Nestle Bangladesh Limited

Gulshan North C/A Gulshan Tower,4 th Floor Plot 31,Road No 53 Dhaka 1212 Bangladesh

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Purchase order : 4534769435

Vendor Number: 100873683 Structural Design Associates House 28 Road 8 2nd Floor, Nikunjo 2 Dhaka 1229 Bangladesh Tel: 0 1733501944 Fax: e-mail: sdassociates09@sda-bd.com Your reference: For the attention of:

Date: 04.04.2012
Terms of Deliv.: Currency: Delivery Date:

Printed: 07.04.2012
DAP Sreepur Factory BDT Bangladesh Taka 20.04.2012

Our Reference: Purchasing Contact: BD HO SB S&IM Tech

Tel:

Deliver To: BD PL Sreepur Nestle Bangladesh Ltd - Sreepur Factory Rajendrapur Cantt. Sreepur Gazipur 1740 Bangladesh

Invoice To: Nestle Bangladesh Ltd Rajendrapur Cantt, Sreepur Gazipur 1740, Bangladesh VAT Reg No. 5141002639

The Nestle Supplier Code: The Nestle Supplier Code establishes non negotiable minimum standards that we expect our suppliers to adhere to. The Code can be viewed on www.nestle.com/suppliers. By acceptance of this purchase order the Supplier commits to the requirements stipulated in the Code. In case of non-compliance with or rejection of a requirement, the Supplier is obliged to notify the Nestle buyer. _________________________________________________________________________ Terms of Payment : Due net within 30 days of invoice receipt _________________________________________________________________________ This Purchase Order is placed as per your quotation SDA/Nestle/P-62 dated 24.01.2012 and subsequent negotiation dated 08.02.2012 under following terms & conditions: Terms & Conditions: 1.Below items/jobs must be supplied/carried out as per mentioned Scope. 2.The service supplied under the order shall be of first-class workmanship; otherwise the doccumentation / doccumentation will be rejected at your risk & responsibility. 3.Please add VAT on total bill value & original VAT challan must accompany with delivery challan. 4.The jobs shall be carried out as per the mentioned scope & direction of Project Manager - UNO of Nestle Bangladesh Ltd. or his authorized representative. 5. The payment shall be made as per actual quantity of job supplied or actual job done/Receive by Project Manager - UNO, Nestle Bangladesh Ltd. or his authorized representative. 6.For further details concerning this order, please contact Mr. Chinmoy Bhattacharjee at Head Office. For payment related issue please contact Mr. Syed Ziauddin, F&C Dept at NBL head office.

Nestle Bangladesh Limited

Gulshan North C/A Gulshan Tower,4 th Floor Plot 31,Road No 53 Dhaka 1212 Bangladesh

PO No/So PO/Date: 4534769435 / 04.04.2012

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Item

Material No. Quantity

Vendor Mat. No. Unit

Description Delivery Date & Time Price/UnitNet Value

_________________________________________________________________________
10 1.000 AU
Gross Price Tax Amount Payer Total Value 1,400,000.00 BDT 1 AU 1,400,000.00 BDT 1 AU 1,400,000.00 0.00 1,400,000.00

Structural consultancy for project UNO

Structural consultancy (Local part)for UNO building and social block. Original concept provided by SEMAC. Scope Of Work: Prepration of Structural Drawing for UNO Building and Social Block based on SEMAC Concept. Modification & Rectification of the drawing based on SEMAC Concept. Preparation of Steel Structure Drawing based on SEMAC Concept. Evaluation of SEMAC BOQ and preparation of Final BOQ based on same and fine tune the requirement as per local situation. Supervision of of Works as & When required basis. Updating of the Master Plan based on digital Survey. And others required service to meet the concept provided by SEMAC

The item covers the following services:

10 105005291 1 EA BD Consultancy services 1,400,000.00 1,400,000.00

_________________________________________________________________________ Total net value excl. tax 1,400,000.00 _________________________________________________________________________

PO approved by Shahnoor Sohel 04.04.2012 10:05:34 CET Subhajit Ghosh 04.04.2012 20:01:12CET Sudipta Dey 07.04.2012 08:59:48CET

Nestle Bangladesh Limited

Gulshan North C/A Gulshan Tower,4 th Floor Plot 31,Road No 53 Dhaka 1212 Bangladesh

PO No/So PO/Date: 4534769435 / 04.04.2012

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_________________________________________________________________________
GENERAL CONDITIONS (To which the supplier agrees by accepting this Purchase Order) 1. DELIVERY: (a) Time is the essence of this Purchase Order; (b) The Supplier shall deliver the goods/services ordered within the specified time stated failing which this Purchase Order is deemed to have been cancelled, with no liability whatsoever on the part of the Purchase, unless prior written consent for any extension of time has been given; (c) In the event that Supplier fails to deliver or perform respective goods/services on time, Supplier shall reimburse Buyer upon demand for any and all loss, cost, damage, and expense which Buyer shall sustain as a result or in consequence of such failure; (d) If in order to comply with Buyer's required delivery date it becomes necessary for Supplier to ship by a more expensive way than specified herein, any increased transportation costs resulting there from shall be paid for by Supplier unless the necessity for such costs has been caused by Buyer. Supplier shall notify the Buyer promptly of any delays or threatened delays in the performance of this Purchase Order; (e) No acceptance of goods/services after the scheduled delivery date will waive Buyer's rights with respect to such late delivery nor shall it be deemed a waiver of future compliance with the terms hereof. 2. PRICE: a) The prices shown herein are, unless otherwise expressly mentioned, inclusive all the taxes, duties etc. that may be levied/become livable and the buyer will not entertain any other/further claim for any supply. No amendment to the Price stated in the Purchase Order shall be made unless prior consent to the amendment has been given in writing by the Buyer. b) For goods/services, where VAT is applicable as per applicable laws of Bangladesh, Supplier must provide valid VAT challan accordingly. 3. WARRANTIES: a) The Supplier expressly warrants that it will convey good title to all goods/services furnished hereunder and that all goods/services furnished hereunder will conform to all specifications and appropriate standards, will be free from defects in material and workmanship, will be merchantable, and will be safe and appropriate for the purpose for which goods/services of that kind are normally used. If the Supplier knows or has reason to believe that the particular purpose for which Buyer intends to use the goods/services, the Supplier warrants that such goods/services will be fit for such particular purpose. b) The warranties of Supplier shall run to Buyer, its successors, assigns, and customers and users of products sold by Buyer. The Supplier hereby assigns to Buyer any warranties or guaranties provided by the manufacturers or Suppliers of products incorporated into goods/services provided by Supplier hereunder and shall upon request enforce any such warranty or guaranty on behalf of Buyer. No attempts by Supplier to disclaim, exclude, limit, or modify any warranties or Supplier's liability or consequential damages shall be of any force or effect. 4. DAMAGES: In the event of damage to the goods/services supplied, the Buyer shall give notice thereof to the Supplier and be entitled to a refund to the extent of goods/services so damaged as returned to the Supplier by the Buyer. 5. CHANGES: Buyer shall have the right at any time to make changes in drawings, designs, specifications, materials, packaging, time and place of delivery and method of transportation. If any such changes cause an increase or decrease in the cost or the time required for the performance, an equitable negotiated adjustment shall be made and the agreement created by the acceptance of this Purchase Order shall be modified in writing accordingly. Supplier agrees to accept any such changes subject to this paragraph. Supplier shall undertake no work on any such change, addition or omission unless and until Supplier delivers a Quote and Buyer issues a written change Purchase Order. 6. PACKING: Unless otherwise stated, shipped goods/services covered by this Purchase Order are to be properly packaged for ocean shipment/Road transport/Air transport, package shall be lined with waterproof paper and all bright metal parts shall be treated to prevent rusting during transport. 7. INVOICING: Invoicing by the Supplier shall cover only those goods/services, which are actually supplied to and accepted by the Buyer. 8. PAYMENT: The supplier will be paid through A/C Payee Cheque, subject to deduction of income tax and VAT as per applicable laws of Bangladesh. 9. ASSIGNMENT: Rights and obligation under this Purchase Order are not to be assigned by either party without the written consent of the other. 10. BANKRUPTCY: The Buyer may by notice in writing, cancel the Purchase Order if the Supplier becomes bankrupt, or makes an arrangement with his creditors, or being a company goes into liquidation either voluntarily or compulsorily. 11. FORCE MAJEURE: Buyer or Supplier may delay delivery or acceptance occasioned by causes beyond its control. Supplier shall hold such goods/services at the direction of Buyer and shall deliver them when the cause affecting the delay has been removed. Causes beyond the control of Buyer or Supplier shall include government action or failure of the government to act where such action is required, acts of god, strikes, fires, accidents, or other such causes not due to Buyer's fault or negligence. 12. CONFIDENTIALITY: The contents of this Purchase Order and all related commercial and technical information shall be kept secret and confidential by Supplier and will not be divulged by Supplier to any third party or utilized by Supplier otherwise than in connection with this Purchase Order. 13. GOVERNING LAWS: This Purchase Order created by the acceptance thereof is governed by and shall be construed in accordance with the laws of Bangladesh. Any dispute arising out of this Purchase Order shall be subjected to the court.

Purchase Order Terms & Conditions