the replacement of the Products or the supply
of equivalent Products; the repair of such Products; the payment of
the cost of replacing the Products or of acquiring equivalent Products;
or the payment of the cost of having the Products repaired; OR
b) In the case of services, the supplying of services again; or the
payment of the cost of having services supplied again.
10. FORCE MAJEURE:
ECIL RAPISCAN shall not be liable for forfeiture of its performance security /
guarantee, liquidated damages, penalty, service credits, SLAs or termination for
ECIL-Rapiscan Ltd
default if and to the extent that it’s delay in performance or other failure to
perform its obligations under the Contract is the result of an event of Force
Majeure. For purposes of this clause, “Force Majeure” means an event or
occurrence, whatever the origin, which cannot be foreseen and is beyond the
control of ECIL RAPISCAN and not involving ECIL RAPISCAN's fault or
negligence, and which renders it extremely difficult or impossible for ECIL
RAPISCAN to perform its obligations under this Agreement. Such events may
include, but are not limited to, acts of the Customer in its sovereign or contractual
capacity, acts of governmental authority, war or revolutions, fires, floods,
earthquakes or other natural disasters, explosions, general strikes, riots, war
(declared and undeclared), rebellion, terrorism, sabotage, epidemics,
quarantine restrictions and freight embargoes, and similar events having
affected ECIL RAPISCAN’s service providers or vendors. If a Force Majeure
situation arises, (a) and ECIL RAPISCAN shall be entitled to an extension of time
for performance its obligations; and (b) ECIL RAPISCAN shall endeavour to
promptly notify the Customer in writing of such conditions and the cause thereof.
Unless otherwise directed by the Customer in writing, ECIL RAPISCAN shall
continue to perform its obligations under the Contract as far as it is reasonably
practical, and shall seek all reasonable alternative means for performance not
prevented by the Force Majeure.
11. COMPLIANCE TO LAWS:
The Customer, at its own expense, shall comply with all applicable laws, orders
and regulations of any governmental authority with jurisdiction over its activities
in connection with these Terms and Conditions, any Contract and the end use of
the Product. If required, the Customer shall furnish ECIL RAPISCAN any
information required to comply with applicable laws and regulations related to
the Products. The Customer acknowledges that Products may be subject to
export control laws and regulations of the countries from which they were
supplied and in which they are used and agrees to abide by those laws and
regulations. The Products may not be sold, leased or otherwise transferred to
restricted end-users or to restricted countries. The Customer agrees to comply
with all applicable export laws, regulations and orders. In addition the
Customer agrees to indemnify, defend and hold ECIL RAPISCAN harmless from
any claims, demands or causes of action due to the violation or alleged violation
of the applicable export laws, regulations and orders.
The Customer undertakes to inform ECIL RAPISCAN in writing in case any
statutory & regulatory issues which should be taken care by ECIL RAPISCAN.
12. CONFIDENTIAL INFORMATION:
The Customer agrees that it shall hold all the information, data, trade Secrets,
intellectual property, proprietary information related to the products
(“Confidential Information”) in strict confidence. The Customer further agrees
that it shall not make any disclosure of the Confidential Information to anyone
without the express written consent of ECIL RAPISCAN, except to employees or
agents to whom disclosure is necessary for the performance of this Agreement.
The Customer shall undertake all reasonable steps to ensure the confidentiality
of Confidential Information and shall ensure that its personnel comply with the
Confidentiality Agreement.
13. GENERAL:
13.1. The Customer shall not assign or otherwise transfer any of its rights and
obligations hereunder whether in whole or in part without the prior written
consent of ECIL RAPISCAN. Any such unauthorized assignment shall be
deemed null and void.
13.2. If any provision of these Terms and Conditions is held by any competent
authority to be invalid or unenforceable in whole or in part, the validity
of the other provisions of these Terms and Conditions and the remainder
of the provisions in question shall not be affected thereby.
13.3. No failure or delay on ECIL RAPISCAN's part in exercising any power or
right under this Terms and Conditions operates as a waiver, nor does any
single or partial exercise of any power or right preclude any other or
further exercise, or the exercise of any other power or right.
13.4. These terms and conditions form an integral part of the commercial or
priced offer of ECIL RAPISCAN for the execution of the project. These
terms and conditions supersede all prior representations, warranties and
agreements, written or oral unless otherwise agreed to in writing by ECIL
RAPISCAN.
13.5. Except as otherwise set forth in the offer, the Products and services
delivered under the Contract shall be deemed accepted at the time they
are delivered. It is Buyer’s responsibility to arrange for a safe and
suitable place for storage of Product. Buyer shall notify ECIL RAPISCAN in
writing within 10 days of receipt of any claim for shortage of the
Products to meet the requirements set forth in the Contract.
14. GOVERNING LAW:
These Terms and Conditions shall be governed by and construed in accordance
with the laws of India and shall be subject to the exclusive jurisdiction of the
courts at Hyderabad and not at any other place.