RELIANCE PROJECTS & PROPERTY MANAGEMENT SERVICES LIMITED
PRINCIPAL PLACE OF BUSINESS
141, Floor 13, IV, Plot 222, East Wing Maker Chamber, Jamnalal Bajaj Marg Nariman
Point, Mumbai City Mumbai 400021.
GSTIN: 27AAJCR6636B1ZC
SELLER PURCHASE ORDER
3777247 Purchase Order : RX4/73042212
HERRLICH CHEMICON Date: 11.07.2025
2ND FLOOR OFFICE NO.205 Buyer: Mishra
PRABHADEVI UNIQUE INDUSTRIAL ESTATE Phone: 91-022-44772421/44772421
TWIN TOWER LANE Email:
[email protected]MUMBAI MAHARASHTRA
Pin Code: 400025 INDIA Seller Quot. Ref :
PHONE : Date :
GST Status : Registered
E-Mail :
[email protected] GSTN of Biller : 27BSPPS5781L1ZN
GST No. : 27BSPPS5781L1ZN Bill From State: Maharashtra
Attention : Bill From : 3777247
In accepting this PURCHASE ORDER, SELLER agrees to furnish the GOODS specified in full accordance with all conditions set forth
herein and / or attachments hereto. All drawings, designs, specifications and other data prepared by OWNER and related thereto are the
property of the OWNER and must be returned to OWNER upon completion by SELLER of the obligations under this PURCHASE ORDER.
The information contained herein is not to be released or disclosed for any other use or purpose other than for the execution of this
PURCHASE ORDER. This formal PURCHASE ORDER constitutes the entire agreement and only written changes by way of an
amendment to this PURCHASE ORDER will be legally binding.
It is important that SELLER signs and returns the PURCHASE ORDER copy within three (3) days of receipt. No other form of acceptance
will be accepted. Failure to return the acceptance does not diminish the responsibilities as set forth herein, but may result in a delay to any
payments that may be due and may be cause for termination of this PURCHASE ORDER.
Total Basic Value INR 243,523.52
Packing & Forwarding Charges INCLUDED
Delivery Date 20.12.2025 Transportation INR 7,000.00
Delivey address as per Annexure
Others
CGST INR 22,547.12
SGST INR 22,547.12
________________________________________________________________________________________________________________
TOTAL ORDER VALUE: INR 295,617.76
For other details, please refer line items.
Delivery Terms :
DDP DSD to Swadesh Eros Mumbai
Payment Terms : See Page inside.
for RELIANCE PROJECTS & PROPERTY MANAGEMENT SELLER's Acceptance
SERVICES LIMITED
This is a computer generated document
BUYER : Mishra Authorised Signature Title Date
REGISTERED OFFICE :Gujarat -380006
PURCHASE ORDER Number RX4/73042212 Dt.11.07.2025
Page No: 1
NOA 001 - RRLSwadesh EROS
___________________________________________________________________________________________________
No Item Code Material Description Quantity UOM Price Details Unit Rate Amount (INR)
___________________________________________________________________________________________________
1 5000085887 SIGN DOOR FILM - PVC VINYL SPW:14 1,236.16 FT2
HSN : 49111010
Site : QJ4M
Type, signage : FILM PVC 0.43MM VINYL
SPW:14
Mat, spec : PVC
Identification code : VINYL
Dimensions (lxbxh) : 1220X50000X0.43
DOOR FILM#HIGH QUALITY PVC 0.43
MM#PRODUCT CODE- SPW-14; VINYL FILM
SHEETS ARE DURABLE, EASY TO APPLY, AND
CONFORM TO A VARIETY
OF FLAT OR CURVED SURFACES. THEY COME
IN A WIDE SELECTION OF PATTERNS,
COLOURS AND TEXTURES THAT GIVE
COMPLETE CREATIVE. CREATE
SCANDINAVIAN-INSPIRED INTERIOR DESIGNS
FROM OUR RUSTIC COLLECTION IN THE FINE
WOOD SERIES OR OPT FOR A MODERN
AESTHETIC WITH METAL
SURFACE FINISHES
General signages Basic Value 197.00 INR/ FT2 243,523.52
Manufacturer's model/type numb SPW:14 Transportation 0.00 INR/ 7,000.00
MANUFACTURER: RELIANCE RETAIL LTD CGST 9.00 % 22,547.12
FOR MATERIAL ALE -P10 400 SGST 9.00 % 22,547.12
Class for ALE for 416 Retail Server
For -Maharashtra SWADMQJ4M01-BRN-ISG
SWADMQJ4M01-Branding - Internal Signage
___________________________________________________________________________________________________
___________________________________________________________________________________________________
Total Basic Value INR 243,523.52
Total Packing & Forwarding Charges INCLUDED
Total Transportation INR 7,000.00
Total Others
Total CGST INR 22,547.12
Total SGST INR 22,547.12
___________________________________________________________________________________________________
Total Order Value: INR 295,617.76
___________________________________________________________________________________________________
Terms of delivery :
Direct Store Delivery
Terms of payment :
Pro-rata payment(s) shall be made within 30 days from the date of receipt of GOODS, subject to receipt of correct Invoice and Despatch documents, at our end within 10 days of supply.
Insurance Instruction :
Transit Insurance Applicable
PURCHASE ORDER Number RX4/73042212 Dt.11.07.2025
Page No: 2
Penalty for breach of contract :
LD - LD02 1% PER WEEK TO MAX OF 5%
RETENTION - RT00 NOT APPLICABLE
Guarantees / Warranties :
PBG Not Applicable
Contract riders (clauses) :
GST 18% Transportation Rs.7000
PURCHASE ORDER Number RX4/73042212 Dt.11.07.2025
Page No: 3
___________________________________________________________________________________________________
Note(S): 1. It is essential that the seller shall mention Item No. , item code, HSN code along with corresponding Material Description and P.O.No. as mentioned above,
in the Delivery challan(On-Shore Order) / Packing List (Off-shore Order) and invoice for ease of material Inwarding and Bill Processing. It is also essential that the
Seller attaches a Tag /Sticker with each item indicating item Code , HSN code & PO No. Failure to do so may be the grounds for the rejection(s) or delay in release of
payment(s).
#As per recent amendment(s) in the Income-Tax
Rules ("Rules") made vide the Income-tax (22nd
Amendment) Rules, 2015, effective 1 January
2016. Rule 114B of the Rules as substituted,
mentions transactions in relation to which
Permanent Account Number (PAN) is to be quoted
on all documents and includes sale or purchase of
goods or services of any nature for an amount
exceeding two lakh rupees per transaction (Sl. No
18 of the Table in Rule 114B).
#Rule 114C (2) of the Rules as substituted reads
as follows: "Any person, being a person raising
bills referred to at Sl. No 5 or 6 or 18 of rule 114B,
who, in relation to a transaction specified in the
said Sl. No., has issued any document shall
ensure after verification that permanent account
number has been correctly furnished and the same
shall be mentioned in such document, or as the
case may be, a declaration in Form 60 has been
duly furnished with complete particulars". In case
PAN is applied for and / or not available, Form 60
is to be duly filled and signed / verified and
submitted with identity and address proof (KYC
documents) as per the page 3 of form 60.
#You are therefore requested that your invoice /
bill / payment acknowledgement / debit note /
credit note, etc. should mention PAN of your entity
as well as our PAN.
ANNEXURE FOR SITE DETAILS
______________________________________________________________________________________________________________
Site Site Name Site Address Site GSTIN No.
______________________________________________________________________________________________________________
QJ4M T4EJ RRL Swadesh Eros Churchgate MUMBAI "Cambata Building, 42, M Karve Road" 27AAJCR6636B1ZC
"Grd Flr, 1st Flr, Eros Theatre,"
"Churchgate, Mumbai" MUMBAI
Maharashtra 400020
PURCHASE ORDER
RELIANCE PROJECTS & PROPERTY Number : RX4/73042212
MANAGEMENT SERVICES LIMITED Date : 11.07.2025
Retail EPC Business, 3FFA, Reliance Corporate Park
Thane Belapur Road, Ghansoli, Navi Mumbai,
MAHARASHTRA, INDIA
Telephone : 91-022 -44772421/44772421
Email:
[email protected]Person Liable for ST is consignor
Number : RX4/0073042212 / Friday 11th July, 2025
Special Terms & conditions of Purchase order
1.0 COMMUNICATION.......
All communications, correspondence and documentation
requested in this PURCHASE ORDER shall be at the
address mentioned in the annexure of this purchase
order for material
2.0 DEFINITIONS
2.1 The term "SELLER" as used herein shall encompass
such terms as "Agency", "Vendor", "Supplier",
"Manufacturer", "Bidder" or "Subcontractor" as used in
documents referenced herein or attached hereto.
2.2 The term "OWNER" as used herein shall encompass
such terms as "Reliance", "Purchaser" or "Customer" as
used in documents referenced herein or attached hereto.
2.3 The lists of terms as encompassed in 2.1 and 2.2
above are neither limiting nor definitive. Refer to
Attachment-II (Available with Seller) for General
Instructions, Terms & Conditions of Purchase, Clause
1.0 entitled Definitions.
2.4 "Affiliate" shall mean with respect to any Party
any person directly or indirectly controlling or
controlled by or under direct orindirect common control
with such Party. For the purposes of this definition,
the term "control" means the power to direct the
management and policies of an entity whether through
the ownership of voting capital, by contract or
otherwise.
2.5 Other definitions # pursuant to applicability of
the GST act
i. CENTRAL TAX (CT) means the Central Goods and
Services Tax levied under and at such rates as the
Central Goods and Services Tax Act, 2017, rules,
notifications, and circulars thereunder for the time
being in effect provide for.
ii. COMPENSATION CESS means the cess levied under Goods
and Service Tax (Compensation to States) Act 2017,
rules, notifications and circulars thereunder for the
time being in effect provide for.
iii. CONTRACT means this PURCHASE ORDER, including this
APPENDIX, SPECIAL CONDITIONS OF PURCHASE annexed to the
PREVIOUS P.O. as superseded by the terms and conditions
set forth in this PURCHASE ORDER, GENERAL CONDITIONS OF
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Number : RX4/0073042212 / Friday 11th July, 2025
PURCHASE (GCP) annexed to the PREVIOUS P.O. and all
documents and annexures annexed to the PREVIOUS P.O.
iv. GST means the applicable Goods and Service Tax (i)
(a) CENTRAL TAX, and (b) STATE TAX or UNION TERRITORY
TAX, or (ii) INTEGRATED TAX; (c) COMPENSATION CESS, and
(d) any other levy payable in accordance with and as
set forth in the GST LAW.
v. GST AMOUNT means the amount of GST required to be
paid by a taxable person under the applicable GST LAW
with respect to GOODS or SERVICES supplied or to be
supplied under the CONTRACT in compliance with the GST
LAW.
vi. GST LAW means the Central Goods and Services Tax
Act, 2017, the State Goods and Services Tax Acts passed
by the States in the Republic of India, Integrated
Goods and Services Tax Act, 2017, the Union Territory
Goods and Services Tax, 2017, the Goods and Service Tax
(Compensation to States) Act 2017, or any other statute
or ordinance issued as a part of GST regime and the
rules, notifications, and circulars under each of the
foregoing for the time being in effect, as applicable
to the supply of GOODS or SERVICES.
vii. GSTN means the Goods and Services Network
established under or in accordance with the APPLICABLE
LAW.
viii. PLACE OF SUPPLY with respect to the supply of the
GOODS means the place of supply as determinable in
accordance with the GST LAW.
ix. PREVIOUS P.O. means the previous Purchase Order
short closed by the BUYER the details of which are
shown on the face of this PURCHASE ORDER or in this
APPENDIX.
x. INTEGRATED TAX (IT) means the Integrated Goods and
Services Tax levied under and at such rates the
Integrated Goods and Services Tax Act, 2017, rules,
notifications, and circulars thereunder for the time
being in effect provide for.
xi. INVOICES means invoices, bills, by whatever name
called to be issued by the SELLER to the BUYER as set
forth in the CONTRACT.
xii. SECURITIES means securities furnished by SELLER
under PREVIOUS P.O. such as (a) SBLC(s) towards the
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ADVANCE PAYMENT(s) made by BUYER to SELLER; (b) SBLC(s)
towards performance obligations of SELLER; and (c) any
other SBLC(s) or security, if any, furnished by SELLER
towards securing any other obligation of SELLER.
xiii. STATE TAX (ST) means the State Goods and Services
Tax levied under and at such rates the State Goods and
Services Tax Act, 2017, rules, notifications, and
circulars thereunder for the time being in effect
provide for.
xiv. TRANSITION DATE means the date on which GST LAW
comes into effect and is applicable for the supply of
goods and services on and from such date;
xv. UNION TERRITORY TAX (UTT) means the Union Territory
Goods and Services Tax levied under and at such rates
the Union Territory Goods and Services Tax, 2017,
rules, notifications, and circulars thereunder for the
time being in effect provide for.
3.0 SCOPE OF SUPPLY AND PRICING
3.1 This PURCHASE ORDER is for the supply by SELLER of
such labour, materials, manufacturing processes,
testing, and preparation for shipment, delivery, and
documentation, as are necessary to ensure the supply of
GOODS as detailed within the material requisition.
3.2 SELLER agrees that the price(s) stated in PURCHASE
ORDER shall be firm and not subject to price adjustment
or escalation unless otherwise stated in PURCHASE ORDER
or subsequent Amendment to the PURCHASE ORDER.
4.0 GOODS
4.1 The relevant PURCHASE ORDER values and prices for
the GOODS are as detailed in the SCOPE OF SUPPLY
section of this PURCHASE ORDER
4.2 The Seller should Supply goods / materials as
mentioned in the top sheet of the order as per sample
approved. If the material is not as per approved/
standard quality you have to replace it at no extra
cost to the buyer.
4.3 The 'Seller agrees to hold all information in
strict confidence and not to disclose any Autocad or
PDF or any version of drawings, specifications and
details to any third party or the media and disallow
any unauthorized use, reproduction, disclosure or
dissemination of information by its directors, officers
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or employees. The information shall be used strictly
for the purpose stipulated and as intended.
Any disclosure /announcement by the seller will be
treated as breach of contract and Reliance shall
reserve the right to terminate the services of seller
and initiate legal action to recover the damages caused
by seller. Reliance shall also reserve the right to
recover the damages by encashing the Performance Bank
Guarantee submitted by seller for the said contract; if
any, and/or any money due to seller, including
retention money accumulated with Reliance under the
contract.
5.0 DELIVERY SCHEDULE
5.1 The material should be delivered as per the
schedule given by Warehouse Manager/Site Engineer but
not later than the delivery date mentioned in the
order. If Owner founds that the supply by Seller is not
as per the scheduled requirement of Owner, balance
order will be cancelled with immediate effect. The date
stipulated for delivery of GOODS shall be the essence
of the PURCHASE ORDER.
5.2 The GOODS as per the scope of supply shall be
dispatched as per delivery date mentioned in the PO.
However, we reserve the right to cancel the PO for any
undelivered quantity or issue a new PO from any of our
group cos.
6.0 Invoicing Instructions
6.1 Manner of issuing invoice
Invoices shall be made out in triplicate in case of
supply of goods in the following manner
(a) the original copy being marked as ORIGINAL FOR
RECIPIENT;
(b) the duplicate copy being marked as DUPLICATE FOR
TRANSPORTER; and
(c) the triplicate copy being marked as TRIPLICATE FOR
SUPPLIER.
6.2 Invoices shall be prepared in Triplicate and in the
name of company and address as mentioned in the header
text of the Order.
6.3 Ship To / Consignee - As per delivery address(s)
mentioned in the PO in the annexure.
6.4 Invoices shall be submitted to the following
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Number : RX4/0073042212 / Friday 11th July, 2025
address:
Dhiren Kumbhani
Reliance Corporate Park,
|TC23|A wing|11th Floor|WS298
Ghansoli, Navi Mumbai - 400701
Extn -44778079
Contractor has to compulsorily submit digitally sign
invoice in lieu of physically signed invoices for
payment purpose. Non-compliance in the same shall
delay the payment which please note and shall not be a
reason for any delays in work completions
6.5 Invoice shall be issued in accordance with the
provisions of GST Act and rules made thereunder and
shall subject to rule 7 of the GST rules a tax invoice
referred to in section 31 shall be
issued by the registered person containing the
following particulars:-
(a) name, address and GSTIN of the supplier;
(b) a consecutive serial number not exceeding sixteen
characters, in one or multiple series, containing
alphabets or numerals or special characters hyphen or
dash and slash symbolized as #-# and #/# respectively,
and any combination thereof, unique for a financial
year;
(c) date of its issue;
(d) name, address and GSTIN or UIN, if registered, of
the recipient;
(e) name and address of the recipient and the address
of delivery, along with the name of State and its code,
if such recipient is un-registered and where the value
of taxable supply is fifty thousand rupees or more;
(f) HSN code of goods or Accounting Code of services;
(g) description of goods or services;
(i) rate of tax (central tax, State tax, integrated
tax, Union territory tax or cess);
(h) place of supply along with the name of State, in
case of a supply in the course of inter-State trade or
commerce;
2. The serial number of invoices issued during a tax
period shall be furnished electronically through the
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Number : RX4/0073042212 / Friday 11th July, 2025
Common Portal in FORM GSTR-1.
(a) address of delivery where the same is different
from the place of supply;
(b) whether the tax is payable on reverse charge basis;
and
(c) signature or digital signature of the supplier or
his authorized representative:
6.6 Invoice format :- Invoice shall be issued in
accordance with the provisions of the applicable GST
Acts and rules made thereunder.
6.7 The number of invoices issued during a tax period
shall be furnished electronically through the common
portal in form GSTR-1
6.8 Revised Tax invoice and debit and credit notes
6.8.1 A revised tax invoice referred to in section 31
and credit or debit note referred to in section 34
shall contain the following particulars-
(a) the word #Revised Invoice#, wherever applicable,
indicated prominently;
(b) name, address and GSTIN of the supplier;
(c) nature of the document;
(d) a consecutive serial number not exceeding sixteen
characters, in one or multiple series, containing
alphabets or numerals or special characters -hyphen or
dash and slash symbolized as #-# and #/#respectively,,
and any combination thereof, unique for a financial
year;
(e) date of issue of the document;
(f) name, address and GSTIN or UIN, if registered, of
the recipient;
(g) name and address of the recipient and the address
of delivery, along with the name of State and its code,
if such recipient is un-registered;
(h) serial number and date of the corresponding tax
invoice or, as the case may be, bill of
Supply;
(i) value of taxable supply of goods or services, rate
of tax and the amount of the tax credited or, as the
case may be, debited to the recipient; and
(j) signature or digital signature of the supplier or
his authorized representative
6.8.2 Every registered person who has been granted
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registration with effect from a date earlier than the
date of issuance of certificate of registration to him,
may issue revised tax invoices in respect of taxable
supplies effected during the period starting from the
effective date of registration till the date of
issuance of certificate of registration:
Provided that the registered person may issue a
consolidated revised tax invoice in respect of all
taxable supplies made to a recipient who is not
registered under the Act during such period:
Provided further that in case of inter-State supplies,
where the value of a supply does not exceed two lakh
and fifty thousand rupees, a consolidated revised
invoice may be issued separately in respect of all
recipients located in a State, who are not registered
under the Act.
6.8.3 Any invoice or debit note issued in pursuance of
any tax payable in accordance with the provisions of
section 74 or section 129 or section 130 shall
prominently contain the words #INPUT TAX CREDIT NOT
ADMISSIBLE#.
7.0 DISPATCH INSTRUCTIONS
7.1 The SELLER shall dispatch the GOODS as per the
Delivery Schedule mentioned in Clause 5.0. The packing
shall be as per Owner's requirements/ Instruction.
Seller's Delivery Challan/ Consignment Note shall
clearly mention the above mentioned address and the
PURCHASE ORDER No. besides the detailed description of
GOODS being dispatched.
7.2 The SELLER shall intimate Buyer,
consignee(warehouse manager /site-in-charge) by fax/
E-mail prior to dispatch of GOODS. Failure
to do so may be the grounds for the delay in release of
payments. Please read this clause in conjunction with
clause of SCN.
7.3 GOODS: shall be accepted subject to:
-Receipt of all deliverables as agreed to between OWNER
and SELLER and as specified in the Scope of Supply.
-Receipt of any and all other documentation which may
be required, including drawings, data and all final
required documents as called for elsewhere in the
PURCHASE ORDER and/ or Purchase Requisition.
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8.SCN ( Shipment Control Number )
Seller,once material is ready for dispatch against this
order or an amendment thereto , will provide advance
intimation to Buyer based on which Buyer will intimate
to Seller a SCN No. in writing .Seller to dispatch the
goods only on receipt of confirmed SCN No. and to quote
the same in all documents namely Invoice , Delivery
Challan etc. without fail.
The Company shall not be responsible for payments in
respect of any dispatch made without obtaining the SCN
Number from Buyer.
9.0 PACKING & FORWARDING
Packing Charges are included in basic price. The
packing shall be as per standards followed in the
industry for similar type of materials and shall be
transport worthy.
10.0
11.0 TAXES
GST ,as applicable ,shall be charged extra on total
value.
TAXES
11.1 The SELLER understands and acknowledges that there
is a change in the Indian tax laws and that the GST LAW
is made effective by the GOVERNMENTAL AUTHORITIES in
India from the TRANSITION DATE by subsuming the
existing taxes duties and levies, including the EXCISE
DUTIES and CENTRAL SALES TAX and/or VALUE ADDED TAXES
(VAT), OCTROI etc. in the GST as determinable under the
GST LAW. The SELLER further understands and
acknowledges that in respect of undelivered GOODS under
the PREVIOUS P.O. and now agreed to be delivered by the
SELLER in accordance with the delivery schedule or the
delivery dates specified in this PURCHASE ORDER, the
SELLER is obligated to pay to the appropriate
GOVERNMENTAL AUTHORITIES and discharge the GST as
determinable under the GST LAW and seek reimbursement
of such GST AMOUNT from the BUYER.
11.2 Both the PARTIES agree that the aggregate
unadjusted ADVANCE PAYMENT(s), if any, made by the
BUYER to the SELLER under the PREVIOUS P.O. shall be
adjusted by both PARTIES against the payment to be made
by BUYER towards the GOODS supplied by the SELLER under
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this PURCHASE ORDER.
11.3 Both the PARTIES agree that all SECURITIES
furnished by SELLER under PREVIOUS P.O. shall apply
cumulatively to the PREVIOUS P.O. and this PURCHASE
ORDER as if the supply of the GOODS under this PURCHASE
ORDER and the PREVIOUS P.O. is under a single contract.
The SELLER shall submit an amendment to this effect to
each of the SECURITIES such that each SECURITY, as
amended covers the PREVIOUS P.O. and this PURCHASE
ORDER.
11.4 SUBJECT TO AND SAVE AND EXCEPT THE TERMS AND
CONDITIONS CONTAINED HEREIN, ALL THE CONTRACTUAL TERMS
AND CONDITIONS, INCLUDING BUT NOT LIMITED TO OBLIGATION
OF SELLER TO FURNISH SECURITIES, THE GOODS WARRANTIES,
PERFORMANCE GUARANTEES, IF ANY, CONFIDENTIALITY,
INTELLECTUAL PROPERTY RIGHTS AND LICENCES, OWNERSHIP OF
DELIVERABLES, OTHER REPRESENTATIONS AND WARRANTIES,
OBLIGATION TO PROVIDE LIFE CYCLE SUPPORT AND SUPPLY OF
SPARES, LIQUIDATED DAMAGES, INDEMNITIES, LIMITATION OF
LIABILITIES, EXCLUSION OF CONSEQUENTIAL DAMAGES AS
AGREED BY THE PARTIES UNDER THE PREVIOUS P.O. SHALL
CUMULATIVELY APPLY TO THE GOODS DELIVERED UNDER THE
PREVIOUS P.O. AND TO THE GOODS TO BE DELIVERED UNDER
THIS PURCHASE ORDER.
11.5 FOR ONSHORE SUPPLIES to DOMESTIC TARIFF AREA:
11.5.1 Except as provided in Section 2.5.2 below, with
respect to the supply of GOODS pursuant to this
PURCHASE ORDER issued by the BUYER, the SELLER hereby
undertakes to pay, deposit with the appropriate
GOVERNMENTAL AUTHORITIES under the GST LAW and
discharge the liability for the GST AMOUNT in
accordance with the GST LAW where the GST LAW obligates
the SELLER as the taxable person to pay and discharge
such liability.
11.5.2 The BUYER shall pay, deposit with the
appropriate GOVERNMENTAL AUTHORITIES under the GST LAW
and discharge the liability for the GST AMOUNT in
accordance with the GST LAW if the GST LAW obligates
the BUYER as the taxable person to pay and discharge
such liability.
11.5.3 Subject to the provisions of this Section 2,
BUYER agrees to reimburse to the SELLER the GST AMOUNT
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paid by the SELLER in accordance with the terms and
conditions set forth in the CONTRACT.
11.5.4 Except as provided in Section 2.5.5, the BUYER
agrees to reimburse to the SELLER any incremental GST
AMOUNT where the increase in the rate of GST under the
GST LAW is made effective before the scheduled date of
delivery of the undelivered GOODS as set forth in this
PURCHASE ORDER. The SELLER agrees to pass on the
benefit to the BUYER as result of decrease in the rate
of GST under the GST LAW.
11.5.5 The SELLER shall solely bear and pay any
incremental GST AMOUNT levied under the GST LAW as a
result of application of increase in the rate of GST
for (a) any delays in supply of the GOODS, including
due to short supplies of the GOODS; or (b) replacement
of DEFECTIVE GOODS attributable to the SELLER; or (c)
combination of both the events set forth in this
Section 2.5.5 (a) and (b).
11.5.6 Without prejudice to Section 2.5.7, the SELLER
hereby undertakes to comply with the GST LAW and
provide the BUYER with correct invoice(s), all
SUPPORTING DOCUMENTS and information in order that the
BUYER is able to avail applicable input tax credit of
the GST AMOUNT paid by the SELLER or the BUYER, as the
case may be. In the event of any mismatch or
discrepancy in the details provided by SELLER and BUYER
in their respective GST returns is reported in the
GSTN, then the SELLER shall resolve such mismatch or
discrepancy (in the event such mismatch or discrepancy
is attributable to
any act or omission of the SELLER) or otherwise
cooperate with the BUYER to resolve such mismatch or
discrepancy (in the event such mismatch or discrepancy
is attributable to any act or omission of the BUYER)
within the period prescribed by the GST LAW.
11.5.7 The SELLER shall, among other compliances
required to be made by the SELLER as set forth in the
GST LAW, comply with the following:
a) ensure that correct PLACE OF SUPPLY, as determined
in accordance with the GST LAW, is provided on all
INVOICES issued by the SELLER;
b) timely issue all INVOICES in accordance with the GST
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LAW, including all particulars as prescribed under the
GST LAW with all SUPPORTING DOCUMENTS in accordance
with invoicing instructions set forth in the CONTRACT
to enable the BUYER to timely avail the input tax
credit of the GST AMOUNT paid by the SELLER with
appropriate GOVERNMENTAL AUTHORITY;
c) pay in accordance with the GST LAW the GST AMOUNT
with appropriate GOVERNMENTAL AUTHORITY, including
within the time prescribed by the GST LAW and timely
file all returns as required by the GST LAW;
d) provide the BUYER with the #receipt voucher# as
required under the GST LAW for the ADVANCE PAYMENT
received by the SELLER from or on behalf of the BUYER;
e) provide the BUYER with the #refund voucher# as
required under the GST LAW for the ADVANCE PAYMENT
refunded by the SELLER to the BUYER (a) in the event no
supply or partial supply of GOODS is made by the SELLER
to the BUYER, no invoice is issued by the SELLER to the
extent of such non-supply and the BUYER has terminated
this PURCHASE ORDER to the extent of such non-supply;
or (b) in the event the BUYER has rejected the GOODS
for any reason set forth in the CONTRACT;
f) ensure that correct GST registration number of the
SELLER is provided by the SELLER to the BUYER for
incorporation in the PURCHASE ORDER from the place
where the SELLER is liable to issue invoice for the
supply of GOODS;
g) ensure that correct GST registration numbers of the
SELLER and the BUYER is provided on all INVOICES issued
by the SELLER;
h) ensure that correct GST registration number of the
SELLER and the BUYER is furnished in the SELLER#S sales
details uploaded as specified in all applicable returns
to be filed by the SELLER in the prescribed formats
under the GST LAW;
i) ensure that due process as prescribed under GST LAW
is followed in all cases of shortages in receipt of the
GOODS, deficiencies in supply of GOODS, irrespective of
whether any shortages or deficiencies is attributable
to the SELLER or not, such that no loss is caused to
the BUYER on account of denial of any input tax credit
and no liability for any interest or penalties imposed
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on the BUYER;
j) accept the modification proposed by the BUYER in
GSTR 2 in the event the BUYER notifies the SELLER that
the BUYER does not accept the GOODS or accepts only
partial quantity of the GOODS along with the issuance
of credit note to the BUYER for such non-acceptance or
acceptance of part of the GOODS;
k) ensure to collect the REJECTED GOODS from the
premises of the BUYER as set forth in the CONTRACT. In
the event SELLER delays in taking the delivery of the
REJECTED GOODS, then SELLER shall be solely responsible
for any GST compliance under GST LAW; and
l) provide on all INVOICES correct HSN code for each
line item in the SCOPE OF SUPPLY that are previously
provided by the SELLER and incorporated in this
PURCHASE ORDER. In the event, SELLER would like to
provide a new HSN Code for an article appearing on the
PURCHASE ORDER issued by the BUYER, SELLER shall
intimate the same to the BUYER before supplying the
goods and SELLER shall supply such article under the
new
HSN Code, only after receiving an amendment to the
Purchase Order from BUYER incorporating new HSN Code
for that article.
11.5.8 The SELLER shall in good faith work out and
promptly disclose to the BUYER no later than fifteen
(15) days of this PURCHASE ORDER the cumulative total
savings derived by the SELLER as a result of reduction
in rate of tax on any procurement of goods or services
or the benefit of input tax credit due to
implementation of GST LAW and pass on all such savings
to the BUYER in the form of reduction in prices or unit
rates of the GOODS. If the SELLER fails to pass on such
benefit to the BUYER, then the BUYER and the SELLER
shall in good faith re-negotiate the prices or unit
rates of the GOODS to be delivered under this PURCHASE
ORDER within fifteen (15) days from BUYER#S request for
such renegotiation.
11.5.9 Notwithstanding anything contained in the
CONTRACT to the contrary, the SELLER agrees and
acknowledges that the BUYER will not reimburse or pay
the GST AMOUNT on the ADVANCE PAYMENT until such time
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the BUYER has adjusted the entire ADVANCE PAYMENT
against the receipt of all of the GOODS from the SELLER
and the BUYER is eligible under the GST LAW to fully
take the input tax credit on the GST AMOUNT paid by the
SELLER on such ADVANCE PAYMENT and the BUYER has taken
such input credit tax credit.
11.5.10 In the event any BACK CHARGES, liquidated
damages, or damages on any other account are payable by
the SELLER to the BUYER, then BUYER shall raise an
invoice as per GST LAW for any such amounts the SELLER
is liable to pay the BUYER along with the applicable
GST AMOUNT calculated thereon and the SELLER shall pay
or reimburse such amount forthwith along with GST
AMOUNT.
11.5.11 Where the BUYER has agreed to provide the BUYER
MATERIALS to the SELLER for incorporation into the
GOODS and the CONTRACT specifies the consumption norms
or limits for such BUYER MATERIAL and if the SELLER
incorporates and consumes the BUYER MATERIAL in excess
of the consumption norms or limits, or if the BUYER
MATERIAL while in the SELLER#S custody is lost because
of theft or damaged or lost for any reason except due
to any event of FORCE MAJEURE, then BUYER shall be
entitled to claim damages by issuing an invoice to the
SELLER for the BUYER MATERIAL consumed in excess of the
norms or limits specified in the CONTRACT or for the
BUYER MATERIAL so lost or damaged and pay and discharge
the applicable GST on such damages. The SELLER shall
promptly make the payment to the BUYER of such invoice,
including the GST AMOUNT invoiced by the BUYER.
11.5.12 In the event the BUYER had inadvertently
reimbursed the GST AMOUNT to the SELLER for which the
BUYER is denied input tax credit for any reasons
attributable to the SELLER, then BUYER shall be
entitled to adjust, off-set from the amounts owed by
the BUYER to the SELLER or recover from the SELLER such
loss of input tax credit, as the BUYER may deem
appropriate.
11.6 GST INDEMNITY
The SELLER shall indemnify and hold harmless the BUYER
GROUP from and against any and all (a) claims, suits
and actions which are brought against; and (b) all
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LOSSES (including loss of input tax credit, payment of
interest, or imposition of penalties) incurred by any
member of the BUYER GROUP for or relating to
non-compliance by the SELLER of the requirements under
the GST LAW, including as set forth in Section 2 of
13.0 VARIATION IN TAXES, DUTIES & LEVIES:
13.1 The total Order Value shall be adjusted on account
of any variations in Statutory Levies imposed by
Competent Authorities by way of fresh notification(s)
within the stipulated delivery / completion period
only. However, in case of reduction in Taxes, Duties
and Levies after the stipulated delivery / completion
period, the benefits of the same shall be passed on to
the OWNER.
13.2 No other Taxes, Duties & Levies other than those
specified above will be payable by OWNER except in case
of new Levies, Taxes & Duties imposed by the Competent
Authorities by way of fresh notification(s) subsequent
to the issue of PURCHASE ORDER but within the
stipulated delivery / completion period.
13.3 Notwithstanding what is stated above, changes in
Taxes, Duties & Levies shall apply only to that portion
of PURCHASE ORDER not executed on the date of
notification by Competent Authority. Further, changes
in Taxes, Duties & Levies after due date of delivery /
completion shall not affect PURCHASE ORDER Terms and
Value.
13.4 The PURCHASE ORDER value shall not be subject to
any variation on account of any Tax for any reason
whatsoever.
15.0 INSURANCE
Transit Insurance up to Delivery Address as mentioned
in the PO, is included in the total value.
16.0 TRANSPORTATION
Transportation charges up to Delivery Address as
mentioned in the PO , are included in the total value.
17.0 PERMITS & CLEARANCES
The basic price includes all charges for obtaining
permits, clearances and licenses, etc as required for
performance of the Scope of Supply.
18.0 PAYMENT TERMS
The payment shall be made as per payment terms
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mentioned in the PO subject to acceptance of material
as per order and receipt of correct Invoice along with
duly acknowledged delivery challan and Original Octroi
Money receipt. Payment against all correct invoices
shall be paid after acceptance and certification of
GOODS/SERVICES by the Warehouse manager or
Site-in-charge.
Payment shall be made through E-Payment / RTGS Mode/ LC
within 30 days.
19.0 PERFORMANCE BANK GUARANTEE
The seller shall provide Performance Bank Guarantee ,if
applicable , as per terms mentioned in the PO
19.1 The SBLC /PBG shall be submitted to the following
address
Name- Anil Mittal
Reliance Corporate Park,
|TC23|A wing|11th Floor|CU 290
Ghansoli, Navi Mumbai - 400701
TEL : 917738298141
20.0 ORDER OF PRECEDENCE
This Purchase Order is intended to be interpreted as a
consistent and compatible whole. If, however, an
unintentional ambiguity or conflict is discovered to
exist between separate provisions contained herein,
OWNER and SELLER agree to resolve such conflicts by
application of the commercial order of precedence shown
below.
1. Any amendments to the PURCHASE ORDER
2. PURCHASE ORDER
3. Special Terms and conditions for purchase order
(material)
4. GENERAL INSTRUCTIONS, TERMS AND CONDITIONS OF
PURCHASE (Enclosed)
21.0 ADDITIONAL QUANTITIES
The prices of GOODS covered under this PURCHASE ORDER
shall be valid for additional quantities by way of
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amendment(s) of this purchase order issued or new
PURCHASE ORDER(s).
22.0 COMPLETION TIME & PENALTY FOR DELAYED DELIVERY
22.1 The date stipulated for delivery of GOODS shall be
the essence of the PURCHASE ORDER.
22.2 If the SELLER fails to supply the GOODS as per
delivery schedule mentioned in this PURCHASE ORDER, LD
@1% per week of basic Order Value of undelivered
portion of GOODS per week of delay or part thereof
shall be levied for delayed deliveries subject to a
maximum of 5%
23.0 ASSIGNMENTS AND SUB-LETTING
The seller shall not assign any rights or obligation
there under without the prior consent in writing of the
owner. Owner may assign or sublet the whole or part of
its rights, liabilities and obligations to an
affiliate, contractor, successor or bona fide agent
upon the same terms and conditions as those agreed
between the parties here to without the consent of the
seller.
24.0 TERMINATION :
Owner reserves the right to terminate the contract at
any point of time by giving 7 days notice without
assigning any reasons for such termination. No
compensation shall be paid to the seller in the event
of such termination.
The owner shall also have additional right to terminate
the contract without any compensation if owner is of
the view that seller is not in position to improve the
supplies.
25.0 Warranty
Warranty ,if applicable ,shall be per terms mentioned
in the PO
26.0 WAIVER :
Failure of owner to exercise any of its right under
order shall be no way constitute a waiver of these
rights nor shall such failure excuse seller from any of
its obligations.
27.0 ANY AMENDMENT TO THIS PURCHASE ORDER WILL BE
INTIMATED TO YOU.
28.0 ARBITRATION :
28.1 If any dispute or difference arises out of or
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relates to this Purchase Order whether during the
progress of the Purchase Order or after its completion
or whether before or after the termination, abandonment
or breach of the Purchase Order and such dispute or
difference cannot be resolved by Seller and Owner as
set forth , either party shall, within thirty (30)
calendar days from the occurrence or failure to reach
agreement as set forth (whichever is later), give the
other notice in writing of the existence of such
dispute, specifying its nature and the point at issue.
The notice shall also include a detailed description of
the facts of the dispute with relevant dates, names of
personnel involved, references to relevant
documentation (with copies attached), the pertinent
Purchase Order provision(s), and a statement of
contentions and conclusions and the parties shall
proceed to resolve such matter by arbitration.
28.2 The arbitration shall be conducted in accordance
with the Arbitration and Conciliation Act, 1996 and the
rules there under and any statutory modification
thereof by three arbitrators appointed in accordance
with said Rules. The arbitration proceedings shall be
held in Mumbai. The arbitration proceedings shall be
conducted in the English language. The decision of the
arbitrator(s) shall be final, binding and non-appeal
able. Judgment upon any award rendered may be entered
into any court having jurisdiction, or application may
be made to such court for judicial acceptance of the
award or an order of enforcement, as the case may be.
28.3 It is agreed however that the arbitrator shall not
be an employee of either party or in any way
financially interested in this Agreement, dispute or
claim.
28.4 The cost of arbitration shall be borne by the
party whose contention was not upheld by the
arbitration award.
28.5 It is also a term of the Purchase Order that the
Seller shall not stop the Work under this Purchase
Order and the Work shall continue as expected
regardless of whether the arbitration proceeding have
commenced or not.
29.0 GOVERNING LAW & JURISDICTION :
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This Purchase Order shall be interpreted in accordance
with and shall in all respects be Subject to the laws
of the Republic of India. The courts in Mumbai, India
shall have exclusive jurisdiction.
30.0 COMPLIANCE WITH LAWS, REGULATIONS AND
IDENTIFICATION :
30.1 Seller warrants that Goods sold hereunder shall
have been produced, sold, delivered and furnished in
strict compliance with all Applicable laws. Seller
shall execute and deliver to Owner any documents as may
be required to effect or to evidence such compliance.
All laws and regulations required to be incorporated in
agreements of this character are hereby incorporated
herein by reference.
30.2 Seller shall, at its sole cost and expense,
defend, indemnify and hold harmless Owner Indemnified
Parties from and against all losses, liabilities,
claims, obligations, damages, costs, expenses including
all reasonable attorneys' fees and costs which arise
from, arise in connection with or are in any way
related to violations of Applicable Laws by Seller, its
Affiliates and their respective agents and employees.
30.3 Seller shall not Subcontract its obligations under
this Purchase Order without prior written consent of
the Owner. The Seller shall be fully responsible
towards the Owner for the performance of Sub Seller's
obligations.
31.0 FORCE MAJEURE :
31.1 The term Force Majeure as employed herein include,
but are not limited to, acts of God or force of nature,
landslide, earthquake, flood, fire, lightning,
explosion, major storm (hurricane, typhoon, cyclone
etc.) or major storm warning, tidal wave, shipwreck and
perils of navigation, act of war (declared or
undeclared) or public enemy, strike (excluding employee
strikes, lockouts or other industrial disputes or
action solely among employee of Contractor or its
Subcontractors) act or omission of sovereign states or
those purporting to represent sovereign states,
blockade, embargo,
quarantine, public disorder, sabotage, accident or
similar events beyond the control of the parties or
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either of them.
Force Majeure shall not include occurrences as follows:
1. Late delivery of materials caused by congestion at
Seller's facilities or elsewhere, an oversold condition
of the market, inefficiencies, or similar occurrences.
2. Late performance by Seller and/or Sub-Seller caused
by unavailability of equipment, supervisors or labour,
inefficiencies or similar occurrences.
3. Mechanical breakdown of any item of Seller's or its
Sub-Seller's equipment, plant or machinery.
4 Delays due to ordinary storm or inclement weather or
5 Non-conformance by Sub-Seller.
Unless the delay arises out of a Force Majeure
occurrence and is beyond both Seller's and Sub-Seller's
or supplier's control and an alternate acceptable
source of services, equipment or material is
unavailable. Additionally, Force Majeure shall not
include financial distress of Seller or any Sub-Seller.
31.2 In the event of either party being rendered unable
by Force Majeure to perform any obligation required to
be performed by them under the Contract, the relative
obligation of the party affected by such Force Majeure
shall be suspended for the period during which such
cause lasts. Time for performance of the relative
obligation suspended by Force Majeure shall then stand
extended by the period for which cause lasts.
31.3 Upon the occurrence of any Force Majeure event,
the party so affected in the discharge of its
obligation shall promptly, but no later than ten (10)
days give written notice of such event to the other
party. The affected party shall make every reasonable
effort to remove or remedy the cause of such Force
Majeure or mitigate its effect as quickly as possible.
If such occurrence results in the suspension of all or
part of the Work for a continuous period of more than
30(thirty) days, the parties shall meet and determine
the measures to be taken.
31.4 Any delay or failure in performance by either
party hereto shall not give rise to any claims for
damages or loss of anticipated profits it, and to the
extent, such delay or failure is caused by Force
Majeure.
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32.0 PREVENTION OF CORRUPTION
Without prejudice to Contractor's obligation to comply
with all applicable laws relating to this Work ORDER,
Contractor shall not offer or give, or agree to give,
to any employee, agent, servant or representative of
the OWNER or PROJECT MANAGER any consideration of any
kind as an inducement or reward for doing, refraining
from doing, or for having done or refrained from doing,
any act in relation to
the obtaining or execution of this purchase order or
any other purchase order with the OWNER, or for showing
or refraining from showing favour of disfavour to any
person in relation to this purchase order or any such
purchase ORDER. Where the Contractor or Contractor's
employees, servants, sub-contractors, suppliers or
agents of anyone acting on the Contractor's behalf,
engages in conduct, prohibited by this clause in
relation to this or any other purchase order with the
OWNER, the OWNER has the right, without prejudice to
any other rights or remedies available at law, to:
(a) Terminate the purchase order and recover from the
Contractor the amount of any loss suffered by the OWNER
resulting from the termination ;
(b) Recover in full from the Contractor any other loss
sustained by the OWNER in consequence of any breach of
this clause, whether or not the purchase order has been
terminated.
33.0 INDEMNIFICATION :
Seller shall defend, indemnify and hold harmless owner
against any fine, penalty, and sanction of similar
nature which may be imposed on owner by any Government
authority by reason of an alleged violation of such
laws / or regulations by seller as well as against all
claims, suits and proceeding in that aspect.
34.0 Anti-Corruption and Anti Money Laundering clauses
Definitions
"Affiliate" means -
(i) a Person which directly or indirectly controls a
Party;
(ii) a Person which is directly or indirectly
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controlled by a Party; or
(iii) a Person that is under common control with a
Party.
For the purposes of this definition of "Affiliate",
"control" means either ownership by one Person of the
largest or controlling percentage of the voting
securities or interests of the other Person, or the
power to direct, administer and dictate policies of the
other Person, or control the composition of the board
of directors or managers, by virtue of any contractual
arrangements or otherwise, and the term "controlled"
shall have a corresponding meaning.
"Associated Person" means in relation to a Party or any
Government Official, any Person who is an agent,
servant, representative, director, officer or employee
of such Person.
"Company" means Reliance Industries Limited, a company
incorporated and registered under the Companies Act
1956 and having its registered office at 3rd Floor,
Maker Chambers IV, 222 Nariman Point, Mumbai 400 021,
India and its successors and assigns from time to time.
"Contractor" means the Person with whom the Company has
placed the Purchase Order.
"Governmental Authority" means any local, regional,
state, federal or central government, governmental
agency, department, ministry, commission, board, bureau
or any other administrative or judicial or
quasi-judicial authority, regulatory authority or
instrumentality thereof.
Government Official" means, whether appointed, elected
or otherwise any:
(a) officer or employee of a government or any
department, agency or instrumentality of a government;
(b) person acting in an official capacity or exercising
a public function for or on behalf of a country or
territory (or any subdivision of such a country or
territory) or a government or any department, agency,
enterprise or instrumentality of a country or territory
(or any subdivision of such a country or territory) or
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a government;
(c) officer or employee of a company or business which
is majority owned or controlled by a government;
(d) officer, employee or agent of a public
international organisation such as the World Bank or
United Nations; and/or
(e) officer or employee of a political party or any
person acting in an official capacity on behalf of a
political party.
"Law"- means all federal, national, central, state,
municipal and/or local legislation, ordinances, rules,
regulations, statutes, bylaws, administrative
requirements, notifications published in official
gazettes, registration requirements, permits and other
laws of any Governmental Authority, orders of any
court, tribunal or any other judicial body, and any
other
instrument or pronouncement having the force of law as
may be issued and be in force from time to time.
"Party" means either Company or Contractor, as the
context requires, and the "Parties" means both Company
and Contractor.
"Person" means any natural person, firm, corporation,
company, voluntary association, partnership, joint
venture, trust, limited organisation, competent
authority or other entity including either Party, their
Affiliates and Associated Persons.
"Purchase Order" means purchase order number [?]
pursuant to which Contractor has agreed to supply the
Goods and perform the Work, incorporating, inter alia,
these General Conditions of Purchase and all other
Attachments, Exhibits, Annexures and amendments to
purchase order in accordance with its terms.
"Sub-Contractor" means any contractor (of any tier) of
Contractor supplying goods, services, materials, labour
or equipment in connection with the Purchase Order.
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"Work" means all activities to be carried out for
supply of the Goods by Contractor and other works to be
carried out by Contractor as set out in the Purchase
Order.
1. Each of the Parties represents and warrants to the
other Party that, in the past five years prior to the
date of the Purchase Order, neither it nor, to the best
of its knowledge, any of its Affiliates or Associated
Persons, in connection with the Purchase Order or the
Work,
a. has engaged in any activity, practice or conduct,
which will amount to corruption including but not
limited to,
i. paying, offering or offering to give, promising or
agreeing to give, or authorizing the payment (directly
or indirectly through any third party) of any monies,
consideration of any kind or anything of value, to (a)
any Government Official in order to obtain or retain
business or to influence official action, or (b) or any
of the other Party's Affiliates or Associated Persons
or any other Person, in each case where such activities
have the purpose or effect of commercial bribery, or
acceptance or acquiescence in kickbacks or other
unlawful or improper means of obtaining or retaining
business, or taking or refraining from taking any
action as an improper inducement or a reward for any
act or decision; or
ii. receiving, extorting or soliciting, any monies,
consideration of any kind or anything of value for any
undue act or decision; or
b. has directly or indirectly engaged in any other
acts or transactions in each case, in violation of or
inconsistent with the Prevention of Corruption Act,
1988 as may be amended, re-enacted, replaced or
consolidated from time to time and in relation to the
offence of abetment, Indian Penal Code 1860 as may be
amended, re-enacted, replaced or consolidated from time
to time, or any other applicable anti-bribery or
anti-corruption Law, which has as its objective, the
prevention of corruption
2. Each of the Parties further represents and warrants
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to the other Party that, in the past five years prior
to the date of the Purchase Order, neither it nor, to
the best of its knowledge, any of its Affiliates or
Associated Persons:
a. has directly or indirectly engaged in or
facilitated any activity which will amount to money
laundering, including without limitation, smuggling,
terrorism and terrorist financing, conversion,
concealment or disguise to make appear as legitimate,
or acquisition, possession or use, of any economic
advantage or property obtained or suspected to have
been obtained from or in connection with any category
of offences designated under any applicable anti-money
laundering or other applicable Law; or
b. has violated any provisions of the Prevention of
Money Laundering Act, 2002, as may be amended,
re-enacted, replaced or consolidated from time to time,
or any other applicable anti-money laundering Law,
which has as its objective the prevention of money
laundering.
3. Each of the Parties further undertakes to the other
Party that neither it nor any of its Affiliates or
Associated Persons during the course of this agreement
will act in a manner that renders the representations
and warranties contained in Article 1 or 2 above
incorrect, untrue or misleading.
4. If, in the reasonable judgement of either of the
Parties, the other Party is in breach of its
representations and warranties under Article 1a, 1b or
2a, 2b above, and/or undertaking in Article 3 above,
the non-breaching Party shall have, without prejudice
to any other right or remedy legally available to it,
the right to either:
a. require the other Party to undertake any and all
requisite measures to remedy or rectify such breach;
and/or
b. terminate the Purchase Order/contract and recover
any loss suffered by the non-breaching Party resulting
from such termination; and/or
c. recover in full from the breaching Party any other
loss sustained by the non-breaching Party as a
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consequence of any such breach, whether the Purchase
Order/contract has been terminated or not.
5. Contractor further represents and warrants that it
shall conduct due diligence before appointment of its
Sub-Contractor(s) and shall cause such
Sub-Contractor(s) to comply with all of the aforesaid
anti-corruption and anti-money laundering Laws and
undertakes to indemnify the Company, its Affiliates and
Associated Persons against any loss or damages suffered
on account of any failure by such Sub-Contractor(s) to
comply with the aforesaid Laws.
6. Reporting Mechanism:
If Contractor or any of its Affiliates or Associated
Persons becomes aware of or reasonably suspects a
violation or potential violation of Articles 1, 2 and 3
by either of the Parties to this Agreement, such
Persons may report the same to the Company by sending
email to '
[email protected]'.
7. Protection:
If Contractor or any of its Affiliates or Associated
Persons refuses to pay or offer a bribe or raises
concerns, or report any wrongdoing to the Company, such
Person will not face any form of retaliation from the
Company. The Company encourages openness and will
support anyone who raises genuine concerns about any
corrupt practices, in good faith.
35 Reliance Group Business Partner Code of Conduct
(BPCOC)
1. PURPOSE
At Reliance, our Business Partners are critical
stakeholders in our success and we are committed to
strengthening our relationship with them.
Reliance Group (which includes Reliance Industries
Limited, its subsidiaries and affiliates and joint
ventures) gains its competitive advantage through
strong performance by leveraging its competencies -
reliability, quality and flawless execution in a timely
and safe manner. We work with Business Partners who
share these beliefs and competencies.
Reliance's Business Partner Code of Conduct ("BPCOC")
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articulates our expectations from our Business Partners
with respect to ethical, compliant and safe conduct of
business throughout the course of our business
relationship.
Reliance values Business Partners who join us in
pursuing these common goals and adopt practices that
are consistent with BPCOC.
2. SCOPE
BPCOC applies to all current and potential Business
Partners of Reliance Group including, but not limited
to, customers, suppliers (of services and products),
landlords / lessors, lessees, intermediaries,
consultants, agents, representatives and distributors.
3. INTEGRITY AND COMPLIANCE WITH LAWS
3.1 Business Integrity
We expect our Business Partners:
a. To not tolerate, permit, or engage in bribery,
corruption, embezzlement, extortion, kickbacks,
inducements or any other unethical practices.
b. To not offer any money or anything of value
directly and/or indirectly to the employees of Reliance
Group or persons representing Reliance in any way.
c. To not get involved in money laundering activities
in any manner.
d. To follow fair practices to earn our business and
not to indulge in any anti-competitive or
unfair/restrictive trade practices in any form.
3.2 Conflict of Interest
We expect our Business Partners:
a. To be aware of the many different ways in which
conflicts of interest can occur.
b. To avoid any situation that may involve a conflict
between Business Partner's personal interest and the
interests of Reliance Group.
c. To disclose any actual or apparent conflicts of
interest including but not limited to relationships or
association with any existing / past employees of
Reliance Group or their immediate family members.
3.3 Confidentiality and Protection of Reliance Property
We expect our Business Partners:
a. To use Reliance assets, including any equipment,
materials, IT assets, for defined purposes only.
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b. To comply with obligations relating to
non-infringement, restricted use, secrecy and
non-disclosure of Reliance's confidential information
and intellectual property as per the applicable
agreements with Reliance.
c. To promptly report any security breaches or
incidents that may affect the confidentiality of any
Reliance provided information.
d. To strictly adhere to the provisions of "No
disclosure agreement (NDA)" wherever applicable.
3.4 Data Protection and Privacy
We expect our Business Partners:
a. To comply with all applicable laws relating to
collection, processing and transfer of personal and
personally identifiable information in the
jurisdictions of their operations.
b. To implement appropriate information security
systems and processes and report any incidents of
violation or disclosure of confidential or personal
data.
c. To handle and process data only for the purpose(s)
mentioned in the agreement with Reliance.
d. To strictly avoid usage of unapproved messaging
platforms for business communication involving any
commercial transactions.
3.5 Social Media
We expect our Business Partners:
a. To ensure that posts on social media (including by
their employees) are legally compliant and made in a
responsible manner.
b. To not post confidential or proprietary information
of Reliance in public domain.
c. To not post derogatory, defamatory, inflammatory,
disrespectful, obscene, threatening, abusive or
malicious content about Reliance Group and / or its
shareholders, promoters, directors, officers or
employees.
3.6 Ethical Sourcing of Materials
We expect our Business Partners:
a. To use reasonable diligence with respect to
sourcing of materials to execute Reliance orders.
b. To ensure that such sourcing neither
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promotes/supports counterfeiting nor benefits private
or other groups that perpetrate human rights abuses and
create violent conflict.
c. To take Reliance's prior consent in case any of the
work of Reliance needs sub-contracting or out-sourcing.
4. LABOUR PRACTICES
4.1 Employment
We expect our Business Partners:
a. Not to employ child labour.
b. Not to employ people against their own free will
(forced labour).
c. To provide a workplace that is free from
harassment, intimidation or any form of sexual
harassment.
d. To prevent discrimination in hiring and employment
practices against any employee based on race, color,
caste, creed, age, gender, sexual orientation,
ethnicity, disability, etc.
e. To comply with all applicable laws and regulations
relating to employees and workers including laws on
wages, working hours and labour conditions and not
engage in any activity prohibited by law such as
slavery or human trafficking.
5. HEALTH, SAFETY AND ENVIRONMENT
5.1 Occupational Health and Safety
We expect our Business Partners:
a. To provide a healthy and safe working environment
for their employees, contractors, partners and others
who may be affected by their activities.
b. To ensure compliance with all applicable health and
safety standards and obligations.
c. To ensure that all safety related preventive
systems are in operational preparedness at all times
through appropriate drills, audits, etc.
5.2 Environmental Stewardship
We expect our Business Partners:
a. To uphold the core values of environmental
protection and conservation and conduct business in an
environmentally sensitive way.
b. To operate in a manner such that any environmental
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impact of their designs, products, services,
manufacturing processes is minimized.
c. To encourage adoption of sustainable solutions
where possible.
d. To comply with relevant environmental legislation
and international conventions and standards.
6. COMPLIANCE
6.1 Communication and Awareness
We expect our Business Partners:
a. To clearly communicate the requirements of this
BPCOC and how it translates into business practices and
operations to all its employees and business partners.
b. To internalize and institutionalize the standards
of business practices and operations as set forth in
this BPCOC.
6.2 Certification
We expect our Business Partners:
a. To have an authorised representative to certify
that he/she has read this Code and commits the Business
Partner to these standards and to provide
certifications from time to time confirming compliance
with this Code.
6.3 Disclosures and Reporting Violations
We expect our Business Partners:
a. To promptly disclose to Reliance any actual or
suspected incidents of violations of this Code, whether
by any of its own or Reliance's employees, in good
faith, and on a confidential basis, to Ethics &
Compliance Task Force at [email protected].
b. To cooperate with and provide assistance to
Reliance in conducting inquiries, investigations into
any past or current incidents or activities that could
potentially be in violation of this Code.
6.4 Implications for Non-Compliance
Failure to comply with the standards set forth in this
BPCOC or non-implementation of any corrective measures
will entitle Reliance to:
a. Notify appropriate authorities or regulators,
and/or
b. Suspend and/or terminate the agreement executed
with the Business Partner with immediate effect,
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and/or
c. Take suitable action including appropriate legal
action at the sole discretion of Reliance.
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