BUREAU VERITAS GENERAL PURCHASING TERMS AND CONDITIONS

1. Definitions

“Purchaser” means Bureau Veritas India Private Limited, a company incorporated under the provisions of the Companies Act, 1956 having its registered office at 72
Business Park, Ground Floor, Marol Industrial Area, Cross Road, MIDC, Andheri (East) 400093 Mumbai Maharashtra (India) (also referred to as “Bureau Veritas”).
“Vendor” means an individual or a legal entity identified as supplier of goods or provider of services on the Purchase Order issued by Purchaser. “Vendor’s Information
Form” means the form that Vendor is required to complete, sign and return to Purchaser before the issuance of any Purchase Order in order to provide Purchaser with
appropriate information on Vendor’s legal organization, corporate form, bank details, control structure and senior management. “General Purchasing Terms and
Conditions” means the terms and conditions set out in this document. “Goods” means the goods (if any) described in the Purchase Order. “Services” means the
services (if any) described in the Purchase Order. “Purchase Order” means a written purchase order issued by a duly authorized representative of Purchaser describing
the Goods or Services that Purchaser wishes to be supplied with by Vendor. The Purchase Order will contain appropriate information on quantities, delivery or
performance dates and pricing as well as any other information or order data that may be necessary for Vendor to understand and meet procurement needs of Purchaser.
“Delivery Address” means the address where Goods shall be delivered and Services shall be performed as stated on the Purchase Order.

2. Scope

2.1. General Purchasing Terms and Conditions shall apply to the purchase of Goods and/or Services by Purchaser from Vendors.

2.2. No general terms and conditions of Vendor shall govern the Purchase Order, unless agreed in writing by Purchaser, even if (i) Purchaser does not object to them explicitly
or (ii) Vendor’s general terms and conditions are included either in the order confirmation that Vendor is required to issue according to Section 3.1, or in any other
document issued by Vendor. Acceptance or payment of Goods or Services by Purchaser shall not constitute an implicit agreement either.

3. Agreement by Purchaser to Purchase Goods or Services

3.1. Agreement from Purchaser to Purchase Products or Services and agreement from Vendor to sell Products and perform Services sha ll be formed (i) at the time of receipt
by Purchaser of Vendor’s written confirmation that Vendor accepts the Purchase Order within a maximum period of five (5) business days from the date of issuance of the
Purchase Order by Purchaser or (ii) in the absence of written confirmation, at the time of validation between the Parties of the Purchase Order issued by Purchaser by
telephone or any other mean, in which case, the Parties shall make their best efforts to confirm subsequently by email their express consent to form the agreement.

3.2. In the absence of written evidence of the consent given by both Parties to enter into the agreement and in case of disagreement between the Parties, the date of the
agreement shall be deemed to be the date of issuance of the Purchase Order provided that the Purchaser has started to perform its obligations under the agreement.

4. Pricing - Invoicing - Payment Terms

4.1. Unless otherwise provided in the Purchase Order, the prices of Goods or Services are denominated and invoiced in the local currency of the jurisdiction or country where
the Goods shall be delivered and/or the Services shall be performed.

4.2. Prices of Goods shall include packaging, shipment or carriage, warehousing, postage and insurance costs. Unless otherwise provided in the Purchase Order, Goods shall
be delivered DDP (Delivered Duty Paid) Incoterms 2010 at the Delivery Address. For Services, prices shall include any and all expenses and costs sustained by Vendor
in connection with the performance of Services.

4.3. The prices specified in the Purchase Order are fixed and firm. The prices are net and, exclude any sales, value added, or similar turnover taxes or charges that Vendor is
required to pay by any applicable laws or collect from Purchaser. Any increase of prices of Goods or Services shall be effective only to the extent that Purchaser (i) is
provided by Vendor with appropriate supporting documentation at the latest before the shipment of Goods or the performance of Services and (ii) agrees in writing with
such increase. If Purchaser does not agree with the increase of prices, Purchaser shall be entitled, in its sole discretion, to cancel the Purchase Order on a free of charge
basis and claim for damages.

4.4. Vendor shall issue invoices only once the Goods are delivered or the Services are performed in compliance with the terms desc ribed in the Purchase Order. Vendor’s
invoices shall contain any mandatory information required under any applicable laws as well as Purchaser’ Purchase Order number.

4.5. Purchaser shall pay Vendor’s invoices within a maximum period of sixty (60) days following the date of issuance of the invoices by bank transfer to Vendor’s designated
bank account in the Vendor’s Information Form. Payments by Purchaser shall be made only to a bank account opened in the name of Vendor in the jurisdiction or country
where Vendor is duly incorporated or registered.

4.6. Under no circumstances shall payments by Purchaser be deemed as acknowledgment by Purchaser that Goods have been delivered or Services have been performed in
compliance with the Purchase Order. In the event that Goods or Services are defective and/or incomplete, Purchaser shall be entitled to withhold the payment of any
disputed invoices until such dispute is eventually resolved in accordance with Section 16.2. Purchaser is also entitled to set off against any amounts due or to become
due to Vendor, any amounts due to Purchaser by Vendor (including, but not limited to, penalties due by Vendor for late or partial delivery of Goods or performanc e of
Services as provided under Section 6.2).

4.7. Late payment penalty due to Vendor by Purchaser is set to three (3) times the Indian legal interest rate. The applicable rate is the rate that is in force on the first day
following the due date of the invoice.

5. Delivery – Risks –Title

5.1. The Goods shall be delivered and the Services shall be performed on the date or within the time period stated in the Purchase Order at the Delivery Address. Deliveries
shall be accompanied by the Purchaser’s Purchase Order. Deliveries shall be accompanied by a delivery note, valid test/ analysis report conducted by supplier, challan,
invoice, (with sales tax registration no. & invoice date), Form 31(if applicable), COA, COC stating Bureau Veritas' Purchase Order Number. Deliveries shall generally
include one-way standard packaging and shall be made on working days between 9:00AM to 5:00PM. Delivery after thi s can only be made on prior written information /
approval from Bureau Veritas Stores. In case reusable packaging is used, it shall be provided on loan. Return of said reusa ble packaging to Vendor by Bureau Veritas
shall be carried out at Vendor's costs and risks.

5.2. Risks in the Goods shall pass to Purchaser (i) in case of delivery without installation or assembly upon delivery of said Goods at the Delivery Address unless the Goods
are rejected by Purchaser and (ii) in the event of delivery with installation or assembly upon Purchaser’s written declaration of acceptance.

5.3. Title to the property in the Goods shall pass to Purchaser upon delivery of said Goods at the Delivery Address unless the Goods are rejected by Purchaser.

5.4. In addition to the delivery note, the delivery must include a factory test certificate, Inspection Report must be included with the deliveries.

5.5. In the case of technical devices, a technical specification and instructions for use must be included at no charge. For software products, the duty of delivery shall not be
fulfilled until all technical and user documentation has been provided. In the case of programs created especially for the purchaser, the program source codes must also
be supplied.

6. Time and quantities of Delivery

6.1. The time and quantities stipulated for the delivery of the Goods and/or performance of Services shall be of the essence. Accordingly, Purchaser is not obligated to accept
early deliveries, late deliveries, partial deliveries or excess deliveries that should always require the prior written consent of Purchaser. If Purchaser decides in its sole
discretion to accept one or more of those non-conforming deliveries, such acceptance shall not constitute a waiver of Purchaser’ right to reject any other shipment which
does not conform to a Purchase Order.

6.2. Vendor will immediately notify Purchaser of any likely delay in the delivery of Goods or completion of Services. Without prejudice to any other remedies available under
these General Purchasing Terms and Conditions, Purchaser may decides at its own discretion either (i) to cancel the Purchase Order for the relevant Goods or Services,
on a free of charge basis, or (ii) to charge Vendor with a penalty for late delivery or performance of the Goods/Services relating to a specific Purchase Order. This penalty
shall be computed on a daily basis and at the rate of zero point five (0.5) % of the price of undelivered Goods or unperformed Services per day of delay. This penalty shall
be due by Vendor until actual delivery of Goods or completion of Services takes place but shall not exceed a total of ten (10) % of the total value of the Purchase Order.

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6.3. Before invoicing such penalty, Purchaser shall allow Vendor to provide explanations (if any) on such delay. Vendor shall be liable for the payment of this penalty in cases
where the non-delivery or non-performance is either partial or total.

7. Warranties – Rejection – Remedies

7.1. Vendor warrants (i) that the Goods will be new, unused, of merchantable and satisfactory quality, fit for any purpose made known to Vendor whether expressly or by
implication, free from any defects whether in design, material or workmanship, (ii) that the Goods and Services will conform with the specifications, drawings, samples or
other descriptions contained or referred to in the Purchase Order and that the Goods will comply with any and all health and safety standards as required or laid down
under any applicable laws and regulations, (iii) that Vendor will exercise all necessary skills, care and due diligence and shall perform the Services in accordance with
good engineering, professional and ethical practices.

7.2. In the event that the Goods or Services do not comply with the Purchase Order and the warranties described in section 7.1, including for defects which do not appear until
Goods are further processed, the following remedies shall be available to Purchaser, in its sole discretion:

7.3. Rejecting Goods and returning them to Vendor at Vendor’s risks and costs,

7.4. Requesting (if applicable) Vendor to eliminate defects or non-compliance in the Goods or the Services within a reasonable period of time determined by Purchaser, at
Vendor’s costs,

7.5. Requesting Vendor to replace defective or non-compliant Goods or to achieve compliant performance of Services within a reasonable period of time as determined by
Purchaser, at Vendor’s costs,

7.6. Obtaining a price reduction from Vendor for the portion of Goods and/or Services affected by such defects or non-compliance,

7.7. Eliminating the defects itself or having them eliminated by a third party or arranging for the delivery of similar Goods or Services by the Vendor or a third party, the costs to
be borne in each case by Vendor,

7.8. Cancelling the Purchase Order, in whole or in part, on a free of charge basis, and obtaining appropriate compensation from Vendor for the damage sustained by
Purchaser.

7.9. The foregoing warranties shall remain in force for a total period of twenty four (24) months from date of delivery of Goods or performance of Services. These warranties
are without prejudice to Purchaser’ other rights and remedies, including but not limited to the statutory warranty for hidden defects provided under any applicable law. If
Vendor ceases to manufacture the Goods and for a term of at least five (5) years, Vendor guarantees an adequate repair service as well as supply of spare parts.

8. Confidentiality – Intellectual Property

8.1. All specifications, software and any other data, whether of a technical or a commercial nature, provided by Purchaser in conn ection with the Purchase Order as well as
the Purchase Order itself shall be treated as confidential by Vendor and shall not, without Purchaser’ prior consent in writing, be disclosed by Vendor to any third party
and Vendor shall not use them for advertisement, display or publication or for any purpose other than what is necessary for the proper performance of its obligations
under the Purchase Order. When required by Purchaser, Vendor shall enter into a separate written confidentiality agreement.

8.2. All specifications, software and any other data provided by Purchaser in connection with the Purchase Order shall remain at all times the property of Purchaser. They are
to be surrendered to Purchaser on completion of the Purchase Order and are to be used by Vendor solely for the purposes of the Purchase Order.

8.3. Vendor acknowledges that all intellectual property rights related to the Purchase Order, including but not limited to the names, service marks, trademarks, inventions,
logos and copyrights of Purchaser and its affiliates, are and shall remain the sole property of the Purchaser or its affiliates and shall not be used by Vendor, except solely
to the extent that the Vendor obtains the prior written approval of the Purchaser and then only in the manner prescribed by the Purchaser.

9. Indemnity

9.1. Vendor shall indemnify and hold Purchaser and its affiliates harmless against all claims, costs, expenses (including reasonable attorney’s fees), loss and damages which
Purchaser and/or its affiliates may suffer, whether arising (i) from Vendor’s breach of any of its obligations under the Purchase Order, (ii) from the negligence of Vendor,
its agents, assignees, employees or sub-contractors, (iii) from product liability claims arising in connection with the Goods at any time and notwithstanding any statutory
limitations provided under any applicable legislation, or (iv) in respect of any infringement of patents, registered designs, trademarks, copyrights or other intellectual
property rights arising out of the sale or use of the Goods supplied or from the Services performed under the Purchase Order.

10. Insurance

10.1. Vendor shall have in place insurance cover for such risks and for such amounts that would be considered prudent by a reasonable insurance broker advising a business
providing Goods and/or Services to Purchaser, but in any event not less than :

• General Liability and Professional Indemnity Insurance having a limit of not less than five hundred thousand Euro (500.000 EUR) limit any one occurrence
covering all operations of the insured including without prejudice to the foregoing in accordance with the contractual liabilities assumed herein;

• and any other insurances as required by law.

10.2. If so requested by Purchaser, Vendor agrees to provide a certificate dated and signed by its insurers for the different insurance policies requested in article 10 proving
their coverage, with premiums to be paid by Vendor for the period. Those certificates must specify the amount and scope of th e coverage as well as the validity period of
the insurance policy taken out.

11. Compliance

11.1. Vendor shall comply with all relevant and applicable national or international laws and regulations and/or codes of practice relating to the packing, labeling, transportation,
storage and handling of any hazardous substances.

11.2. Vendor and any of its sub-contractors or own suppliers shall comply with all applicable laws and regulations, including but not limited to, the laws or regulations of
Vendor’s country, the country which is the end destination of the Goods or Services and/or counties in which work is to be performed by Vendor as well as all intermediate
countries, including, but not limited to, laws and regulations relating to anti-corruption, anti-money laundering, anti-terrorism, environmental matters, data protection and
privacy, export control and trade restrictions and embargoes.

11.3. Vendor undertakes to comply with Bureau Veritas Code of Ethics, as amended in its last updated version, which is published on Bureau Veritas website.

11.4. Vendor further warrants that Vendor’s as well as any of its own suppliers of goods or services or any of its sub-contractors shall observe at all times socially responsible
supply chain commitments including, but not limited to, the prohibition of (i) involuntary, undeclared, forced or underage labor, (ii) unsafe or unhealthy working conditions
in the facilities where Goods or a portion of said Goods shall be manufactured or processed (including in lodging that may be provided in those facilities to employees)
and (iii) any form of discrimination towards employees (including, but not limited to, discrimination based on gender, race, religion, age, sexual orientation, physical or
mental disabilities, trade unions activity).

12. Data Protection

12.1. Vendor represents and warrants that it, its employees, subcontractors, suppliers or any person acting on its behalf shall comply with all applicable national, state and local
privacy laws and regulations, and in particular Directive 95/46/EC of the European Parliament and of the Council on the Protection of Individuals with regard to the
processing of transfer of personal data of Purchaser and the EU General Data Protection Regulation 2016/679 of 27 April 2016 (together “Data Protection Laws”).

12.2. Where Vendor in the performance of the Purchase Order processes personal data (as defined by applicable law and/or Data Protection Laws) of Purchaser’ employees,
contractors, business partners or clients on behalf of the Purchaser, then Purchaser will act as “Data Controller” and Vendor will act as “Data Processor” (as defined by
Data Protection Laws”) and warrants that Vendor shall: (i) comply with all privacy and data protection laws and regulations applicable to the Purchase Order.

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12.3. permitted or required by law; (iii) keep the personal data confidential; (iv) take appropriate technical, physical and organizational security measures to protect the personal
data against loss, unauthorized or unlawful processing; (v) promptly inform Purchaser of any actual or suspected security incident involving the personal data; (vi) not
process personal data outside the European Economic Area without the prior written consent of Purchaser; (vii) assist and cooperate with Purchaser to enable Purchaser
to comply with its obligations relating to personal data.

12.4. To the extent that Vendor allows a subcontractor to process the personal data after prior Purchaser’s written consent, Vendor shall ensure that such subcontractor is
bound by obligations which provide a similar level of protection as required under this Section 12.

12.5. Vendor shall, upon the termination of any Purchase Order, securely erase or destroy all records or documents containing the personal data.

12.6. Vendor shall indemnify and hold harmless Purchaser, its officers, employees and agents from any damages, fines, losses and claims arising out of any breach of the
current Section 12 by Vendor

12.7. The terms and conditions under which Vendor undertakes to perform the processing of personal data on behalf of Purchaser are set forth in Appendix 1 to these General
Purchasing Terms and Conditions.

13. Services performed at Purchaser’ Premises

13.1. If under the Purchase Order, Vendor is to perform Services at premises owned or occupied by Purchaser or one of its affiliates: (i) Vendor shall conform and shall procure
that its suppliers, sub-contractors and its/their respective employees and agents comply with all applicable health, safety, ethical, environmen tal and other rules,
regulations, codes of practice and requirements in operation at such premises, (ii) Vendor and its suppliers’ and sub-contractors’ personnel performing such Services shall
be equipped by Vendor at its own costs with all necessary personal protective equipment (including but not limited to necessary protective footwear and safety helmets),
(iii) Vendor and its suppliers’ and sub-contractors’ have subscribed an Employer’s Liability/ Workmen’s Compensation Insurance as appropriate to comply fully with all
applicable laws.

14. Termination

14.1. Purchaser may terminate the contractual relationship deriving from the Purchase Order, without Vendor being able to claim payment of any compensation whatsoever, in the
following circumstances: (i) In the event that Vendor has breached any provision of these General Purchasing Terms and Conditions and/or of the Purchase Order and provided
Purchaser has requested Vendor, by written notice (including electronic mail), to fulfill its obligation or cure the breach within a period of fifteen (15) calendar days, Purchaser shall
be entitled to terminate this contractual relationship without additional notice in case this obligation is not fulfilled or this breach is not cured within this period of time, (ii) in the event
that Vendor is being or has been dissolved, liquidated or is making or has made an assignment for the benefit of creditors, or, subject to any applicable mandatory rules concerning
bankruptcy laws, whenever Vendor is being or has been adjudicated as bankrupt, is placed in receivership or in safeguard, or has taken the benefit of any insolvency law or similar
law providing protection against creditors or, (iii) in the event of any change in Vendor’s control structure as described in Vendor’s Information Form, given that Vendor shall inform
Purchaser of any change in its control structure within the shortest possible time.

15. Assignment and Subcontracting

15.1. Vendor shall not assign, transfer or subcontract the whole or any part of the Purchase Order without the prior written consent of Purchaser. Purchaser may assign or
transfer the whole or any part of the Purchase Order to any of its affiliates at any time without the prior consent of Vendor.

16. Applicable Law - Jurisdiction

16.1. Those General Purchasing Terms and Conditions, together with any Purchase Order issued by Purchaser on the basis of these General Purchasing Terms and
Conditions, and any dispute or claim arising out of or in connection with them or their subject-matter shall be governed by, and construed in accordance with, the laws of
the Republic of India excluding the 1980 Vienna Convention on Contracts for the International Sale of Goods.

16.2. All disputes arising out of, or in connection with, the validity, interpretation, performance, non-performance or termination of these General Purchasing Terms and
Conditions, as well as any Purchase Order issued on the basis of these General Purchasing Terms and Conditions, shall be submitted to arbitration under the provisions
of Arbitration and Conciliation Act, 1996 (as amended from time to time) and such Arbitration proceedings shall be held in English language at Mumbai to which
Purchaser and Vendor undertake to adhere. The Arbitral Tribunal shall be composed of 3 (three) Arbitrators. Each party shall be entitled to appoint an arbitrator and the
two party-appointed arbitrators shall then mutually appoint a third arbitrator.

17. Exclusion of Consequential Damages

Bureau Veritas shall not be liable to Vendor for any indirect, special, consequential, collateral, incidental or punitive damages including, without limitation, loss of business,
revenue, profit, contracts, anticipated savings or goodwill, loss of use or value of any equipment including software, claims of third parties and all associated and
incidental costs and expenses, whether or not Bureau Veritas was or should have been aware of the possibility that such damage could occur.

18. Force Majeure

Neither party shall be liable to each other for loss or damage resulting from delay or failure to perform this Purchase Order, either in whole or in part, where any such
delay or failure shall be due to causes beyond its reasonable control, or which is not occasioned by its fault or negligence, including, but not limited to, war, the threat of
imminent war, riots or other acts for civil disobedience, insurrection, acts of God, restraints imposed by governments, or any other industrial or trade disputes, fires,
explosions, storms, floods, lightening, explosion earthquakes and other natural calamities. If any such event occurs, either party may immediately cancel or suspend its
performance hereunder without incurring any liability whatsoever.

19. Change

Bureau Veritas shall have the right within a reasonable time prior to delivery of Goods/Services to make changes in 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 performance, the parties will adjust the cost
by mutual agreement in writing.

Vinod Nair

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