Purchasing Terms and Conditions
General1. The Seller’s acceptance of this purchase order, or the shipment of any Goods or supply of any Services hereunder, shall constitute the Seller’s acceptance of this purchase order and the Contract, and no additional terms or conditions proposed by the Seller shall be binding upon the Buyer or form a part of the Contract. Any deletions, modifications, alterations of, or additions to the terms and conditions of the Contract shall be in writing and authorized by the Buyer in the Contract and shall be attached to the purchase order.
Invoicing & Payment3. Unless otherwise specified, the price on this Contract represents the complete cost to the Buyer as at the point of delivery specified herein and includes every license fee, patent royalty, government and municipal tax, levy and charge of every description and charges for crating, boxing and cartage. If the Contract is not for a fixed price, then the Seller shall submit in writing all details of any proposed price to the Buyer at least thirty (30) days prior to the proposed effective date of the price. All proposed price changes are subject to negotiation, and, if not approved by the Buyer, then this purchase order may be cancelled, at the Buyer’s sole discretion, and without liability by the Seller for such cancellation.
b. recover from the Seller all monies paid under the Contract for the Goods together with an amount equal to the difference between the price stated in the Contract for the Goods and the cost of acquiring the Goods from another supplier.
b. the Buyer accepts the Goods or Services supplied; and
c. the Buyer receives the Seller’s invoice setting out the purchase order number and an itemized description of the goods or services the Seller provided in accordance with the Contract. Invoices can be sent to Lakeland College, Finance Department, Accounts Payable, 5705 College Drive, Vermilion, Alberta, Canada T9X 1K5 or firstname.lastname@example.org
Delivery and Warranty9. The Goods shall be delivered to the Buyer Free on Board (FOB), the point of delivery designated in the Contract.
b. be in good, usable and merchantable quality, and fit for the intended purpose;
c. be free of defects in material, workmanship, design and manufacture; and
d. be free of all mortgages, liens, claims and security interests whatsoever.
b. be free from faulty workmanship and errors, omissions and defects.
b. defend, at its own expense, all suits and proceedings instituted against the Buyer in connection with any infringement or alleged infringement or unlicensed use of letters patent, registered design, trademark or copyright pertaining to the Goods or the use thereof; and
c. indemnify the Buyer against all losses, costs, damages and expenses (including legal expenses of a solicitor and his own client basis) which the Buyer may suffer, sustain or incur in connection with or as a result of any claim, action or proceeding for such infringement, alleged infringement or unlicensed use; and
d. if any of the Goods infringe letters patent, registered design, trademark or copyright and the use of any of the Goods is enjoined, then, at its own expense, either procure for the Buyer the right to continue using the Goods or replace the Goods with non-infringing Goods or modify the Goods so as to become non- infringing, provided the quality of the Goods is not diminished in any way.
Conflict of Interest29. The Seller shall fully disclose to the Buyer, before accepting this Contract, and as a condition of supplying either Goods or Services, any of the following business relationships of the Seller with any member of the Buyer’s board of directors, the Buyer’s agents, or employees of the Buyer:
b. if the Seller is a public company, details of any ownership of shares of the Seller, in excess of 1% of total share issued, by any of the above persons;
c. if the Seller is a partnership or a joint venture, the details of any partnership or joint venture arrangements with any of the above persons;
d. details of any directorship or office in the Seller held by of any of the above persons;
e. details of any direct or indirect pecuniary interest of any of the above persons in the supply of Goods or Services.