Canadian Purchase Orders
- No Change in Order
The terms and conditions set forth on the face and back hereof and attached hereto by the Buyer constitute the entire agreement between the parties for the goods and no other terms or conditions which the Seller may submit the Buyer shall in any way under any conditions apply. References herein to documents or other information from the Seller are for identification only and form no part of the said agreement except as specifically indicated to the contrary. No change, modification, limitation. Waiver, termination, recession or discharge of the present agreement shall be binding on the Buyer unless in writing and executed by an actually authorized employee of the Buyer.
Damages to any goods resulting from improper packing will be charged to Seller's account.
Delivery of the goods specified within this Purchase Order must be made free and clear of all liens and encumbrances within the time, in the manner and to the destination stipulated. In the event of failure to meet this condition the Buyer shall be entitled to the return of all monies theretofore paid by the Buyer on account of this Purchase Order without liability and place it elsewhere and the Seller shall be liable to any and all expenses or loss resulting from such failure.
- Inspection and Acceptance
All good specified under this Purchase Order are subject to inspection and acceptance by Buyer within a reasonable time after receipt thereof. Buyer will notify Seller in writing of the rejection of any goods which are not in accordance with the description or specifications stipulated in this Purchase Order, and they will then be held subject to the disposition of Seller at Seller's risk and subject to all charges accruing as a result of such rejection.
In addition to any other remedy or remedies which the Buyer may have, the Buyer reserves the right to cancel this order in whole or in part if deliveries are not made as stipulated in this Purchase Order. If any order is cancelled in whole or in part because of the foregoing the Buyer will not pay any cancellation charges unless specifically agrees to in writing by the Buyer.
The Seller warrants and guarantees that the goods delivered under this Purchase Order do not infringe on any patent, copyright, trade mark or Industrial design, foreign or domestic, owned or controlled by any other corporation, firm or person, and agrees to indemnify and save harmless the Buyer and its subsidiaries and affiliated companies against any and all liabilities, losses, damages, claims and expenses by reason of claim, action or litigation arising out of any alleged or actual infringement of any patent, copyright, trademark or industrial design, ,foreign or domestic, resulting from the use or sale by the Buyer, Its subsidiaries and affiliated companies of any goods supplied by the Seller under this Purchase Order. If the Buyer should be enjoined or interfered with in the use of any such goods, or any part thereof, Seller agrees to furnish at its own expense such goods in substitution for the goods claimed to infringe any patent, copyright, trade mark or industrial design as shall be satisfactory to the Buyer.
The Seller shall indemnify and save harmless the Buyer, its offices, agents and employees from and against all claims, debts, demands, suits, actions and causes of action whatsoever and all loss, costs, damages, expenses and liabilities which may be suffered or incurred by the buyer, its offices, agents or employees, arising out of or in connection with (whether directly or indirectly, or by reason of negligence or otherwise) the supplying of goods under this Purchase Order, or any matter or thing done, suffered or permitted or omitted to be done by, or the operations of the Seller, his sub-contractors, or his or their agents or employees are required to be present on the Buyer's premises or perform work with any of the Buyer's employees, the Seller will secure and maintain in full force and effect during he performance of any work in connection with this Purchase Order adequate public liability and property damage insurance satisfactory to the Buyer.
Seller may not assign the whole or any part of its obligations arising out of this Purchase order without the consent in writing of Buyer being first had and obtained.
- Time for Completion
Time is of the essence of this Purchase Order.
- Compliance with Law
The laws of British Columbia shall apply to and govern the interpretation of this Purchase Order and any proceedings taken by Buyer by reason hereof may be taken in British Columbia, Seller, for itself and its subcontractors, agrees to comply with every applicable law or regulation, whether Federal, Provincial or Municipal, applicable to the performance of the work required or the supplying of goods called for under this Purchase Order.
The vendor guarantees the goods, material and equipment supplied under this Purchase Order against any defects in material, workmanship or design for a period of twelve months from the date upon which the goods, material or equipment herein specified is used or put into operation, and shall at its own expense, replace and install any part or parts which may prove to be defective during said period.
If a route or carrier is designated hereon, all articles, materials and/or equipment must be forwarded by the route and carrier designated and seller will be fully responsible for any deviation there from. When the articles, materials and/or equipment covered by this order shall aggregate a carload shipment or more, seller must forward in carload lots and must insure that all rail cars and trucks are loaded to maximum capacity to ensure that all rail cars and trucks are loaded to maximum capacity to ensure the lowest possible freight rates obtainable. In the event seller fails to comply with this requirement, unless duly authorized in writing by purchaser to ship in less than carload or truckload quantities, sellers account will be charged for the difference of any additional or unnecessary freight charges as determined by purchaser. If an order aggregates less than a minimum carload, seller must forward the entire quantity at one time unless otherwise authorized in writing by Purchaser.
- Quality Allowance
You are not to deliver any quantity in excess of the tolerance allowed! The processing of over shipments results in considerable administrative expense to voestalpine Nortrak Ltd. Such expense is unacceptable. Therefore, any over shipments received will be retained by voestalpine Nortrak Ltd and you will be paid only for the quantity of material authorized by our Purchase Order.
It is the supplier's responsibility to advise voestalpine Nortrak if this Purchase Order is unclear or requires further clarification prior to accepting this order.