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TMI Blog2018 (12) TMI 766X X X X Extracts X X X X X X X X Extracts X X X X ..... y the customer does not arise. However, the situation is reverse where the obligation to use tools is on the applicant but provision for the same is made by the OEM on FOC basis. Ruling:- The amortized value of the tool received on FOC basis from the customer is not required to be included in the value of finished goods manufactured and supplied by the applicant to the customer. X X X X Extracts X X X X X X X X Extracts X X X X ..... manufacturer manufactures parts by using above tools and supplies the said parts to the Applicant. The Applicant makes the payment to third party manufacturer for components supplied. In above scenario, the third-party manufacturer may include Tool amortization value in components supplied to the Applicant. 6. There is a further possibility that the customers provide the tools to the Applicant on FOC basis to manufacture the products as per its requirement. 7. Similarly, the Applicant also engages another component manufacturer to manufacture the products for the Applicant which are used by the Applicant for its final products and in this regard, the tooling cost is first absorbed by the Applicant and then recharged to the OEM. In such cases, the possession of the tool would remain with another component manufacturer. 8. The present application seeks to understand whether the amortized value of the tool cost needs to be added to the value of the final goods supplied to the customers under the GST laws. 9. Under the erstwhile regime of Central Excise, Rule 6 of the Central Excise Valuation Rules, 2000 required an assessee to calculate the intrinsic value of the excisable goods b ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... iness. 3.4. In so far as the valuation of the supply of final goods is concerned, the erstwhile Central Excise regime under Rule 6 of Central Excise Valuation Rules, 2000 required adoption of intrinsic value as the excise duty was levied on the activity of manufacture and whatsoever activity was contributing to the said manufacturing activity was included in the assessable value irrespective of the fact as to who owned the inputs and capital goods. 3.5. However, under CGST Act, Section 15 governs valuation of the supply, which in pertinent part provides as under: "15. (1) The value of a supply of goods or services or both shall be the transaction value, which is the price actually paid or payable for the said supply of goods or services or both where the supplier and the recipient of the supply are not related and the price is the sole consideration for the supply. (2) The value of supply shall include (b) any amount that the supplier is liable to pay in relation to such supply but which has been incurred by the recipient of the supply and not included in the price actually paid or payable for the goods or services or both;" …Emphasis Supplied 3.6. In terms of Sect ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... beginning as to what is in the domain of the supplier and the receiver and both the parties are fulfilling their own obligations, then there should not be any notional addition in the transaction value for the purposes of GST 3.13. In the present case, the Applicant and its customers are not related parties. The only question which requires examination is whether price paid by the customers is the sole consideration for the supply of parts made by the Applicant. In this regard, providing of the tool which is in the domain of the receiver of the supply as per the contractual terms cannot said to be non-monetary consideration provided by the receiver of the supply to the provider of the supply since upon paying the tool development charges, the customers are not incurring any expenses, which the Applicant was liable to incur. Further, the ownership in the tool remains with the customers and the development of tool was always meant to be borne by the customers. Thus, Section 15(2)(b) of the CGST Act 2017 will not be applicable in the facts of the present case and the value of the supply of final goods should be based on transaction value as provided under Section 15(1) of the CGST A ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... xcise duty, "value" is to be determined per unit of excisable goods. Tools, dies, moulds etc. have their own life span and will be used for estimated production during their useful life. Consequently, depending upon the expected useful life and/or expected number of units likely to be produced, value of tools, dies, moulds etc. supplied by the buyer/customer free of charge to the appellant is to be appropriately apportioned per unit of production. This is where the concept of amortisation comes in specifically in Rule 6. The amount so apportioned is required to be added to the price/transaction value as per clause (ii) of Explanation 1 to Rule 6 read with Section 4(1)(b). The important thing to be noted is that this entire exercise of loading/adding to the transaction value is exclusively for determination of assessable value for central excise purposes and to fulfill the requirement of Section 4 which provides for measure for levy of excise duty. To the same effect is our judgment in the case of CoC v. Ferodo India Pvt. Ltd. vide Civil Appeal No. 8426/02 = 2008 (2) TMI 12 - SUPREME COURT under Rule 9(1)(c) of Customs Valuation (Determination of Price of Imported Goods) Rules, 1988 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... inal goods as there is no specific provision under the CGST Act or rules made thereunder to that effect. Conclusion 3.18. In view of the above discussion, it is clear that in the present case, there should not be any notional addition of the amortized value of the tool in the taxable value of the supply of final goods to the customers by the Applicant and also by its vendor to the Applicant as well. Additional Submissions made on 18.07.2018 by the Applicant- A. Under the GST regime, goods which are supplied free of cost would not form a part of the value of the supply under Section 15 of the CGST Act. A.1 The Applicant submits that goods which are supplied free of cost (FOC) would not form a part of value of the taxable supply under the GST regime. Hence, the tools that are provided FOC to the Applicant by its customer would also not be included in the value of the supply. In this regard, reference is made to the Section 15(1) of the Central Goods & Services Tax Act, 2017 (hereinafter referred to as "CGST Act") which defines the value of supply as under: "The value of a supply of goods or services or both shall be the transaction value, which is the price actually paid or p ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... includable in the value of the supply. It is pertinent to note here that the amount to be included in the value of the supply is only such an amount which the supplier was liable to pay but the same was incurred by the recipient of the supply. A.5 To substantiate the position of the Applicant, reliance is placed upon a sample agreement (Agreement dated 01.08.2015 between Mahindra & Mahindra and Applicant) (attached herewith as Annexure-I) entered into between the Applicant and its customer. The said agreement clearly states that it is the responsibility of the customer i.e. M&M to bear the cost of the tools or give the Applicant its own tools for the purpose of manufacturing products for M&M. The relevant portion of the said agreement reads as under: 1. PROVISION OF EOUIPMENT M&M hereby agrees to (pay the Toolcost for development & manufacture of toolings/ give the vendor its own (Dies, tools, jigs, fixtures, SPMS, etc.) more particularly described in Annexure I attached hereto (hereinafter referred to as the " Equipment"), for use by the Vendor, immediately upon the execution of this Agreement, and the Vendor hereby agrees to use the money for the Equipment for the said use." ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ck to the customer only. Therefore, the tools that are provided by the customer on FOC basis to the Applicant are not includible in the value of the goods supplied by the Applicant. A.10 The above view of the Applicant is further supported by the recent Circular No.47/21/2018-GST dated 08.06.2018 issued by the CBIC. The relevant extract of the circular is reproduced below: Sl.No. Issue Clarification 1 Whether moulds and dies owned by Original Equipment Manufacturers (OEM) that are sent free of cost (FOC) to a component manufacturer is leviable to tax and whether OEMs are required to reverse input tax credit in this case? 1.1 Moulds and dies owned by the original equipment manufacturer (OEM) which are provided to a component manufacturer (the two not being related persons or distinct persons) on FOC basis does not constitute a supply as there is no consideration involved. Further, since the moulds and dies are provided on FOC basis by the OEM to the component manufacturer in the course or furtherance of his business, there is no requirement for reversal of input tax credit availed on such moulds and dies by the OEM. 1.2 It is further clarified that while calculating the valu ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... a general principle of the principle of "business efficacy" a slight deviation from the plain meaning of the language of contract would be justified so as to the intention of the parties could be justified. In the case Satya Jain v. Anish Ahmed Rushdie reported at AIR 2013 SC 434 = 2012 (12) TMI 1170 - SUPREME COURT OF INDIA the concept of business efficacy was explained as under: "The principle of business efficacy is normally invoked to read a term in an agreement or contract so as to achieve the result or the consequence intended by the parties acting as prudent businessmen. Business efficacy means the power to produce intended results. The classic test of business efficacy was proposed by Lord Justice Bowen in The Moorcock (1889) 14 PD 64. This test requires that a term can only be implied if it is necessary to give business efficacy to the contract to avoid such a failure of consideration that the parties cannot as reasonable businessmen have intended. But only the most limited term should then be implied - the bare minimum to achieve this goal. If the contract makes business sense without the term, the courts will not imply the same. A.15 Hence, if the contract between th ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 016 (hereinafter referred as "Model GST"). Section 15(2)(b) of the Model CST was specifically worded to include the goods supplied on FOC basis in the value of supply under CST. The relevant provision under the Model GST is reproduced herein-under: "15(2) The transaction value under sub section (1) shall include: b) the value apportioned as appropriate of such goods and/or services as are supplied directly or indirectly by the recipient of supply free of charge or at reduced cost for use in connection with supply of goods and/or services being valued to the extent tltat such value has not been included in the price actually paid or payable." A.19 The Applicant submits that the above provision proposed to include the value of goods which had been supplied FOC in the value of supply under the GST laws. However, the above provision had been reworded/ changed when the CGST Act was enacted. This highlights the intention of the legislature to purposefully omit the aforesaid provision from the CGST Act so as to not include the value of goods which have been supplied FOC by the recipient of the suppl. Further, the subsequent change that was made focused on the fact that only such amoun ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... d within the statute. In light of the above, the Applicant submits that the value of tools supplied by the customer to the Applicant are not includable in the value of the goods supplied by the Applicant. Difference between Central Excise and GST regime A.24 Under the Rule 6 of the erstwhile Central Excise Valuation (Determination of Price of Excisable Goods) Rules, 2000 (hereinafter the referred to as "erstwhile Valuation Rules"), wherein, the price was not the sole consideration for sale, the value of such goods was deemed to be aggregate of such transaction value plus amount of money value of any "additional consideration" flowing directly or indirectly from the buyer to the assessee. A.25 As per the pre-GST regime where the customer supplied certain material (tools, moulds, designs, etc.) to the manufacturer for free, the value of such given free of charge was includible in the assessable value of goods as monetary value of additional consideration for payment of excise duty since the intention was to levy excise duty on intrinsic value of goods as per Section 4(1)(b) of the Central Excise Act, 1944 read with Rule 6 of the erstwhile Valuation Rules. However, a provision sim ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... as whether Section 4 of the 1944 Act read with Rule 6 of the Central Excise Valuation (Determination of Price of Excisable Goods) Rules, 2000 ("Excise Valuation Rules 2000") can be read into Section 3 of the UP Trade Tax Act, 1948. A.29 The Hon'ble Supreme Court held that valuation is matter of principle. Under Section 4 of the 1944 Act, the basis for valuation is the transaction value for each removal. Section 4 lays down the method of arriving at the assessable value of for levying excise duty. The Hon'ble Supreme Court further relied upon its own decision in the case of M/s. Chhotabhai Jethabhai Patel v. UOI, (AIR 1962 SC 1006 at p. 1018) = 1961 (12) TMI 1 - SUPREME COURT OF INDIA, wherein the court held that a duty of excise is a tax levy on home produced goods of a specified Class or description, the duty being calculated according to quantity or value of the goods and which duty is levied because of the event of manufacture which gives a vital difference between excise laws and sales tax laws. This was further explained in the case of UOI v. Bombay Tyre International Ltd., (AIR 1984 SC 420) = 1983 (5) TMI 33 - SUPREME COURT OF INDIA wherein it was stated that levy of excise ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... (SC) = 2018 (2) TMI 1325 - SUPREME COURT OF INDIA wherein the issue before the Apex Court was whether the goods and/or services supplied free by a service recipient and used for providing the taxable service of construction would be included in the computation of the gross amount, for valuation of taxable service. It was held that the value of the goods and the materials supplied free of cost by a service recipient to the provider of the taxable construction service would be outside the taxable value or gross amount charged as such amounts did not accrue to the benefit of the service provider, being neither monetary or non-monetary consideration paid or flowing from the service recipient. In paragraph 16 of the aforesaid judgment it was observed as under: 16. "… ….. The value of taxable services cannot be dependent on the value of goods supplied free of cost by the service recipient. The service recipient can use any quality of goods and the value of such goods can vary significantly. Such a value, has no bearing on the value of services provided by the service recipient. Thus, on first principle itself, a value which is not part of the contract between the service ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... s and on-charged those expenses to Mountain as part of the cost of his services, GST is payable on this on-charge as they represent additional costs for the supply of Eddie's services." (Para 93 and 94) W. Accordingly, it can be said that supplies made by recipient which are consumed within activities undertaken for making the output supply by the provider (which might be a condition to the contract and used in providing output supply), however, the same is not accrued to the benefit of supplier, would not amount to non-monetary consideration. However, supplies made by the recipient, consumed by the provider at its own will and accrued to the benefit of supplier, beyond providing supplies to the recipient, can amount to nonmonetary consideration. GSTR 200176 provides further clarity with a factual example covering dependent goods and services. "Dependent Services Large Ltd ('Large) outsources its accounting area to Fast & Friendly Accounting Pty Ltd ('Fast). The agreement is on the basis that Large will provide the premises and equipment that Fast needs to perform the services. Fast is to use the premises and equipment only for the purpose of performing the services for Large ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nt to double taxation and the same would be contrary to the very scheme of GST law. It is submitted that the very purpose of bringing the GST law into force was to avoid the malice of double taxation, In the present case, it is an established fact that the tools that are provided FOC by the customer have already suffered the incidence of tax. In this regard, the Applicant places on record the invoices raised in respect of tools wherein the applicable GST has been levied. The copy of such invoices are collectively attached herewith as Annexure-4. Therefore, once the tools have already suffered tax and there is no further value addition to the said tools, the inclusion of the value of such tools in the subsequent supply would amount to double taxation and the same is against the principles of the GST law. C.3 In the present case, the customers either procure the tools themselves and send to the Applicant or direct the Applicant to procure the same on their behalf. Such transactions wherein the tools are procured by the customer or the Applicant for the use in the manufacture of the final goods are already under the ambit of taxable supplies and the same have suffered the liability o ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... s mentioned in the above tooling agreement, II. Clarifications with respect to the ownership of the tools in light of the Circular No. 47/21/2018-GST dated 08.06.2018 issued by the CBIC. III. Whether the price of the final products is affected in case where the tools are provided by the customer or in case where the tools are procured by the Applicant and the cost is recovered from customer. 4. Therefore, in light of the above queries, the Applicant submits as follows: SUBMISSIONS A. At the outset, the Applicant submits that goods which are supplied free of cost (FOC) would not form a part of the value of supply under Section 15 of the CGST Act. In this regard, the Applicant has already made detailed arguments vide its written submissions dated 18.07.2018 substantiating the above and therefore the same are not being repeated here for the sake of brevity. B. Response to Query 1. Who produced the tools as per the Annexure-I of the tooling agreement dated 10.02.2016 and also requested to produce a copy of the Agreement dated 26.05.2015 as mentioned in the above tooling agreement. B.1 During the course of the hearing held on 18.07.2018 as well as in written submissions dated ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... mation, the Applicant has blacked out the figures which denote the price to maintain confidentiality. Rest of the material details have been kept intact and only the figures have been hidden). B.6 In the above e-mail dated there are 8 types of tools that were ordered by M&M. In this scenario, while the Serial nos. I to 6 are crucial for the productions process and highly costly, therefore, the costs associated with the same is borne by M&M. The Applicant procures the tools from third-party vendors and uses the same in the production process and simultaneously charges the cost to the customer i.e. M&M. The relevant PO raised by the Applicant on its vendor and the invoices raised by the vendor on the Applicant are enclosed herein as Annexure 3 & 4. Also, the invoice raised by the Applicant on M&M for the sale of the said tools is enclosed as Annexure-5. B.7 As already explained above, the customer retains the ownership in such tools and bears the cost for commercial purposes as the same makes business sense. B.8 Further, for the Serial Nos. 7 & 8 the cost is borne by the Applicant since these tools are very generic in nature and can be used in any products. The cost of these tools ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ve the Applicant its own tools for the purpose of manufacturing products for M&M. The relevant portion of the said agreement reads as under: 1. PROVISION OF EQUIPMENT "M&M hereby agrees to (pay the Toolcost for development & manufacture of toolings/ give the vendor its own _ (Dies, tools, jigs, fixtures, SPMs, etc.)] more particularly described in Annexure I attached hereto (hereinafter referred to as the "Equipment"), for use by the Vendor, immediately upon the execution of this Agreement, and the Vendor hereby agrees to use the money for the Equipment for the said use." C.5 Thus, the customer has itself agreed to bear the cost of the tools and assumed the responsibility of providing the same either through the way of providing the funds for tools or providing the tools itself. Thus, the cost is borne by M&M itself and the same is thus supplied to the Applicant on FOC basis and the present case squarely fall under the scope of the Serial No. 1.2 of the above circular. Since the present case falls under Serial No. 1.2 of the above circular it is necessary to establish that the present transaction does not fall under the ambit of Serial No. 1.3. In this regard we submit as follo ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... s should bear the following words inscribed on them - "Property of Mahindra & Mahindra Limited". 4. You shall not hypothecate or charge or pledge or create any incumbent whatsoever on the tooling. 5. All the expenses incurred in maintaining above toolings in good running condition will be borne by you, 6. You will be responsible for maintaining the required quality of the components produced from the above toolings. 7. The components produced from the above toolings will be sold to Mahindra & Mahindra Ltd. only. 8. You will assign all right to the representative of the Mahindra & Mahindra Ltd., to verify and confirm the condition of the above toolings at any point of time. 9. At the end of every financial year you will confirm in writing that, above toolings are lying at your end in good running condition & used for regular production. 10. Above mentioned toolings will be insured by you at your cost. 11. You have to pay excise duty on accessible value which should include normal excise duty for piece plus the excise on the tooling cost over its tool life. 12. Terms & Condition defined in detail in the tooling agreement made/ to be made separately will be applicabl ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... he same as it increases its manufacturing cost significantly and the tools cannot be used for any other process/ products other than that of the respective customer. And, the risk is also associated if the said OEM stops procuring the components manufactured by the component manufacturers due to change in design and any other reasons. Therefore, the ownership of the tools would remain with the OEMs/ customer as that is the only viable business practice in the present transactions. C.14 The Applicant further submits that there may be scenarios wherein the customer has raised the PO on the Applicant for supply of goods however, the said PO or the terms of agreement between the parties do not expressly state the conditions or responsibility in respect of the provision of tools. In this regard, it is submitted that as a general principle of the principle of "business efficacy" a slight deviation from the plain meaning of the language of contract would be justified so as to the intention of the parties could be justified. In this regard, detailed submissions have already been made in submissions dated 18.07.2018 and the same are not being repeated here for the sake of brevity. C.15 Re ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... that the present transactions are squarely covered by Serial No. (ii) of the Circular No. 47/21/2018-GST dated 08.062018 and cannot said to be covered by Sr. No. (iii) of the said Circular. Accordingly, the value of the tools should not be included in the value of supply. D. Response to Query 3. Whether the price of the final products is affected in case where the tools are provided by the customer or in case where the tools are procured by the Applicant and the cost is recovered from customer. D.1 The Applicant humbly submits that in both the scenarios viz. the Applicant procures the tools and charges to the customer, and, where the customer provides the tools to the Applicant, the cost of the final products remains the same. There is no change in the price of the final products based on the mode of procurement of the tools. D.2 The Applicant submits that there does not exist a scenario wherein the tools are developed/ procured by the Applicant and the cost is borne by the Applicant itself. In all the cases, either the customer provides the tools or the Applicant procures the tools themselves, however, the cost in both case is borne by the customer and it is the settled indu ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... t while calculating the value of the supply made by the component manufacturer, the value of moulds and dies provided by the OEM to the component manufacturer on FOC basis shall not be added to the value of such supply because the cost of moulds/dies was not to be incurred by the component manufacturer and thus, does not merit inclusion in the value of supply in terms of section 15(2)(b) of the Central Goods and Services Tax Act, 2017 (CGST Act for short). 1.3 However, if the contract between OEM and component manufacturer was for supply of components made by using the moulds/dies belonging to the component manufacturer, but the same have been supplied by the OEM to the component manufacturer on FOC basis, the amortised cost of such moulds/dies shall be added to the value of the components. In such cases, the OEM will be required to reverse the credit availed on such moulds/ dies, as the same will not be considered to be provided by OEM to the component manufacturer in the course or furtherance of the former's business." 5. Further, Assistant Commissioner (Tech), CGST, Pune I Comm'te vide their letter F.No. VGN(19)20/P-I/Tech/Advance Ruling/18-19 dated 07.06.2018 with the approva ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... design, development and the manufacture of such seats at its own manufacturing facilities. Since the seats and other related products manufactured by the Applicant are highly customized, the Applicant procures certain tools, moulds, dies, fixtures, jigs etc. on its own which are required for manufacturing the desired products. 2. Applicant submitted that the tools are manufactured from third party manufacturer as per the requirements of the customer. Thereafter the property in the said tool gets transferred from third party manufacturer to the Applicant and from the Applicant to the customer as per the agreed terms. Though the property in tool gets transferred to the customer eventually, the possession remains with the Applicant and it uses the same to manufacture the products as per the requirement of the customers. It is used in the production process and simultaneously charges the cost to the customer i.e. M&M. 3. The applicant has submitted the documentary evidences which represent the transactional facts as under:- * The POs of customer in the name of Applicant for tooling * The relevant PO raised by the Applicant to its vendor for manufacturing of Tools. * copies of a ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nts made by using the moulds/dies belonging to the component manufacturer, but the same have been supplied by the OEM to the component manufacturer on FOC basis, the amortised cost of such moulds/dies shall be added to the value of the components. In such cases, the OEM will be required to reverse the credit availed on such moulds/ dies, as the same will not be considered to be provided by OEM to the component manufacturer in the course or furtherance of the former's business." It is thus clear from the above clarification that goods owned by the OEM that are provided to a component manufacturer on FOC basis do not constitute supply as there is no consideration. The Board further clarified that the value of goods provided on FOC basis shall not be added to the value of supply of components. However, the case is different where the contractual obligation is cast upon the component manufacturer to provide moulds/ dies but the same have been supplied by OEM on FOC basis and in such cases, the amortised cost of such moulds and dies shall be added to the value of supply of component. Having regard to the clarification issued by the CBEC as mentioned above, and in the facts of the case ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... hindra Ltd. vi) Inform Mahindra and Mahindra Ltd. in writing if any major repairs involving high technology and replacement of parts or addition of new part is required for the Equipment, prior to affecting the change. Any change will be made only on receipt of written confirmation from Mahindra and Mahindra Ltd., signed by duly authorized person. The costs incurred on making these changes or repairs will be treated separately on a case-to case basis; 3. Insurance a) In the event of any damage to the premises where the Equipment is located or to the Equipment itself, the Vendor shall promptly give written notice thereof to Mahindra and Mahindra Ltd., take all steps to protect the Equipment, and comply with all instruction of Mahindra and Mahindra Ltd. in connection therewith and take all steps, action and proceedings as may be necessary and if so required by Mahindra and Mahindra Ltd (in short M&M). to receive any money payable in respect thereof under any insurance policies for the same for and on behalf of and in trust for M&M. The Vendor shall pay to M&M immediately any shortfall to make good the total quantum of damage to the Equipment less the amounts received by M&M f ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ed in connection with all liabilities there against. 6. Consequences of Expiry/Termination a) Upon expiry or termination of this Agreement the Vendor shall forthwith return to M&M Equipment in good working order and condition. (Normal wear and tear expected), at such time and at such place as may be directed by M&M in writing. In case the Vendor fails to so return the Equipment to M&M, M&M shall without any notice, be entitled to remove & repossess the Equipment and for that purpose, enter upon nay land, building or premises where the equipment is located or is reasonably believed by M&M to be so located, and detach and dismantle the same. M&M shall not be liable for any damage which may be caused by any such detachment or removal of the Equipment and the Vendor be caused by any such detachment or removal of the Equipment and the Vendor agrees not to object or create any obstacle or resistance for the said purpose. b) The Vendor shall pay to M&M the cost and expense incurred by M&M towards repossessing the Equipment and enforcing the remedies hereunder and also towards repairs of the Equipment to render it in good working order and condition. 7. Relationship between the p ..... X X X X Extracts X X X X X X X X Extracts X X X X
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