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Indian Silks

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1.0 INTRODUCTION ............................................................................................................................ 3
1.1 About Us .......................................................................................................................................................3
1.2 Mission..........................................................................................................................................................3
1.3 Infrastructure................................................................................................................................................3
1.4 Security .........................................................................................................................................................3
1.5 Mobility.........................................................................................................................................................3
1.6 Cloud .............................................................................................................................................................3
1.7 Business X Platform ......................................................................................................................................4
2.0 Executive Summary....................................................................................................................... 4
2.1 Introduction ..................................................................................................................................................4
2.2 Vision of Enterprise Resource Planning ........................................................................................................5
3.0 Problem Statement ......................................................................................................................... 5
4.0 Scope of Work ................................................................................................................................. 6
4.1 Process Scope ...............................................................................................................................................6
4.2 Process Boundaries.......................................................................................................................................6
5.0 PROJECT CHARTER........................................................................................................................... 7
5.1 General Project Information.........................................................................................................................7
5.2 Project Team .................................................................................................................................................7
5.3 Stakeholders .................................................................................................................................................7
5.4 Project Scope Statement ..............................................................................................................................7
5.5 Communication Strategy ..........................................................................................................................8
5.6 Sign-off..........................................................................................................................................................9
Name ..............................................................................................................................................................9
Signature ........................................................................................................................................................9
Date (MM/DD/YYYY) ......................................................................................................................................9
Executive Sponsor...........................................................................................................................................9
Department Sponsor ......................................................................................................................................9
Project Manager.............................................................................................................................................9
5.7 Notes.............................................................................................................................................................9
6.0 Timeline ....................................................................................................................................... 9
6.1 Phase 1..........................................................................................................................................................9
6.2 Phase 2........................................................................................................................................................10
6.3 Phase 3........................................................................................................................................................10
6.4 Phase 4........................................................................................................................................................11
7.0 Agreement .................................................................................................................................... 12

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1.0 INTRODUCTION
1.1 About Us

KineticX Tech Solutions Pvt Ltd is a software consulting and development company with a strong team of
highly skilled IT experts from various fields and domains, catering to companies all across the globe with cost
effective development, consulting and research services.

KX is an ISO 9001: 2015 certified company.

1.2 Mission

As a global software and research organization, our mission is to create cost effective systems and solutions
that can act as the perfect companion for any business and will help businesses go beyond their everyday
challenges.

1.3 Infrastructure

State of the art facility to facilitate and support 200+ professionals, backed by a strong infrastructure for data
center which is capable of supporting more than 100 servers and powered by dual internet connectivity, load
balancers, motion sensors and biometric security, CCTV cameras, cooling, fire protection, adjustable racks,
anti-static flooring and dedicated professionals.
1.4 Security

At KX we understand the importance of your data and for the same we have strict security measures in place
to provide you with data protection and peace of mind. Our security infrastructure includes hardware
firewalls, software firewalls, RubiX Cube Cryptography algorithms, Automated Data backup mechanism,
motion sensors, CCTV and biometrics

1.5 Mobility

KX continues to improve the consumption of enterprise data and applications. Our customers benefit by
having the freedom to operate anytime, anywhere, on any device with mobile apps that ease access to
enterprise processes and information. IT units and partners can create new or mobilize existing apps. We
continue to help our customers manage mobile devices, and develop and deploy mobile applications to
reach their employees and end users.

1.6 Cloud

Our cloud strategy is aimed at helping customer organizations of all sizes, subsidiaries, and lines of business
to fulfill their requirements with cloud and virtualization tools and services and on-demand solutions, add-ons
and industry specific extensions from us, or their own developers. Whether you are considering a new
implementation or extending your existing on premise investments, KX cloud solutions provide you the
flexibility to innovate your business while paying only for what you need.
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1.7 Business X Platform

BusinessX Cloud platform is platform-as-a-service that delivers in core capabilities, computational power,
memory capabilities to develop and support intelligent cloud based and web based applications. This IT
platform is designed keeping in mind the end user. Our goal with BusinessX is to eliminate the need to for
coding for the end user and make customizations possible from the front end so a non a person with non
technical background can create and deploy a web-app or native app.

Some of the best features of businessX are:


1. Front- end facility to create and customize forms
2. Embedded workflow manager and rule engine
3. Front end REST-API integration capabilities to provide user with easy integration experience
4. Roles and permissions manager
5. Front end code editor
6. Custom Scripting
7. Meta-data driven framework
8. Multi- Tenant Architecture
9. Socket.io support using NodeJS and Redis
10. One-Click Deployment and Installation

We have created some of the best web apps using BusinessX Framework and cloud platform:

1. KX-ERP: A complete end to end enterprise resource planning system


2. KX- PMS: Project management system
3. KX-HRMS: Human resource management system
4. KX-Manufacturing: A complete manufacturing automation solution
5. KX-CRM: End to End customer relationship management system
6. KX-School: Educational ERP
7. KX-MED: Hospital Management System

2.0 Executive Summary


2.1 Introduction

This proposal includes in-depth research of your process, workflow and solution. As per our past experience
in various industries, we believe that implementing Kx ERP is an investment that ensures smooth running of
operations, increases productivity and increases ROI up to 12%. It’s user-friendly UI helps users to adapt this
technology in a very short time.

The full benefits of ERP systems, it must be emphasized, are realizable only if they are used in an integrated
manner across the targeted sectors such that data is captured and validated once by the originating source

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and is made available for further processing by downstream functions with workflow and approval hierarchies
being effectively managed. The administrative and resource management functions of the Organization,
which were out of scope for the first phase of the project, have remained largely unsupported by mainstream
IT systems and have therefore continued to have a strong need for an integrated system with functional
modules to support their high priority information system needs.

The final report emphasizes that the implementation of the system should be based on the re-engineering of
several major business processes and organizational restructuring. The study has concluded that any delays
in decision making with respect to the launching of the planned ERP project would delay several aspects of
the Organizational Improvement program recommended by it including the realization of associated benefits.
We would like to highlight at this stage that it does not endorse the quantified head- count savings
associated with the implementation of the ERP system in the Desk-to-Desk Assessment Report. It is of the
opinion that the estimation of such savings must be substantiated on the basis of an in-depth analysis of the
process changes that will be implemented.

2.2 Vision of Enterprise Resource Planning

The vision of the Production Management System (PMS) is to streamline business processes and drives
automation for Indian Silks. By automating the processes, the company also reduces its dependence on
manual processes. This not only accelerates the production process but also minimizes errors and improves
profitability significantly. As per the detailed discussion I would like to highlight some of the points:

Establishment of the principles of accountability of all employees of the Organization, the codification of a
system of checks and balances and the principle of financial segregation which will be supported by the re-
engineered business processes and practices, approval hierarchies and streamlined workflow inbuilt within
the procurement, financial, travel, human resources and payroll systems;

Incorporation of the new regulatory framework for the procurement of goods and services, which will be
supported by the implementation of the purchasing system; and Incorporation of the concepts of Results-
Based Budgeting, which will be supported by the implementation of the Production Management
System. Automation of production process, this is the process of streamlining manual, tedious, time-
consuming tasks in the manufacturing process so your production team can focus less on admin and more
on finishing goods.

Automation of Sales Order, building of a knowledge base of known issues and their resolution
to support incidents with delivery mechanisms, often by expert systems.

Digitalization of dealers for better experience and to get micro level analytics for planning of sales,
manufacturing and dispatch.

3.0 Problem Statement


Administration office is spending more time in data entry each week inputting and compiling data in a
workbook for upper level management, reducing number of hours actually spent on innovation, managing the
actual project and delivering the required materials before the due date. Also due to non-availability of

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automated reports, management teams have to manually prepare the reports those open doors to human
errors and can result in less productivity as the time spent on building and modifying reports can be utilized
to complete a number of tasks.

Inventory tracking is one of the biggest issues with Indian Silks. Reordering of raw materials, while having
the material in stock is or more less hampering the planning of capital. In this regard this is resulting to
compromise with ROI increment as expected.

As far as the Upper level management is concerned, it gets really difficult to analyze a report manually with
tons of data in it. This result in increased approval time from upper level management and in certain
scenarios can result in delay of project.

4.0 Scope of Work


4.1 Process Scope

This process pertains end-to-end implementation of Production Management System, starting from procuring
materials on behalf of sales order to process for production with going through different quality metrics to
ensure the quality of a finished product. Synchronizing of finished stock as per the predefine Sales Order for
specific customer.

As per the detailed process flow these points needed to be taken care as per the mutual understanding of
Indian Silks Management and KineticX Tech Solutions:

Once the order is received by customer, that specific item needs to be created in the system if the order is
not repeated. After creating item in masters, particular item BOM needs to be created. After creating BOM,
individual employee will be able to create sales order. Till the time BOM number is not mentioned in sales
order it will not get saved and the individual will not be able to process the sales order.

On behalf of that sales order, production order will be created. As the production order gets created the
concern person will get the list of items which will be required for production. He/She can contact the stock
department to issue the raw materials which are required. As production order gets created all the
information will be shared on the same form as customer name, GSM, Quantity, number of rolls, GSM,
Machine Number etc.

While after starting production line man needs to punch every time as soon as he completes every roll. And
the bar code will be generated for the same. The same barcode will be carry out till the material don’t get
dispatched.

4.2 Process Boundaries

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The activities immediately following the process input and immediately preceding the process output define
the boundaries for each and every employee with their specific roles and responsibilities. Once the roles and
responsibilities are define than every WMS users need to stuck with their respective roles for better
productivity, time management, eliminating human errors, getting rid of communication gap and to contribute
their services for the growth of the organization.

5.0 PROJECT CHARTER


5.1 General Project Information
Project Name: Darzi Treams Warehouse Management
Executive Sponsors: Saurabh Gandhi
Department Sponsor: Rahul Kumar
Impact of project: To streamline the entire Warehouse Management Process
5.2 Project Team
Name Department Telephone E-mail
Project Manager: Saurabh Gandhi Business 9871246500 sgandhi@gmail.com
Development
Team Members: Rahul Kumar Implementation 9911455800 rkumar@kineticxtech.com
Karan Narula Development/Oper NA knarula@kineticxtech.com
ations
Rahul Sethi Development NA rsethi@kineticxtech.com
5.3 Stakeholders
Mr. Himanshu (CEO)
5.4 Project Scope Statement

Project Purpose / Business Justification

The purpose of the project is to to manage the Warehouse in an effective way as in current scenario it’s a kind of hurdle to
manage stock because the quantity of stock is in millions. Without having proper Warehouse Management system its tough
to track every inventory.

Objectives
Implementing WMS will help to save time and money in multiple way:
1. Basic Storage (Shelf/Rack)
2. Efficient Accessibility
3. Increased Turnover
4. Better Production Processes
5. Decreased Shrinkage
6. Optimal Safety

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Deliverables

Process deliverables details:

1. Procurement
2. Stock & Inventory
3. Warehouse (Shelving and Racking)
4. Stock Audit
5. Packaging
6. Delivery
7. Customer
8. Supplier

Scope

Ref. Page No 9

Project Milestones

Ref. Page No 9

Major Known Risks (including significant Assumptions)


Risk Risk Rating (Hi, Med, Lo)
Data Gathering High
Training Medium

Constraints
Once the phases are defined it will be constraint as per the schedule mentioned. For any work which is not mention in the
phase, a new request needs to get process which will be consider as a change request which will be accomodated
depending on urgency.

External Dependencies

There is no such exeternal bodies who will be being the part of a project.
5.5 Communication Strategy
1. All the support related issues can be posted on WhatsApp Group
2. Any changes in the system or rectification need to proceed through mail
3. There will be 2 onsite meetings for every phase i.e. Starting of the Phase and Closing of the Phase

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5.6 Sign-off
Name Signature Date
(MM/DD/YYYY)
Executive Sponsor
Department Sponsor
Project Manager
5.7 Notes

6.0 Timeline
6.1 Phase 1

SI. NO Task Description Duration


1 Company Master Create 3 companies
2 Users 5 users with departmental roles Start Date
3 Warehouse Master Building 1 (2 Floors, 1 Sampling) and Building 2 (4 25/09/19
Floors and Basement)
4 Supplier Master Create up to 200 suppliers, supplier group -
International and Domestic
5 Customer Master Create up to 200 customers, Define customer
group as per client specification
6 Item Master Item master with Item variants, Barcode and
Article Number (Item Name)
7 Item Pictures 2 pictures for every Item Created
8 Item Group Out of 27 groups we will upload data in first
phase for only 7 groups.
9 Shelf Management Create shelf masters up to 900 End Date
10 Shelving Report Shelving stock report 15/10/19

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6.2 Phase 2

SI. NO Task Description Duration


1 Delivery Challan Print Format with barcode Start Date
Format 18/10/19
2 Purchase Order Print Format with barcode
Format

3 Sales Order Format Print Format with barcode

4 Buying Process Purchase order - Purchase Receipt - Warehouse

5 Selling Process Sales order - Packaging - Delivery


6 Item Groups Item master with Item variants, Barcode and
Article Number (Item Name) End Date
7 Sales order 2 pictures for every Item Created 25/10/19

6.3 Phase 3

SI. NO Task Description Duration


1 Job Work Process Procurement - Material out for job work - Start Date
Finished product in for sales 29/10/19

2 Job Work Challan Print format for Job Work

3 Subcontractor Master Upload details for subcontractors

4 Item Group 8 Item groups with data

5 Supplier scorecard 50% delivery time and 50% purchase rate matrix

6 Subcontract
warehouse master

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7 Packaging Module With Barcode

8 Packing slip format Packing Slip print Format with Barcode End Date
12/11/19

6.4 Phase 4

SI. NO Task Description Duration


1 Sales Partner Sales Partner Commission Structure Start Date
15/11/19
2 Email Integration

3 Email Purchase flow * Purchase order pending reminder to internal


team
* Email to supplier 5 days before due date
* Email to Supplier on due date

4 Email Sales Flow * Sales order copy to client on new order booking
* Delivery details email
* Packing emails to client
5 SMS Integration

6 Sampling Process Samples packing - Transfer to sampling


warehouse - sales process

7 POS POS integrated with sampling sales warehouse

8 Sampling Masters With Barcode

9 Sales Invoice Print


Format

10 Tax Master For sales order and POS and Purchase

11 Stock entry Stock Reconciliation with entry End Date


28/11/19

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7.0 Agreement
A. Agreement Definitions

“You” and “your” refers to the individual or entity that has executed this agreement
(“agreement”) and ordered KineticX Tech Solutions Programs and/or services from KineticX
Tech Solutions or an authorized distributor. The term “programs” refers to the software
products owned or distributed by KineticX Tech Solutions, which you have ordered, program
documentation, and any program updates acquired through technical support.

The term “services” refers to technical support, education, outsourcing, consulting or other
services, which you have ordered.

B. Applicability of Agreement

This agreement is valid for the order to which this agreement accompanies.

C. Rights Granted

Upon KineticX Tech Solutions ’s acceptance of your order, you have the limited right to use the
programs and receive any services you ordered solely for your internal business operations
and subject to the terms of this agreement, including the definitions and rules set forth in the
order and the program documentation. You may allow your agents and contractors to use the
programs for this purpose and you are responsible for their compliance with this agreement
in such use. If accepted, KineticX Tech Solutions will notify you and this notice will include a
copy of your agreement. Program documentation will be shipped with the programs.

Services are provided based on KineticX Tech Solutions 's policies for the applicable services
ordered, which are subject to change, and the specific policies applicable to you, and how to
access them, will be specified on your order. Upon payment for services, you will have a
perpetual, non-exclusive, non-assignable, royalty free license to use for your internal business
operations and delivered to you under this agreement; however, certain deliverables may be
subject to additional license terms provided in the ordering document.

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The services provided under this agreement may be related to your license to use programs,
which you acquire under a separate order. The agreement referenced in that order shall
govern your use of such programs. Any services acquired from KineticX Tech Solutions are bid
separately from such program licenses, and you may acquire either services or such program
licenses without acquiring the other.

D. Ownership and Restrictions

KineticX Tech Solutions retains all ownership and intellectual property rights to the programs
and anything developed by KineticX Tech Solutions and delivered to you under this
agreement resulting from the services.

You may not:


➢ Remove or modify any program markings or any notice of KineticX Tech Solutions ’s
proprietary rights;

➢ Make the programs or materials resulting from the services available in any manner to
any third party for use in the third party’s business operations (unless such access is
expressly permitted for the specific program license or materials from the services you
have acquired);

➢ Cause or permit reverse engineering (unless required by law for interoperability),


disassembly or decompilation of the programs; or Disclose results of any program
benchmark tests without KineticX Tech Solutions ’s prior written consent.

E. Warranties, Disclaimers and Exclusive Remedies

KineticX Tech Solutions warrants that a program licensed to you will operate in all material
respects as described in the applicable program documentation for one year after delivery.
You must notify KineticX Tech Solutions of any program warranty deficiency within one year
after delivery. KineticX Tech Solutions also warrants that services ordered will be provided in
a professional manner consistent with industry standards. You must notify KineticX Tech
Solutions of any services warranty deficiencies within 90 days from performance of the
services described in the ordering document.

KINETICX TECH SOLUTIONS DOES NOT GUARANTEE THAT THE PROGRAMS WILL PERFORM
ERROR-FREE OR UNINTERRUPTED OR THAT KINETICX TECH SOLUTIONS WILL CORRECT

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ALL PROGRAM ERRORS. TO THE EXTENT PERMITTED BY LAW, THESE WARRANTIES ARE
EXCLUSIVE AND THERE ARE NO OTHER EXPRESS OR IMPLIED WARRANTIES OR
CONDITIONS, INCLUDING WARRANTIES OR CONDITIONS OF MERCHANTABILITY AND
FITNESS FOR A PARTICULAR PURPOSE.

FOR ANY BREACH OF THE ABOVE WARRANTIES, YOUR EXCLUSIVE REMEDY, AND KINETICX
TECH SOLUTIONS ’S ENTIRE LIABILITY, SHALL BE: (A) THE CORRECTION OF PROGRAM
ERRORS THAT CAUSE BREACH OF THE WARRANTY, OR IF KINETICX TECH SOLUTIONS
CANNOT SUBSTANTIALLY CORRECT SUCH BREACH IN A COMMERCIALLY REASONABLE
MANNER, YOU MAY END YOUR PROGRAM SERVICE AND RETAIN ANY UNPAID TECHNICAL
SUPPORT FEES OR (B) THE REPERFORMANCE OF THE DEFICIENT SERVICES, OR IF
KINETICX TECH SOLUTIONS CANNOT SUBSTANTIALLY CORRECT A BREACH IN A
COMMERCIALLY REASONABLE MANNER, YOU MAY END THE RELEVANT SERVICES..

F. Trial Programs

You may order trial programs, or KineticX Tech Solutions may include additional programs
with your order, which you may use for trial, non-production Purposes only. You may not use
the trial programs to provide or attend third party training on the content and/or
Functionality of the programs. You have 10 days from the delivery date to evaluate these
programs. If you decide to use any of these programs after the 10-day trial period, you must
obtain a license for such programs from KineticX Tech Solutions or an authorized distributor.
If you decide not to obtain a license for any program after the 10-day trial period, you will
cease using and will delete any such programs from your computer systems. Programs
licensed for trial purposes are provided “as is” and KineticX Tech Solutions does not provide
technical support or offer any warranties for these programs.

G. Indemnification

If someone makes a claim against either you or KineticX Tech (“Recipient”), that any
information, design, specification, instruction, Software, data, or material (“Material”)
furnished by either you or KineticX Tech (“Provider”), and used by the Recipient infringes its
intellectual property rights; the Recipient will indemnify the Provider against the claim if the

Recipient does the following:


➢ Notifies the Provider promptly in writing, not later than 30 days after the Recipient
receives notice of the claim (or sooner if required by applicable law);
➢ Gives the Provider sole control of the defense and any settlement negotiations; and

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➢ gives the Provider the information, authority, and assistance the Provider needs to
defend against or settle the claim.

If the Provider believes or it is determined that any of the Material may have violated
someone else’s intellectual property rights, the Provider may choose to either modify the
Material to be non-infringing (while substantially preserving its utility or functionality) or
Obtain a license to allow for continued use, or if these alternatives are not commercially
reasonable, the Provider may end the license for, and require return of, the applicable
Material and refund any fees the Recipient may have paid for it and any unused, prepaid

Technical support fees you have paid for the license. If you are the Provider and such return
materially affects KineticX Tech Solutions ’s ability to meet its obligations under the relevant
order, then KineticX Tech Solutions may, at its option and upon 30 days prior written notice,
terminate the order. The Provider will not indemnify the Recipient if the Recipient alters the
Material or uses it outside the scope of use identified in the Provider’s user documentation or
if the Recipient uses a version of the Materials which has been superseded, if the Infringement
claim could have been avoided by using an unaltered current version of the Material, which
was provided to the Recipient. The Provider will not indemnify the Recipient to the extent
that an infringement claim is based upon any information, design, specification, instruction,
software, data, or material not furnished by the Provider. KineticX Tech Solutions will not
indemnify you to the extent that an infringement claim is based upon the combination of any
Material with any products or services not provided by KineticX Tech Solutions. This section
provides the parties’ exclusive remedy for any infringement claims or damages.

H. Technical Support

For purposes of the ordering document, technical support consists of Software Updates,
Product Support and/or other annual technical support services you may have ordered. If
ordered, annual technical support (including first year and all subsequent years) is provided
under KineticX Tech Solutions ’s technical support policies in effect at the time the services
are provided. The technical support policies, incorporated in this agreement, are subject to
change at KineticX Tech Solutions ’s discretion; however, KineticX Tech Solutions will not
materially reduce the level of services provided for supported programs during the period for
which fees for technical support have been paid. You should review the policies prior to
entering into the ordering document for the applicable services. Technical support is effective
upon shipment, or if shipment is not required, upon the effective date of the ordering
document.

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If your order was placed through the KineticX Tech Solutions, the effective date is the date
your order was accepted by KineticX Tech Solutions.

Software Updates or Product Support acquired with your order may be renewed annually
and, if you renew the Software Updates or Product Support for the same number of licenses
for the same programs, for the first and second renewal years the fee for Software Updates or
Product Support will not increase by more than 25% over the prior year’s fees. If your order is
fulfilled by a member of KineticX Tech Solutions ’s partner program, the fee for Software
Updates or Product Support for the first renewal year will be the price quoted to you by your
partner; the fee for Software Updates or Product Support for the second renewal year will not
increase by more than 25% over the prior year's fees.

If you decide to purchase technical support for any license within a license set, you are
required to purchase technical support at the same level for all licenses within that license set.
You may de support a subset of licenses in a license set only if you agree to terminate that
subset of licenses. The technical support fees for the remaining licenses will be priced in
accordance with the technical support policies in effect at the time of termination. KineticX
Tech Solutions ’s license set definition is available in the current technical support policies. If
you decide not to purchase technical support, you may not update any unsupported program
licenses with new versions of the program.

KineticX Tech Solutions reserves the right to de support its programs or particular versions of
its programs. You will be notified in advance when KineticX Tech Solutions determines that a
program is to be de supported. Such de support notices, which are posted at KineticX Tech
Solutions ’s customer support web site, (or KineticX Tech Solutions 's then current customer
support web site), contain de support dates, information about availability of Extended
Support and Extended Maintenance Support and information about migration paths for
certain features. The de support notices are subject to change; KineticX Tech Solutions will
provide updated de support notices

I. End of Agreement

If either of us breaches a material term of this agreement and fails to correct the breach within
30 days of written specification of the breach, the other party may terminate this agreement.
If KineticX Tech Solutions ends this agreement as specified in the preceding sentence or under
the Indemnification section, you must pay within 30 days all amounts, which have accrued
prior to the end of this agreement, as well as all sums remaining unpaid for programs ordered
and/or services received under this agreement plus related taxes and expenses. Except for
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nonpayment of fees, we each agree to extend the 30-day period for so long as the breaching
party continues reasonable efforts to cure the breach. You agree that if you are in default
under this agreement, you may not use those programs and/or services ordered. You further
agree that if you have used an KineticX Tech Solutions Finance Division contract to pay for the
fees due under an order and you are in default under that contract, you may not use the
programs and/or services ordered and KineticX Tech Solutions may end this agreement.
Provisions that survive termination or expiration include those relating to limitation of
liability, infringement indemnity, payment, and others, which by their nature are intended to
survive.

J. Fees and Taxes

All fees payable to KineticX Tech Solutions Pvt Ltd are due within 10 days from the invoice
date. You agree to pay any sales, value-added or other similar taxes imposed by applicable law
that KineticX Tech Solutions must pay based on the programs and/or services you ordered,
except for taxes based on KineticX Tech Solutions ’s income. Also, you will reimburse KineticX
Tech Solutions for reasonable expenses related to providing the services.
Fees for services listed in an ordering document are exclusive of taxes and expenses. You
agree that you have not relied on the future availability of any programs or updates in
entering into the payment obligations in your order.

K. Nondisclosure

By virtue of this agreement, the parties may have access to information that is confidential to
one another (“confidential information”). Confidential information shall be limited to the
terms and pricing under this agreement, and all information clearly identified as confidential.

A party’s confidential information shall not include information that:

(a) Is or becomes a part of the public domain through no act or omission of the other party;

(b) Was in the other party’s lawful possession prior to the disclosure and had not been
obtained by the other party either directly or indirectly from the disclosing party;

(c) Is lawfully disclosed to the other party by a third party without restriction on the
disclosure; or

(d) Is independently developed by the other party.


Submitted by: Rahul Kumar Page 17 of 23

The content of this document is confidential and intended for the organization specified in document only. It is strictly
forbidden to share any part of this content with any third party, without a written consent of the author.
We each agree to hold each other’s confidential information in confidence for a period of three
years from the date of disclosure. Also, we each agree to disclose confidential information only
to those employees or agents who are required to access it in furtherance of this agreement
and who are required to protect it against unauthorized disclosure. Nothing shall prevent
either party from disclosing the terms or pricing under this agreement or orders submitted
under this agreement in any legal proceeding arising from or in connection with this
agreement.

L. Entire Agreement

You agree that this agreement and the information which is incorporated into this agreement
by written reference (including reference to information contained in a URL or referenced
policy), together with the applicable order, are the complete agreement for the programs
and/or services ordered by you, and that this agreement supersedes all prior or
contemporaneous agreements or representations, written or oral, regarding such programs
and/or services. If any term of this agreement is found to be invalid or unenforceable, the
remaining provisions will remain effective. It is expressly agreed that the terms of this
agreement and any KineticX Tech Solutions ordering document shall supersede the terms in
any purchase order or other non-KineticX Tech Solutions ordering document and no terms
included in any such purchase order or other non-KineticX Tech Solutions ordering document
shall apply to the programs and/or services ordered. This agreement and ordering documents
may not be modified and the rights and restrictions may not be altered or waived except in a
writing signed or accepted online through the KineticX Tech Solutions Store by authorized
representatives of you and of KineticX Tech Solutions. Any notice required under this
agreement shall be provided to the other party in writing.

M. Limitation of Liability

NEITHER PARTY SHALL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE,
OR CONSEQUENTIAL DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR DATA USE.
KINETICX TECH SOLUTIONS ’S MAXIMUM LIABILITY FOR ANY DAMAGES ARISING OUT OF
OR RELATED TO THIS AGREEMENT OR YOUR ORDER, WHETHER IN CONTRACT OR TORT,
OR OTHERWISE, SHALL BE LIMITED TO THE FEES YOU PAID KINETICX TECH SOLUTIONS
FOR THE DEFICIENT PROGRAM OR SERVICES UNDER THIS AGREEMENT AS SPECIFIED IN
YOUR ORDER. IN NO EVENT SHALL KINETICX TECH SOLUTIONS ’S LIABILITY ARISING OUT
OF OR RELATED TO THIS AGREEMENT EXCEED THE TOTAL FEES PAID UNDER YOUR
ORDER.
Submitted by: Rahul Kumar Page 18 of 23

The content of this document is confidential and intended for the organization specified in document only. It is strictly
forbidden to share any part of this content with any third party, without a written consent of the author.
N. Export

Export laws and regulations of India and any other relevant local export laws and regulations
apply to the programs. You agree that such export control laws govern your use of the
programs (including technical data) and any services deliverables provided under this
agreement, and you agree to comply with all such export laws and regulations (including
“deemed export” and “deemed re-export” regulations); additional information can be found
on KineticX Tech Solutions ’s Global

You agree that no data, information, program and/or materials resulting from services (or
direct product thereof) will be exported, directly or indirectly, in violation of these laws, or
will be used for any purpose prohibited by these laws including, without limitation, nuclear,
chemical, or biological weapons proliferation, or development of missile technology.

O. Other

The substantive and procedural laws of India govern this agreement without reference to its
conflict of laws principles and you and KineticX Tech Solutions agree to submit to the
exclusive jurisdiction of, and venue in, the courts in India in any dispute arising out of or
relating to this agreement.

If you have a dispute with KineticX Tech Solutions or if you wish to provide a notice under the
Indemnification section of this agreement, or if you become subject to insolvency or other
similar legal proceedings, you will promptly send written notice to: KineticX Tech Solutions
Pvt Ltd, Plot 85, Bank Enclave, New Delhi - 110092

You may not assign this agreement or give or transfer the programs and/or any services or an
interest in them to another individual or entity. If you grant a security interest in the
programs and/or any services deliverables, the secured party has no right to use or transfer
the programs and/or any services deliverables, and if you decide to finance your acquisition
of the programs and/or any services, you will follow KineticX Tech Solutions ’s policies
regarding financing.

Except for actions for nonpayment or breach of KineticX Tech Solutions’ proprietary rights,
either party may bring no action, regardless of form, arising out of or relating to this
agreement more than two years after the cause of action has accrued.

Submitted by: Rahul Kumar Page 19 of 23

The content of this document is confidential and intended for the organization specified in document only. It is strictly
forbidden to share any part of this content with any third party, without a written consent of the author.
Upon 45 days written notice, KineticX Tech Solutions may audit your use of the programs. You
agree to cooperate with KineticX Tech Solutions ’s audit and provide reasonable assistance
and access to information. You agree to pay within 30 days of written notification any fees
applicable to your use of the programs in excess of your license rights. If you do not pay,
KineticX Tech Solutions can end your technical support, licenses and/or this agreement. You
agree that KineticX Tech Solutions shall not be responsible for any of your costs incurred in
cooperating with the audit.

P. Force Majeure

Neither of us shall be responsible for failure or delay of performance if caused by: an act of
war, hostility, or sabotage; act of God; electrical, internet, or telecommunication outage that is
not caused by the obligated party; government restrictions (including the denial or
cancellation of any export or other license); other event outside the reasonable control of the
obligated party. We both will use reasonable efforts to mitigate the effect of a force majeure
event. If such event continues for more than 90 days, either of us may cancel unperformed
services upon written notice. This section does not excuse either party’s obligation to take
reasonable steps to follow its normal disaster recovery procedures or your obligation to pay
for services provided.

Technical Reference Manuals

Technical Reference Manuals (“TRMs”) are KineticX Tech Solutions ’s confidential


information. You shall use the TRMs solely for your internal data processing operations for
purposes of:

(a) Implementing applications programs

(b) Interfacing other software and hardware systems to the applications programs and

(c) Building extensions to applications programs. You shall not disclose, use or permit the
disclosure or use by others of the TRMs for any other purpose. You shall not use the
TRMs to create software that performs the same or similar functions as any of KineticX
Tech Solutions products.

You agree:

Submitted by: Rahul Kumar Page 20 of 23

The content of this document is confidential and intended for the organization specified in document only. It is strictly
forbidden to share any part of this content with any third party, without a written consent of the author.
(a) To exercise either at least the same degree of care to safeguard the confidentiality of
the TRMs as you exercise to safeguard the confidentiality of your own most important
confidential information or a reasonable degree of care, whichever is greater;

(b) To maintain agreements with your employees and agents that protect the
confidentiality and proprietary rights of the confidential information of third parties such
as KineticX Tech Solutions and instruct your employees and agents of these requirements
for the TRMs;

(c) Restrict disclosure of the TRMs to those of your employees and agents who have a
"need to know" consistent with the purposes for which such TRMs were disclosed;

(d) Maintain the TRMs at all times on your premises; and

(e) Not to remove or destroy any proprietary or confidential legends or markings placed
upon the TRMs. KineticX Tech Solutions shall retain all title, copyright and other
proprietary rights in the TRMs. TRMs are provided to you "as-is" without any warranty of
any kind. Upon termination, you shall cease using, and shall return or destroy, all copies of
the applicable TRMs.

Trainee: is defined as an employee, contractor, student or other person who is being


recorded by the program.

Workstation: is defined as the client computer from which the programs are being accessed,
regardless of where the program is installed.

Term Designation: If your program license does not specify a term, the program license is
perpetual and shall continue unless terminated as otherwise provided in the agreement.

1, 2, 3, 4, 5 Year Terms: A program license specifying a 1, 2, 3, 4 or 5 Year Term shall


commence on the effective date of the order and shall continue for the specified period. At the
end of the specified period the program license shall terminate.

1 Year Hosting Term: A program license specifying a 1 Year Hosting Term shall commence on
the effective date of the order and shall continue for a period of 1 year. At the end of the 1-
year the program license shall terminate. A program license specifying a 1 Year Hosting Term
may only be used for providing Internet hosting services.
Submitted by: Rahul Kumar Page 21 of 23

The content of this document is confidential and intended for the organization specified in document only. It is strictly
forbidden to share any part of this content with any third party, without a written consent of the author.
1 Year KineticX Tech Solutions Hosted Term: A program license specifying a 1 Year KineticX
Tech Solutions Hosted Term shall commence on the effective date of the order and shall
continue for a period of 1 year. At the end of the 1-year the program license shall terminate. A
program license specifying a 1 Year KineticX Tech Solutions services.

1 Year Subscription: A program license specifying a 1 Year Subscription shall commence on


the effective date of the order and shall continue for a period of 1 year. At the end of the 1-
year the program license shall terminate.

Licensing Rules Failover: Your license for the following programs, KineticX Tech Solutions
Database and KineticX Tech Solutions Internet Application Server
Includes the right to run the licensed program(s) on an unlicensed spare computer in a
failover environment for up to a total of ten separate days in any given calendar year. Any use
beyond the right granted in the previous sentence must be licensed separately and the same
license metric must be used when licensing the program.

Testing: For the purpose of testing of BusinessX, your license for the KineticX Tech Solutions
ERP (Enterprise Edition, Standard Edition or Standard Edition One) includes the right to run
the ERP application on an unlicensed computer for up to four times, not exceeding 2 days per
testing, in any given calendar year.

Primary Usage: Each licensed user of the following applications is counted only once based on
primary usage: Financials, Discrete Manufacturing, Process Manufacturing, Project costing
and purchasing. You must specify how many users you are licensing for each application.
Primary Usage of one of the applications listed above provides the licensed user with the right
to use any or all of the other application programs listed above for which you are licensed.
This concept also applies to Application Read-Only Users. Each Application Read-Only User of
any of the applications listed above has the right to use any or all of the other application
programs listed above for which you have also acquired Application Read-Only User licenses.
Primary Usage does not provide you with the right to use other application programs
including the extensions or options to the application programs listed above.

You are responsible for ensuring that the following restrictions are not violated:

• KineticX Tech Solutions ERP Enterprise Edition restricts the use of multiple sessions by one
user otherwise specified in the sales order

Submitted by: Rahul Kumar Page 22 of 23

The content of this document is confidential and intended for the organization specified in document only. It is strictly
forbidden to share any part of this content with any third party, without a written consent of the author.
Signed by: Signed by KineticX Tech Solutions:
Authorized Signature: Authorized Signature:
Name: Name:
Title: Title:
Signature Date: Signature Date:
Effective Date:

Submitted by: Rahul Kumar Page 23 of 23

The content of this document is confidential and intended for the organization specified in document only. It is strictly
forbidden to share any part of this content with any third party, without a written consent of the author.

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