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Ismail Digitally signed by Ismail Rami

DN: cn=Ismail Rami, o=Siemens, Digitally signed by Akram Hussain Shaukat Digitally signed by Shaukat Rizwan
DN: cn=Shaukat Rizwan,
Akram Hussain
email=rami.ismail@siemens.com Sohaib o=Siemens,

Rami Date: 2020.07.12 14:59:23


+03'00'
Sohaib
DN: cn=Akram Hussain Sohaib,
o=Siemens,
email=sohaib.hussain@siemens.com
Rizwan email=rizwan.shaukat@siemens.com
Date: 2020.07.12 18:53:08 +03'00'

Date: 2020.07.12 15:15:36 +03'00'


Ismail Digitally signed by Ismail Rami
Akram Hussain
DN: cn=Ismail Rami, o=Siemens,
email=rami.ismail@siemens.com
Digitally signed by Akram Hussain
Sohaib
DN: cn=Akram Hussain Sohaib,
Shaukat Digitally signed by Shaukat Rizwan
DN: cn=Shaukat Rizwan,
o=Siemens,

Rami Date: 2020.07.12 14:59:40


+03'00' Sohaib
o=Siemens,
email=sohaib.hussain@siemens.com
Date: 2020.07.12 15:16:13 +03'00'
Rizwan email=rizwan.shaukat@siemens.com
Date: 2020.07.12 18:53:23 +03'00'
Ismail Digitally signed by Ismail Rami
DN: cn=Ismail Rami, o=Siemens,
email=rami.ismail@siemens.com
Digitally signed by Akram Hussain
Shaukat Digitally signed by Shaukat Rizwan
DN: cn=Shaukat Rizwan,
o=Siemens,
Akram Hussain Sohaib
Rizwan email=rizwan.shaukat@siemens.com
Rami Date: 2020.07.12 14:59:59
+03'00'
Sohaib
DN: cn=Akram Hussain Sohaib,
o=Siemens,
email=sohaib.hussain@siemens.com
Date: 2020.07.12 18:53:38 +03'00'

Date: 2020.07.12 15:16:43 +03'00'


Ismail Digitally signed by Ismail Rami
DN: cn=Ismail Rami, o=Siemens, Digitally signed by Akram Hussain Shaukat Digitally signed by Shaukat Rizwan
DN: cn=Shaukat Rizwan,

Akram Hussain
email=rami.ismail@siemens.com Sohaib o=Siemens,

Rami Date: 2020.07.12 15:00:15


+03'00'
Sohaib
DN: cn=Akram Hussain Sohaib,
o=Siemens,
email=sohaib.hussain@siemens.com
Rizwan email=rizwan.shaukat@siemens.com
Date: 2020.07.12 18:53:53 +03'00'

Date: 2020.07.12 15:17:22 +03'00'


Ismail Digitally signed by Ismail Rami
Akram Hussain
DN: cn=Ismail Rami, o=Siemens,
email=rami.ismail@siemens.com
Digitally signed by Akram Hussain
Sohaib
DN: cn=Akram Hussain Sohaib,
Shaukat Digitally signed by Shaukat Rizwan
DN: cn=Shaukat Rizwan,
o=Siemens,

Rami Date: 2020.07.12 15:00:50


+03'00' Sohaib
o=Siemens,
email=sohaib.hussain@siemens.com
Date: 2020.07.12 15:17:52 +03'00'
Rizwan email=rizwan.shaukat@siemens.com
Date: 2020.07.12 18:54:07 +03'00'
Ismail Digitally signed by Ismail Rami
Akram Hussain
DN: cn=Ismail Rami, o=Siemens,
email=rami.ismail@siemens.com
Digitally signed by Akram Hussain
Sohaib
DN: cn=Akram Hussain Sohaib, Shaukat Digitally signed by Shaukat Rizwan
DN: cn=Shaukat Rizwan,
o=Siemens,
o=Siemens,
Rami Date: 2020.07.12 15:01:07
+03'00' Sohaib email=sohaib.hussain@siemens.com
Date: 2020.07.12 15:18:29 +03'00' Rizwan email=rizwan.shaukat@siemens.com
Date: 2020.07.12 18:54:22 +03'00'
Digitally signed by Akram Hussain

Ismail Digitally signed by Ismail Rami


Akram Hussain
DN: cn=Ismail Rami, o=Siemens,
email=rami.ismail@siemens.com
Sohaib
DN: cn=Akram Hussain Sohaib,
o=Siemens, Shaukat Digitally signed by Shaukat Rizwan
DN: cn=Shaukat Rizwan,
Sohaib o=Siemens,
Rami Date: 2020.07.12 15:01:25
+03'00'
email=sohaib.hussain@siemens.com
Date: 2020.07.12 15:18:58 +03'00'
Rizwan email=rizwan.shaukat@siemens.com
Date: 2020.07.12 18:54:39 +03'00'
Ismail Digitally signed by Ismail Rami
Akram Hussain
DN: cn=Ismail Rami, o=Siemens,
Digitally signed by Akram Hussain
Sohaib
DN: cn=Akram Hussain Sohaib,
Shaukat Digitally signed by Shaukat Rizwan
DN: cn=Shaukat Rizwan,
o=Siemens,
email=rami.ismail@siemens.com

Rami Date: 2020.07.12 15:01:43


+03'00' Sohaib
o=Siemens,
email=sohaib.hussain@siemens.com
Date: 2020.07.12 15:19:24 +03'00'
Rizwan email=rizwan.shaukat@siemens.com
Date: 2020.07.12 18:54:53 +03'00'
Original

________________________________________________________________________ Purchase order


This order is subject to the terms and
conditions as agreed with your representative
mentioned and as per the attached general
clauses.
Modern Technical Fields
Contracting Est. Limited Liability
PO Box 13242 Capital Saudi Riyal 13,500,000 Fully Paid
13242 Riyadh C.R 2050002999

PHONE: 0539129733

Please deliver to
ISCOSA
- Sales Plant
P.O. Box 4621
21412 Jeddah

Order No. Date Your Vendor No. with us Your reference


4509876938 10.06.2020 50248905 SCM-183
References Our Org-ID GBK Contact: AHOOD BASNAWI, SA
60OP-01310.P Phone +966 (12) 661-9981
A1202712 Fax +966 (12) 661-9007
Invoice Address Incoterms®2010 DDP Project Site
ISCOSA Industries and Maintenance Ltd. Mode of Dispatch
P.O. Box 1032 Recipient
Dammam 31431 Part delivery Partial delivery allowed
Saudi Arabia. Delivery date 31 Jul 2020

Payment Terms Payable within 90 days from invoice date.

Item Description of Goods / Service Quantity / Unit Currency / Price unit Total Price
SAR SAR
00010
Services 1.000 Activ.unit 138,240.00 138,240.00
01.06.2020 to 31.07.2020
- The item covers the following services:
10 Rijvan Mohammed_2317571533
540.0 HR 30.00 16,200.00
Electrical Supervisor
20 Muhammad Naveed A R_2257598389
540.0 HR 30.00 16,200.00
GIS Technician
30 Muhammad Mudassar J_2354502235
540.0 HR 30.00 16,200.00
E-Technician
40 Usman Raza_2374349971_Electrician
540.0 HR 26.00 14,040.00

Remarks

ISCOSA Industries and Maintenance Ltd.


Energy - Fossil Power Generation
Mahmoud Jani Kinnari
P.O. Box 1032 Sulaimani
Dammam 31431
23 JUN 2020 11:01:55 28 JUN 2020 10:22:53
Saudi Arabia.
Tel.: +966(3) 842 8380, Fax: +966(3) 843 4333 This is an electronically generated PO
hence does not require a signature

Page 1 / 10
Original

________________________________________________________________________ Purchase order

Modern Technical Fields


Contracting Est. Order No. Date
PO Box 13242 4509876938 10.06.2020
13242 Riyadh

Item Description of Goods / Service Quantity / Unit Currency / Price unit Total Price
SAR SAR
50 AAMIR Sohail Anjum Ghulam_2354502235
540.0 HR 30.00 16,200.00
E-Technician
60 Shahzeb Khan_2481725196
540.0 HR 24.00 12,960.00
Junior Technician
70 Muhammad Sajid_2480331988_Labor Skilled
540.0 HR 22.00 11,880.00
80 Adnan Khan_2480332044_Labor Skilled
540.0 HR 22.00 11,880.00
90 Muhammad Shahbaz Munir_2480332085
540.0 HR 22.00 11,880.00
Labor Skilled
100 Hafiz Muhammad Faisal_2482595440_Tea Boy
540.0 HR 20.00 10,800.00

Total net value excl. tax SAR 138,240.00


---
Please send your order confirmation within five working
days, otherwise our PO will be considered as confirmed in
terms of prices, delivery date, and all terms and conditions.
---
1. Payment:
===========
A- Please send us separately your Original Invoice duly
signed and stamped, in the name of our correct company
name (as appearing on the left hand Bottom corner of our
purchase order) to the attention of contact person’s name
mentioned on this purchase order at
- SIEMENS Ltd. Saudi Arabia
B- Invoices must be complete with following details:-
- Please submit invoice along with supporting documents to
supplierme.in@siemens.com
- Our Purchase Order No. (Starting with 450xxxxxx).
Remarks

ISCOSA Industries and Maintenance Ltd.


Energy - Fossil Power Generation
Mahmoud Jani Kinnari
P.O. Box 1032 Sulaimani
Dammam 31431
23 JUN 2020 11:01:55 28 JUN 2020 10:22:53
Saudi Arabia.
Tel.: +966(3) 842 8380, Fax: +966(3) 843 4333 This is an electronically generated PO
hence does not require a signature

Page 2 / 10
Original

________________________________________________________________________ Purchase order

Modern Technical Fields


Contracting Est. Order No. Date
PO Box 13242 4509876938 10.06.2020
13242 Riyadh

- Our Project Name & WBS number.


- Payments will NOT be made against invoices received
without signature & stamp of your company, fax copies or
e-mail copies of Invoices)
---
---
while invoicing against this PO, please use the following:
VAT # 300503592300003
CR # 2050002999

Remarks

ISCOSA Industries and Maintenance Ltd.


Energy - Fossil Power Generation
Mahmoud Jani Kinnari
P.O. Box 1032 Sulaimani
Dammam 31431
23 JUN 2020 11:01:55 28 JUN 2020 10:22:53
Saudi Arabia.
Tel.: +966(3) 842 8380, Fax: +966(3) 843 4333 This is an electronically generated PO
hence does not require a signature

Page 3 / 10
Siemens shall not be obligated to fulfill this agreement if such
fulfillment is prevented by any impediments arising out of national or
international foreign trade or customs requirements or any embargoes
[or other sanctions]. NEW-PAGE

Page 4 / 10
General Terms and Conditions of Purchase REFERENCE TO PURCHASE ORDER: 4509876938

The following terms and conditions of purchase shall apply to any purchase of goods and services by Siemens
Limited, Arabia Electric Limited (Equipment) and their affiliates (hereinafter called the "Purchaser" or Siemens).
Seller (hereinafter called "Seller", "Supplier") shall be deemed to have full knowledge of the terms and conditions
herein and such terms and conditions shall be binding if either the goods or services referred to herein are
delivered to Purchaser, or if Seller does not within five days hereof deliver to Purchaser written objection to said
terms and conditions or any part thereof. Furthermore, these terms and conditions shall prevail over other terms
and conditions of the seller.

1. GENERAL No order will be recognized by Regulations for the Products and Services Applicable
Purchaser unless issued on the Purchaser's form of in the countries of export and import as well as
purchase order and the acknowledgement copy re-export in case of resale. In any case Supplier shall
thereof duly signed by Supplier. In the event of any provide purchaser for each Product and Service with
conflict or inconsistency between the terms and the following:
conditions of purchase herein and the terms and -The "Export Control Classification Number"
conditions contained in any acknowledgement order according to the U.S. Commerce Control List (ECCN)
or in any other form issued by Seller, whether or not if the Product is subject to the U.S. Export
any such form has been acknowledged or accepted Administration Regulations.
by Purchaser, Purchaser's terms and conditions - All applicable export list numbers.
herein shall prevail. No waiver, alteration or - The statistical commodity code according to the
modification of these terms and conditions shall be current commodity classification for foreign trade
binding upon Purchaser unless made in writing and statistics and the HS (Harmonized System) coding.
signed by a duly authorized Representative of - The country of origin (non-preferential origin).
Purchaser. - Upon request of purchaser: Supplier's declaration for
2. EXTRA CHARGES No charge of any kind including preferential origin (in case of (European suppliers) or
packing, boxing, storage or cartage shall be allowed preferential certificates (in case of non-European
unless specially agreed to by Purchase in writing. Any suppliers).
such charge is to cover net weight of articles unless 4.3 In case of any alterations to origin and/or
otherwise agreed. characteristics of the Products and Services and/or to
3. DELIVERY SCHEDULE Unless otherwise agreed the applicable Foreign Trade Regulations Supplier
in writing, Supplier shall not make material shall update the Export Control
commitments. Or production arrangements in excess and Foreign Trade Data as early as possible but not
of the amount or in advance of the time necessary to later than two weeks prior to the Delivery Date.
meet Purchaser's delivery schedule which Supplier Supplier shall be liable for any expenses and/or
acknowledges to have received. Supplier shall comply damage incurred by purchaser due to any breach of
with the delivery dates set forth in the schedule and the obligations , the lack of or inaccuracy of said
shall not anticipate Purchaser's requirements by Export Control and Foreign Trade Data unless
making advance deliveries. Equipment materials, or Supplier is not responsible for such breach.
articles (herein called "the goods" or "goods") shipped Declarations ECC "Export Control & Customs:
to Purchaser in advance of the delivery dates set forth - For the provision of work and services under this
in the schedule may be returned by Purchaser to contract, the Supplier shall only use employees who
Supplier at Supplier's expense. are not listed in the relevant German, European and
4. EXPORT CONTROL AND FOREIGN TRADE US-American sanctions lists based on foreign trade
DATA REGULATIONS / Export Controlfor legislation.
Purchasing Contracts - These lists include, but are not limited to, the US
Export Control and Foreign Trade Data Denied Persons List (DPL), the US Unverified List,
Regulations: the US Entity List, the US Specially Designated
-Abbreviated version of the clause for commercial Nationals List, the US Specially Designated Terrorists
terms or other abridged contracts List, the US Foreign Terrorist Organizations List, the
4.1 For all Products to be delivered and Services to US
be provided according to this, Supplier shall comply Specially Designated Global Terrorists List and the
with all applicable export control, customs and European Union's Terrorist List.
Foreign Trade Regulations and shall obtain all 5. DELAY IN DELIVERY Time is of the essence of
necessary export licenses. this purchase order. If any shipment or delivery is
4.2 Supplier shall advise purchaser in writing as early made which is not in all respects in accordance with
as possible not later than two weeks prior to the the provisions of this purchase order or the delivery
Delivery Date of any information and data required by schedule, Purchaser shall be entitled to reject any
purchaser to comply with all Foreign Trade shipments or deliveries not then made and cancel this
purchase order without any liability to Supplier and 8.3 Supplier shall ensure that all Personnel take part
without prejudice to Purchaser's rights to claim in site-specific safety training and receive the
damages against Supplier. Such damages shall appropriate personal protection equipment before
include but shall not be limited to the amount of any starting work on the site. Supplier shall ensure that
penalty which Purchaser has been required to pay its the Personnel make use of the personal protection
customer by reason of late delivery of equipment equipment in the appropriate manner and that such
supplied to such customer by Purchaser when such equipment is maintained in good working order at all
late delivery was caused by Supplier's failure to make times.
deliveries of the goods in accordance with the delivery 8.4 Siemens reserves the right, at its sole discretion,
schedule of Purchaser. All expenses of transportation to bar any Personnel from the site and/or to suspend
and storage shall be for Supplier's account. the execution of the Works for security, environment,
6. VERIFICATION AND RECORDS Purchaser or its health and safety reasons, at any time without any
customers shall be afforded the right to perform liability whatsoever.
verifications at Supplier's premises or on receipt, on 8.5 Supplier shall appoint a competent person as its
all goods in order to ascertain whether they comply representative for environmental, health and safety
with the provisions of this purchase order. No such ("Supplier EHS Representative") and shall ensure that
verification shall relieve the Supplier of its obligations the Supplier EHS Representative takes part in safety
and warranties under these terms and conditions. discussions arranged by Siemens from time to time.
Quality records shall be maintained for 6 years unless 8.6 Supplier shall regularly monitor compliance with
otherwise specified to demonstrate conformance to statutory and contractual environment, health and
contractual requirements and the effective operation safety provisions by performing safety tours on the
of the quality system. site. In due time before a safety tour, Supplier shall
7. REJECTIONS AND TRANSFER OF RISK If any invite Siemens to participate in the tour. If the Supplier
goods are found at any time to be defective in discovers non-compliance with health and safety
material or workmanship or otherwise not in provisions, it shall restore compliance without undue
conformity with the requirements of this purchase delay and advise Siemens of findings and of the
order, in addition to any other rights which it may have status of the corrective actions.
under applicable warranties, Purchaser shall have the 8.7 Upon Siemens' request, Supplier shall promptly
right to reject and return such goods at Supplier's grant Siemens access to all documents related to
expense. The Supplier shall submit for acceptance by environment, health and safety connected with the
the Purchaser the disposition of non-conformances. Works.
All returned goods shall be at Supplier's risk of 8.8 In case of an incident leading to a) the death of
damage or loss, and Seller shall pay all shipping any Personnel or b) a severe injury involving more
charges incurred by Purchaser. Payment for any than one day of incapacity of any Personnel or c)
goods shall not prejudice Purchaser's rights to reject more than three workers being brought to hospital,
them under this paragraph and to claim return of any Supplier shall immediately inform Siemens and shall,
amounts already paid on account of such goods. The without undue delay, 1) execute a root cause analysis
risk attaching to supplies including installation or of the incident, 2) determine appropriate measures to
erection and to services shall transfer to the exclude similar incidents in the future, 3) define time
Purchaser at the time they are successfully tested for periods for the measures to be implemented and 4)
acceptance. provide Siemens with a written report containing
8. ENVIRONMENT, HEALTH AND SAFETY sufficient detail on the root cause, the measures
8.1 Supplier shall comply with all statutory provisions determined and the time periods defined. Supplier
on environment, health and safety and shall use its shall support any additional investigation conducted
best efforts a) to eliminate hazards for the health and by Siemens.
safety of the personnel employed by Supplier and 8.9 In the event Siemens produces an environment,
Supplier's direct or indirect sub-suppliers for the safety and health document for the site ("EHS Plan")
performance of the Works ("Personnel") and b) to Siemens will provide Supplier with a copy of the EHS
ensure that no persons who are legally on the work Plan. The Supplier shall confirm receipt thereof in
site, including Personnel, Siemens' personnel and writing and comply with the regulations contained
visitors, suffer any injury . therein. The same shall apply to updates of the EHS
8.2 Before the commencement of the Works, Supplier Plan which Siemens may produce as it deems
shall provide Siemens with a written risk & impact necessary. Supplier shall ensure that its direct and
assessment that a) analyzes all potential hazards for indirect sub-suppliers contracted to perform the
environment, health and safety of the Personnel Works commit themselves to the EHS Plan and its
arising out of the Works and b) determines measures updates.
to eliminate such hazards. 8.10 In addition to any other rights Siemens may
have, in the event of Supplier's material or repeated according to this clause and/or the statutory laws and
failure to comply with the statutory or contractual regulations such as but not limited in environmental
environment, health and safety provisions, including health and safety regulations released by ministry of
the provisions of this Article and the provisions of the Labor and the detailed guideline released by the
EHS Plan, Siemens may terminate this Agreement ministry of internal affairs (civil defense dept) relating
without any liability whatsoever, after providing with the environmental health and safety, civil defense
Supplier with a reasonable time period within which to and fire fighting requirements , Siemens shall
remedy the failure. forthwith discovering such violations and/or non
8.11 Critical tasks such as, but not limited to, commitment to rectify such violations on the
operating equipments, scaffolding erection, inspection Supplier's cost.
and dismantling, rigging, welding shall be performed 8.19 During the term of this agreement Supplier shall
by competent persons holding relevant third party represents, undertakes and warrant that all the
certification from accredited certifying bodies personnel are professionally licensed to deal, run
approved by Siemens and with minimum of two years and/or drive the machines, tools, and equipments
experience. used for the sake of execution of the required scope
8.12 Third party certification from accredited certifying of work by Siemens and/or its end customer.
bodies approved by Siemens must be provided for all 9. COMPLIANCE WITH LAWS, CODES, NORMS
machineries and equipment to ensure its suitability. AND STANDARDS Supplier shall comply with
8.13 Siemens reserves the right to reject any applicable Saudi Arabia standards, and Shariah laws
machinery, equipment and/or operator and prevent and codes, quality system standards and quality
the same from accessing the project site until the assurance requirements, environmental standards
opposite certifications are completed and presented and such other technical codes, standards or norms,
to the Siemens. which the Purchaser may specify in writing. Supplier
8.14 Siemens may terminate this Agreement without represents and warrants that the quality and the
any liability whatsoever, after providing Supplier with a prices provided by him to the Purchaser are the best
reasonable time period within which to secure and of its kind which are available in the market;
supply the certified machineries, equipment and furthermore the Seller agrees that the Purchaser shall
operators. have the right to take any measure to ensure such a
8.15 Supplier must provide fully certified personnel thing. If the Purchaser has reasonable grounds and/or
and equipment. In case of failure of Supplier to doubts that the Supplier has breached such
comply with an aforementioned, Siemens reserves representations and/or warranties stated herein the
the right to mitigate the situation at the full cost on Purchaser shall notify the Seller to remedy such
Supplier. breach by adjusting the qualities and/or the prices to
8.16 Supplier shall provide full time experienced the satisfaction of the Purchaser, failure to do so the
Safety Personnel holding relevant certificate such as Purchaser shall have the right, without prejudice to
NEBOSH or OHSAS certificates from accredited other remedies that the Purchaser might have, to
training centers and minimum of 5 years experience terminate and/or to cancel all the purchase orders,
in similar projects. contracts, and/or agreements concluded with the
8.17 During the term of this agreement Supplier shall Seller with immediate effect upon written notice
use state of the art tool, equipments, machines and without any liability toward the Supplier.
techniques, fit for its intended purpose of use and 10. CODE OF CONDUCT The Supplier shall adhere
shall maintain and keep monitor the worthiness, to and act according to the Code of Conduct for
quality, capability, durability, maintenance and validity Siemens Business Partners & Corporate
of licenses of the tools, machines and equipments Responsibility in the Supply Chain.
owned and/or hired by Supplier and/or by its 11. WARRANTY All goods sold hereunder and every
sub-suppliers and shall provide a certificate of part of them shall conform to the description by which
worthiness, validity and suitability of such tools and they are ordered herein and shall be in all respects
equipments from a first class classification society suitable for the particular purpose or use for which
company such as but not limited to TUV, #.., #.., in they are purchased by Purchaser. Supplier warrants
terms of the use for the purpose of the scope of work all goods furnished and/or installed by it hereunder to
mentioned in the subject contract. be new and unused (unless otherwise specified in this
8.18 Without prejudice of any other rights, In the order), merchantable, all good material and free from
event that Siemens at its sole discretion noticed that defects in design, material and workmanship, and all
there is a violation, none discipline and/or non work done by Supplier to be careful and proper and in
commitment by the Supplier, its employees and/or its full compliance with specifications. Supplier shall
sub-Suppliers relating to or in connection with the replace without charge any goods which within one
environmental, health and safety requirements year of acceptance by Purchaser or startup,
whichever is later, shall prove to be defective in Purchaser with all necessary certificate(s) of origin as
workmanship and materials. Supplier agrees to well as information pertaining to the origin of all goods
defend and indemnify Purchaser against all damages qualifying of Saudi Arabian customs and duty rates.
occasioned by or arising as a consequence of any In the event that Supplier fails to provide the
breach of the warranties set forth herein, including the necessary certificate(s), Purchaser reserves the right
costs of replacing or recalling Purchaser's equipment to charge Supplier for any difference in duty rates
which may be damaged or rendered defective by incurred. Supplier agrees to reimburse Purchaser for
materials furnished or work done in breach of such any costs or damages incurred by Purchaser due to
warranties. Supplier agrees that these warranties faulty declarations on the certificate(s) of origin
shall survive acceptance of the goods and services. submitted by Supplier. Supplier agrees that Purchaser
The warranties set forth above shall not be subject to shall be entitled to deduct any amounts which may
any disclaimer or exclusion of warranties or to any become owing by Supplier under this section (whether
limitation of Seller's liability under this Purchase for differences in duty rates or for costs or damages
Order. as described above) from the balance owing by
12. TERMINATION If Supplier ceases to conduct its Purchaser on any unpaid invoices of Supplier.
operation in the normal course of business (including 15. FORCE MAJEURE Neither party shall be liable
inability to meet its obligations as they mature) or if for any delay or failure of performance due solely to
any proceeding under the bankruptcy or insolvency strikes, fires or other causes beyond its control and
laws is brought by or against Supplier, or a receiver without its fault or negligence, provided that Supplier
for Supplier is appointed or applied for, or an shall have given notice in writing to Purchaser of any
assignment for the benefit of creditors is made by such cause for delay or anticipated delay promptly
Supplier, Purchaser may terminate this order without after first obtaining notice thereof and shall have used
liability, except for deliveries previously delivered in its best efforts to make deliveries as expeditiously as
accordance with the terms and conditions of this possible taking such cause for delay into account. If
Purchase Order. Supplier should be unable, due to such a cause, to
13. TECHNICAL DATA, SPECIFICATIONS, meet all of its delivery commitments for the goods
SOFTWARE, DRAWINGS AND TOOLS All technical ordered herein as they become due, Supplier shall
data, specifications, software, drawing, support not discriminate against Purchaser in favor or any
materials, tools, dies, patterns, etc. (herein called other customer in making deliveries of such goods. If
"information"), whether supplied by Purchaser or Purchaser believes that the delay or anticipated delay
prepared or contracted by Supplier as a requirement in Supplier's deliveries may impair its ability to meet
for completion of this contract, whether or not paid for its production schedules or may otherwise interfere
by Purchaser, shall be the property of the Purchaser, with its operations, Purchaser may at its option, and
shall be considered confidential, and shall not, at any without liability to Supplier, cancel outstanding
time, whether before, during or after performance of deliveries hereunder wholly or in part.
this contract, be disclosed to a third party by Seller 16. TAXES Unless otherwise provided herein, prices
without written approval of Purchaser. Upon shown on this purchase order are deemed to include
completion of deliveries hereunder, or upon all taxes levied in respect to the goods ordered
termination of this contract all such information shall hereunder.
be delivered to Purchaser unless otherwise specified 17. PATENT INFRINGEMENT It is anticipated that
in writing and shall not be utilized, directly or indirectly, the goods to which this purchase order relates will be
by Seller for the use for benefit of Supplier or any possessed, used and/or sold by Purchaser and/or its
other person. customers. If by reason of any of these acts a suit is
14. PAYMENT / DISCOUNT TERMS / DUTY brought or threatened for patent infringement (except
Approved Invoices will be paid within 60 days unless infringement necessarily resulting from adherence to
a discount is permitted for payments made within specifications or drawings originally submitted to
another specified period. The time for payment of an Supplier by Purchaser) arising out of the manufacture,
invoice, with or without the application of a discount, use or sale of the goods, Supplier shall at its own
will begin only upon receipt of the invoice or goods by expense defend and indemnify Purchaser and its
Siemens, whichever is later. If the submitted invoices customers against all damages in connection
are erroneous; the specified period for payment or, if therewith.
applicable, for discount, will begin only upon receipt 18. ASSIGNMENT No assignment of this purchase
by Siemens of the corrected invoice. In no event shall order or of monies due or to become due hereunder
the receipt of the invoice by the Purchaser be shall be made without prior written consent of
considered as an approval thereof, each invoice shall Purchaser.
be payable only upon the approval of the Purchaser 19. MODIFICATIONS Purchaser shall have the right
subject to this clause. Supplier shall provide to make changes in this purchase order but no
additional charge will be allowed unless authorized in products for malicious code and vulnerabilities at any
writing by Purchaser. If such changes affect the time, and shall adequately support Customer;
delivery schedule or the amount to be paid by 22-3-4 Supplier shall provide Customer a contact for
Purchaser, Supplier shall notify Purchaser all information security related issues (available during
immediately and negotiate an adjustment. business hours).
20. DOCUMENTS Supplier must refer to Purchaser's 22.4 Supplier shall promptly report to Customer all
Purchase Order numbers on all invoices, shipping relevant information security incidents occurred or
documents and other writings pertaining to this order suspected and vulnerabilities discovered in any
and in so doing will be deemed to have accepted the Supplier Operations, services and products, if and to
terms and conditions hereof or attached addendum. the extent Customer is or is likely to be materially
No documentation will be entertained unless the affected.
Purchase Order number is cited. 22.5 Supplier shall take appropriate measures to
21. GOVERNING LAW The law of Kingdom Saudi achieve that its subcontractors and suppliers shall,
Arabia or Shariah shall govern the validity, within a reasonable time, be bound by obligations
interpretation and enforcement of these terms and similar to the provisions of this section.
conditions of purchase and of any contract which 22.6 Upon Customer's request, Supplier shall provide
these terms and conditions are a part. Any dispute written evidence of its compliance with this section
shall be resolved amicably, in case of no amicable including generally accepted audit reports (e.g.,
solution reached then the dispute shall be settled SSAE-16 SOC 2 Type II)
through arbitration in accordance with Saudi
arbitration law in Jeddah.
22. CYBERSECURITY
22.1 Supplier shall take appropriate organizational
and technical measures to ensure the confidentiality,
authenticity, integrity and availability of Supplier
Operations as well as products and services. These
measures shall be consistent with good industry
practice and shall include an appropriate information
security management system consistent with
standards such as ISO/IEC 27001 or IEC 62443 (to
the extent applicable).
22.2 "Supplier Operations" means all assets,
processes and systems (including information
systems), data (including Customer data), personnel,
and sites, used or processed by Supplier from time to
time in the performance of this Agreement.
22.3 Should products or services contain software,
firmware, or chipsets:
22-3-1 Supplier shall implement appropriate
standards, processes and methods to prevent,
identify, evaluate and repair any vulnerabilities,
malicious code, and security incidents in products and
services which shall be consistent with good industry
practice and standards such as ISO/IEC 27001 or IEC
62443 (to the extent applicable);
22-3-2 Supplier shall continue to support and provide
services to repair, update, upgrade and maintain
products and services including the provision of
patches to Customer remedying vulnerabilities for the
reasonable lifetime of the products and services;
(i) Supplier shall provide to Customer a bill of
materials identifying all third-party software
components contained in the products. Third-party
software shall be up to date at the time of delivery to
Customer;
22-3-3 Supplier shall grant to Customer the right, but
Customer shall not be obliged, to test or have tested
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