This order is subject to the following terms and conditions and such other special terms and conditions which may be appended hereto. By accepting the order, or any part thereof, the Seller agrees to and accepts said terms and conditions:
1. Buyer will not be responsible for any goods delivered without purchase order.
2. The stated prices herein are in US dollars unless specified otherwise. Seller will send separate invoice for each purchase order number.
3. Goods must be shipped as per instructions; otherwise any extra handling charge will be billed back to Seller.
4. It shall be understood that the cash discount period to Buyer will date from the date of receipt of merchandise or the invoice, whichever is later, and not from date of the invoice.
5. In the event of Seller's failure to deliver as and when specified, Buyer reserves the right to cancel this order or any part thereof without prejudice to its other rights, and Seller agrees that Buyer may return part or all of any shipment so made and may charge Seller with any loss or expense sustained as a result of such failure to deliver.
6. In the event any article sold and delivered hereunder shall be covered by any patent, copyright, or application therefore, Seller will indemnify and save harmless Buyer from any and all loss, cost, or expenses on account of any and all claims, suits, or judgments on account of the use or sale of such article in violation of rights under such patent, copyright, or application.
7. Seller agrees not to release any advertising copy mentioning Buyer or quoting the opinion of any of Buyer's employees unless such copy is approved by Buyer before release.
8. Buyer may at any time insist upon strict compliance with these terms and conditions, notwithstanding any previous custom, practice, or course of dealing to the contrary.
9. The terms and conditions of sale as stated in this order govern in event of conflict with any terms of Seller's proposal, and are not subject to change by reason of any written or verbal statements, by Seller or by any terms stated in Seller's acknowledgments, unless same be accepted in writing.
10. Seller warrants the fitness of the goods described herein and that all manufactured and processed goods were manufactured or processed by standard procedures and that all goods meet specified analysis and standards as stated by the buyer and that such procedures and the ingredients in such goods comply with all existing state and federal laws, rules and regulations. Seller warrants all goods are fit for their ordinary purposes and are merchantable. Disclaimers or limitations of Seller’s warranties are not permitted.
11. The Seller warrants that it has good title to the goods described herein, and that the same is free and clear of all liens of every nature.
12. The Buyer shall be relieved from accepting, and payment for any goods or services described herein, if prevented from accepting by reason of labor disputes, strikes, riots, rebellion, war, fire, floods, storms or other casualties beyond its control and not of its making or participation, while such conditions or situations exist.
13. Seller/contractor/subcontractor agrees to provide certificates of general liability, and workman's compensation insurance in the amount required by buyer.
14. Seller/contractor/subcontractor agrees to provide required tax identification number.
15. Vendor agrees to indemnify, defend and hold harmless Hog Slat, Inc., its subsidiaries, its officers, employees and agents from and against any and all claims, losses, liability, costs or expenses (hereinafter called “claims”) occurring in connection with or in any way incidental to or arising out of the product and/or service provided by the Vendor in connection with this and/or subsequent purchase order(s).
16. Vendor agrees to add Hog Slat, Inc., its officers, employees and agents as additional insureds on vendors General Liability insurance policy. The additional insured endorsement should be an ISO Form CG 20 10, 11/85 edition or equivalent. Any additional insured endorsement only applicable to “ongoing operations” is unacceptable.
EQUAL EMPLOYMENT OPPORTUNITY
The provisions of Section 202 of Executive Order 11246 and the Rules and Regulations issued pursuant to Section 201 thereof, and Section 503 of the Rehabilitation Act of 1973, and Section 402 of the Vietnam Era Veterans Readjustment and Assistance Act of 1974, are hereby incorporated by reference, and the Seller represents, by acceptance of this purchase order, that he will comply with such Executive Orders and Rules and Regulations, and amendments thereto, to the extent the same are applicable to the manufacture or sale of the goods purchased hereunder.
During the performance of this contract, the contractor agrees as follows:
1. The contractor will not discriminate against any employee or applicant for employment because of race, creed, color, or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, creed, color, or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer, recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contraction officer setting forth the provisions of this nondiscrimination clause.
2. The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to race, creed, color, or national origin.
3. The contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contractor or understanding, a notice to be provided by the agency contracting officer, advising the labor union or workers' representative of the contractor's commitments under Section 202 of Executive Order No. 11246 of September 24, 1965, and shall post copies of the notice in conspicuous places available to employees and applicants for employment.
4. The contractor will comply with all provisions of Executive Order No. 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor.
5. The contractor will furnish all information and reports required by Executive Order No. 11246 of September 24, 1965, and the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the contracting agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders.
6. In the event of the contractor's noncompliance with the nondiscrimination clauses of this contract or with any of such rules, regulations, or orders, this contract may be cancelled, terminated, or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts in accordance with procedures authorized in Executive Order No. 11246 of September 24, 1965, and such other sanctions may be imposed and remedies involved as provided in the Executive Order No. 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, as otherwise provided by law.
7. The contractor will include the provisions of the paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as the contracting agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: provided, however, that in the event the contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as the result of such direction by the contracting agency, the contractor may request the United States to enter into such litigation to protect the interest of the United States.