TERMS AND CONDITIONS.
TERMS AND CONDITIONS.
These Terms and Conditions apply to every order placed by FLYBAR INC. The parties agree to fulfill the obligations outlined with these terms and conditions.
Acceptance of the Purchase Order shall be construed to be a binding contract with the vendor by signing and returning a copy of the acknowledgment or by timely delivering the requested goods or performing the services.
All goods and services will be subject to inspection and test by the Buyer at all times and places, including the period of manufacture and in any event before final acceptance.
Final acceptance or rejection of the goods or services will be made as promptly as reasonable after delivery except as otherwise provided in this Purchase Order, but failure to inspect and accept or reject goods or services or failure to detect defects by inspection will neither relieve the Supplier from responsibility for such goods or services that are not per this Purchase Order nor impose liabilities on the Buyer for them.
The Buyer’s payment for the Goods shall not constitute its acceptance of such goods.
If any of the goods or services are found at any time to be defective in material or artistry, or otherwise not in conformity with the requirements of this Purchase Order, including any applicable drawings and specifications, then Buyer, in addition to such other rights and remedies it may have by contract or by law or equity, at its sole discretion may;
- Reject and return such goods at the Supplier’s expense
- Require the Supplier to inspect the goods and remove nonconforming goods or;
- Require the Supplier to replace nonconforming goods or services with conforming goods or services.
If the Supplier fails to make the necessary inspection, removal, and replacement in a time and manner satisfactory to the Buyer, the Buyer may at its option inspect and sort the goods; The Supplier will pay any related costs.
The prices for the Goods or Services to be delivered will be set out in the applicable Purchase Order.
The Supplier will issue all invoices timely, indicating their respective Purchase Order Number. All invoices delivered by the Supplier must meet the Buyer’s requirements.
There will be no Price increase or charges not expressly set out in the Purchase Order unless agreed to in advance in writing by the Buyer.
The Buyer will pay the correctly rendered invoices within thirty (30) days from the invoice date. The Buyer shall have the right to withhold payment of any invoiced amounts that are disputed in good faith until the parties reach an agreement concerning the disputed amounts. Such withholding of disputed amounts shall not be deemed a breach of this Agreement, nor shall any interest be charged on such payments. Notwithstanding the foregoing, the Buyer agrees to pay the balance of the undisputed amounts on any invoice subject to any dispute within the periods specified herein.
Time is of the essence regarding the delivery of the goods and the performance of the requested services. The goods shall be delivered following the time indicated as the delivery date.
The Supplier shall follow all instructions by the Buyer and cooperate with the Buyer’s brokers.
The Supplier agrees to supply and deliver the goods to the Buyer and perform the requested services in accordance with the terms in this Agreement.
At its own expense, the Supplier shall do all the necessary works to deliver the goods at the delivery location and time indicated on the Purchase Order.
Upon receipt of the goods at the delivery point by the Buyer, the Title and risk of loss or damage pass from the Supplier to the Buyer, unless otherwise agreed between the parties.
The Buyer shall indicate the quantity of the goods needed on the Purchase Order, and the Supplier shall deliver the stated quality in the Purchase Order.
Suppose the Supplier delivers more quantity than is needed. In that case, the Buyer has the option of either accepting the excess amount and making extra payment for them or rejecting the surplus quantity and directing the Supplier to return them at its own expense.
The Supplier shall follow all the instructions issued by the Buyer on the packaging of the goods, and the Supplier agrees to package the goods in a manner it will not be damaged during transportation.
The Supplier warrants that the goods or services delivered and any other performance according to this Purchase Order will;
- Be free of infringement of property rights of third parties;
- Be free from defects in material and artistry;
- Be of even kind and quality and run without variation;
- Be of merchantable quality;
- Be fit for the intended use of the Buyer, and;
- Be of grade and performance in conformity with all specifications referred to in this Purchase Order.
- Insurance and Indemnity.
The Supplier agrees to hold harmless and indemnify the Buyer from all claims, expenses, damages, and losses arising from the performance or any breach of these terms and conditions by the Supplier.
The Supplier agrees to maintain the required insurance coverage and shall provide written proof of the same upon request from the Buyer.
The Supplier shall keep confidential all the information obtained from the Buyer or provided by the Buyer in connection with this Agreement and shall only use the information to carry out its obligations herein and shall not disclose to any third parties without the written consent of the Buyer.
- Intellectual Property.
All Intellectual Property Rights in and to each Deliverable shall vest in the Buyer free and clear of all liens and encumbrances on receipt of payment by the Supplier for each delivered goods and services.
- Dispute Resolution.
In case of any dispute between the parties regarding this Purchase Order or the terms in this Agreement, the same shall be negotiated between the parties amicably. If the dispute is not resolved, the same shall be referred to mediation.
- Governing Law.
This Agreement shall be governed by the laws of ______________ .
The Buyer may terminate all or any part of this Purchase Order at any time by issuing a written notice to the Supplier.
This Purchase Order shall terminate automatically, without notice, if the Supplier becomes insolvent or the subject of any proceeding under the laws relating to bankruptcy or the relief of debtors.
- Force Majeure.
The Supplier may delay the delivery of the goods and services or accept the same if occasioned by causes beyond its control.
The Supplier may not assign its obligations under this Agreement without the written consent of the Buyer. The Buyer’s consent to assign its obligations does not release the Supplier from its obligations herein.
The Buyer may assign its obligations herein without the consent of the Supplier.
The Supplier will perform its obligations under this Agreement as an independent contractor, and nothing should be construed to indicate otherwise.
If a provision of this Agreement is deemed to be invalid or unenforceable by a court of competent jurisdiction, such invalidity or unenforcement provisions shall be severed from this Agreement, and the remaining provision shall remain in effect,
The Buyer’s failure to enforce any of the provisions herein will not be construed to be a waiver of such provisions or of the right of the Buyer to enforce every such provision in the future.
Either party to this Agreement may modify the terms and conditions herein by having both parties write and sign the addendum.
- Statutory Requirements.
The Supplier shall comply with all statutes, orders, regulations, or by-laws related to the execution and fulfillment of this contract and agrees to indemnify the Buyer against all losses, claims, or liabilities, expenses, proceedings, or otherwise resulting from the Supplier’s noncompliance with the same.
At Legal writing experts, we would be happy to assist in preparing any legal document you need. We are international lawyers and attorneys with significant experience in legal drafting, Commercial-Corporate practice and consulting. In the last few years, we have successfully undertaken similar assignments for clients from different jurisdictions. If given this opportunity, The LegalPen will be able to prepare the legal document within the shortest time possible. You can send us your quick enquiry ( here )