SIEMENS

Energy

Siemens AG, E T HS PM 41 BA, Freyeslebenstr. 1, 91058 Erlangen,

Name Department Telephone Fax E-mail Date Reference:

Stefan Hartmann / Claudia Schps E T HS PM 43 BA +49 (9131) 7-33995 / -31304 +49 (9131) 7-32888 Stefan.hartmann@siemens.com Claudia.schoeps@siemens.com December 2ne, 2009 ETH SPM43/IND/AG/P-008938

Siemens Ltd. PTD H-H3 Q&IN INS-AW Mr. RISHI MAGGON 4-A, Ring Road, I. P. Estate New Delhi India

Dear Sir, Subj.: Quotation for supply of 245 kV GIS Palchan Substation
We thank you for your inquiry and are pleased to submit herewith our GA-offer for the above mentioned project, which is based on the Standard-Agreement ZRG1 in connection with ZRG Circular No. 01/2005 dated 04.04.2005, and the following conditions: 1. Definitions Purchaser: Contractor: Enduser: Contract: Siemens Ltd., India Siemens AG, Erlangen - Germany HP Power Transmission Corporation Limited Agreement between the Purchaser and the Contractor

2. Scope ofsupply The following is included in our prices: . Source of Origin from Europe Manufacture of 245 kV GIS switchgear components as per enclosed drawings (without LCC) Engineering and Design for GIS (without LCC) Factory Acceptance Tests Training Tools and Spares as per enclosed list

Please also refer to the Scope of Supply and offer drawings enclosed.

Siemens AG Energy Sector; Management: Wolfgang Dehen Power Transmission Division; Management: Udo Niehage High Voltage Substations; Management: Michael Jesberger

Freyeslebenstr. 1 91058 Erlangen Germany

Tel.: +49 (9131) 18 0

Siemens Aktiengesellschaft: Chairman of the Supervisory Board: Gerhard Cromme; Managing Board: Peter Loescher, Chairman, President and Chief Executive Officer; Wolfgang Dehen, Heinrich Hiesinger, Joe Kaeser, Barbara Kux, Hermann Requardt, Siegfried Russwurm, Peter Y. Solmssen Registered offices: Berlin and Munich, Germany; Commercial registries: Berlin Charlottenburg, HRB 12300, Munich, HRB 6684 WEEE-Reg.-No. DE 23691322 SCF 12/2008 V08.12 Page I of 6

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3. GA-Prices The total GA-price is: GIS (CIF) without LCC, Gas & Steel Spare Parts (CIF) One pole CB with operating mechanism One pole Isolator with operating mechanism One pole Maintenance Earthing Switch One phase current transformer One phase voltage transformer Maintenance Tools (CIF) Dilo Service Truck B57R01 SF6 leak detector Dilo 3-033-R002 SF6 Dew Point Meter Acoustic PD Monitoring Device (AIA from Doble) CB Analyser

toLetter of December 2nd, 2009Siemens Ltd.

1,218,650.-- Euro 21,480.-- Euro 6,750..-- Euro 3,620.-- Euro 6,750.-- Euro 6,750.-- Euro 47,560.-- Euro 779.-- Euro 10,891-- Euro 58,300.-- Euro 31,510.-- Euro

Off Shore Training On Shore Training

11,410.-- Euro 14,670.-- Euro

Total 1,439,120.-- Euro (In Words: EURO One million four hundred thirty nine thousand one hundred twenty only)
The total price above is quoted as GA-price CIF Mumbai or any other suitable harbour nearby inclusive of sea freight and seaworthy packaging according to lncoterms 2000 and is valid for delivery before 31.03.2011. Taxes, customs duties or other charges outside the Federal Republic of Germany are not considered in our offer, i.e. all and any Iocal transport, customs duties, insurances, taxes, levies and similar or related costs arising in connection with the import shall be borne by the Purchaser or to be calculated by Siemens India. 4. Exclusions: The following is no_._~t considered in our offer / not included in our prices: Local Control Cubicles (LCC) including engineering / engineering support Wiring between operating cubicles and LCC and cable trays for it Any bonds and guarantees Insurance of the equipment outside manufacturers country Taxes, customs duties and fees payable outside the manufacturers country Supervision and Commissioning Rental Tools and Instruments for erection and commissioning Any civil works / civil work drawings / civil work calculations Any Iocal transport, cranes and lifting equipment, Iocal transport of Tools. HV- Test tool. Local transport of supervisors and commissioning engineers All travel costs for customer engineers Analysis / studies / calculations Type tests or repetition of type test for GIS Any other tests on site after commissioning is finished (such as trial run or on-load tests) Site office (for erection and commissioning) Switchgear building, outdoor foundations, conventional type outdoor equipment Air conditioning equipment / lighting / crane
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~oLetter of December 2nd, 2009Siemens Ltd.

Embedded flat steel parts/plates GIS-supports to be embedded in the concrete by civil work company Additional R&D developments Grounding grid / earthing system Connection of GIS to the earthing system Protection, remote control equipment Control and power cables Cable, transformer and line connection material, sealing ends, clamps and connection work HV cable tests AC/DC-supplies, measuring, alarm systems and other control equipment Translations of correspondence or documents other than English or German language Any Remote Transmittal Unit (RTU) Spare parts and special tools except as specifically mentioned in our offer All deliveries and services not explicitly mentioned in our specification

5. Payment Terms 100% of the order value for equipment shall be invoiced immediately upon delivery CIF Mumbai according to Incoterms 2000. In case the detivery is delayed due to reasons beyond Contractors control, order value for equipment shall be invoiced 1 month after issuance of contractors note of readiness for despatch. Payment shall be made via ICC. Partial payment shall be allowed. 6. Standards: All our equipment will be manufactured according to the IEC, VDE and DIN standards. 7. Delivery period Delivery time CIF Mumbai according to Incoterms 2000 for the GIS will be 14 months after technically and commercially clarified order. Time period necessary for witnessing of routine test will be added as per actual. Modifications of the HV GIS equipment after receipt of the order, which are effecting price and/or delivery period, must be mutually agreed. Partial Shipment and Transhipment shall be allowed. This delivery time as weil as appliance of Liquidated Damages is subject to timely receipt of all approvals, required information, and licenses, whatsoever from Purchaser. 8. Customs Duties/Taxes Our prices are exclusive of any taxes, customs duties and other fees payable in the countries other than Germany. Should the Contract require the Contractor to make any such payment the Purchaser shall immediately refund the Contractor on basis at actual costs. Public charges becoming due within Germany up to the present date are included in our prices. 9. Force Majeure Force Majeure as used herein shall mean any circumstance beyond the control of the parties including but not limited to: a) war and other hostilities (whether war be declared or not), invasion, act of foreign enemies, mobilization, requisition or embargo; b) rebellion, revolution, insurrection, military or usurped power and civil war c) riot, commotion or disorder d) strike and Iockout e) acts of god, natural catastrophes, epidemics, earthquake, floods, lightning

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Letter of December 2nd, 2009 to Siemens Ltd.

f) delays or accidents occurring in connection with transportation, but not limited to: - shortages of suitable transport facilities, - traffic accidents g) restrictions by or actions, omissions, interventions of public authorities (including but not limited to changes in law, regulations or import/export, security restrictions) In case of Force Majeure either party shall take reasonable steps to minimize the consequence of such an event. The party which wishes to plead Force Majeure shall inform the other party on the effect the case of Force Majeure has on the fulfilment of the Purchase or Work Order concerned. Should any condition cause as stated before cause an increase in the cost of or time required for performance of any part of supplies and services, an equitable adjustment shall be made in the compensation, the time required for performance and such other provisions as may be affected. In the event of occurrence of any condition mentioned before in this clause, the Contractor shall prepare and submit to the Purchaser an estimate of the increase in the cost of supplies and services and shall also inform the Purchaser as to whether such condition may require an extension of time to complete the supplies/and or services. A change order describing the change or condition involved and the effect on the compensation and completion for the supplies and services shall be agreed and signed by the Purchaser and the Contractor. 10. Warranty The Warranty Period shall be 12 months after commissioning (or partial completion) of the substation or 18 months from notification of readiness for shipment, which ever occurs first. For defective parts repaired or replaced, the warranty period shall be 6 months as per ZRG, not expiring before the warranty period of the material originally delivered under this contract. Please note warranty is only valid during this period if our GIS will be erected and commissioned by a qualified Supervisor / Commissioning Engineer certified by Siemens AG. 11. Liquidated Dama.qes for Delay If the Contractor is responsible for a delay in delivery by reasons other than Force Majeure and the Purchaser suffers Ioss, the Contractor undertakes to pay for each week or part of a week of delay liquidated damages at the rate of 0.5% of the price of that portion, which, because of the delay, could not be put to the intended use, but not more in aggregate than a total of 5.0 % of the contract price relating to that portion of the equipment which in consequence of such delay cannot be commercially and effectively used. Such payment shall be in full satisfaction of damages sustained by the Purchaser due to any such delay and shall be in full lieu of any other right the Purchaser may have against the Contractor. In the event Purchaser suspends the provision of the Work, Purchaser shall reimburse Contractor all additional costs and expenses incurred due to such suspension. 12. Liability If the Contractor is responsible for personal injury, he shall be liable as provided by law. The Contractor, if responsible for property damage and pecuniary Ioss, shall be liable to the Purchaser up to 250,000.-- EUR per event, but not more than up to the contract price for all events which may occur. The Contractor, however, shalt not be liable for indirect or consequential damages such as Ioss of production, production stoppage, Ioss of profit or Ioss of information and data as weil as Ioss of interest. Any liability for damages exceeding said margin and scope shall be excluded. The Suppliers liability ends at the end of warranty period. These limitations of liability should also apply for the benefit of Suppliers Subcontractors, Suppliers Agents, Advisors, Directors and Employees.
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to Siemens Ltd.
Letter of December 2nd, 2009

13. Changes in the scope of supply and services/legislation In case that after contract award the Contractor accrues additional costs which can be demonstrably proved due to the fo!!owing reasons: changes in legislation changes in standards changes in approval procedure changes in the scope of supply and services instructed by the Purchaser and mutually agreed by the Contractor other circumstances which are beyond the reasonable control of the Contractor Those have to be compensated by the Purchaser. This stipulation is not valid, if the additional costs incur due to reasons for which the Contractor can be held responsible. Impacts on delivery/completion time, warranty, pass of risk and additiona! costs shall be agreed mutually.

14. Settlement of Dispute All disputes arising out of or in connection with this contract, including any question regarding its existence should firstly be mutually arranged. If no arrangement can be reached the disputes shall finally settled under the Rules of Arbitration of the International Chamber of Commerce Paris by three nominated arbitrators. Place of arbitration shall be Erlangen, Germany. The language to be used in the arbitration proceeding shall be English. 15. Applicable Law All disputes shall be handled according to the provisions of this contract and all agreements between the parties, otherwise this contract, or its subject matter, shall be subject to the substantive laws of Germany. The application of the UN Convention on Contracts for the international sale of goods (CISG) shall be excluded. 16. Technical Conditions 16.1 General comments

All equipment will be designed and manufactured according to IEC, DIN, VDE and/or the relevant Siemens regulations. Labels and all other documentation will be in English language. 16.2 Witness / inspection tests

Acceptance testing in accordance with the respective IEC standards will be performed on 1 selected circuit breaker, 1 disconnector and 1 earthing switch of one bay assembly. Current and voltage transformers will be tested separately in sub-contractors works and test certificates will be supplied before dispatch. Any other test required by the Purchaser or any other party will be charged at additional actual rates.
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16.3 Drawin.q and Documents

to Siemens Ltd.
Letter of December 2nd, 2009

All drawings will be prepared according to Contractor standard. Other standards are not considered. Drawing size and dimensions will follow DIN standards. 17. Terms and Conditions of Contract In all other respects, the Terms and Conditions as per ZRG Circular No. 01/05 "Terms and Conditions for Deliveries and Services for Siemens Internal Transactions" shall apply. 18. Validity of quotation Our quotation is valid until 01.03.2010. After this date it shall be subject to out written confirmation. 19. Export Proviso "Siemens obligation to fulfil this agreement is subject to the proviso that the fulfilment is not prevented by any impediments arising out of national and international foreign trade and customs requirements or any embargos [or other sanctions]." All additional costs arising from import-regulations are not included in contractors offer and will be entirely borne by the purchaser. Any certification of the offered material is not included in the price mentioned in clause 3. The Damex E checklist need to be prepared by Siemens India and submitted to E T HS PM43 BA. 20. Enclosures Technical Offer ZRG Circular No. 01/2005 We hope that this offer meets your requirements and remain Yours faithfully Siemens Aktiengesellschaft

Stefan Hartmann Director Projects, Asia High Voltage Substations

aP~vel L~atos ~)irec~f" Business Administration, Asia 1-31~gh Voltage Substations

S CF 12/2008 V08.12

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