GENERAL
TERMS & CONDITIONS
Vendor:
The general terms and conditions which follow apply to all purchases and become
an integral part of each purchase order issued by the Town of
Acceptance.
This purchase order constitutes Buyer’s offer to Seller upon the terms and
conditions stated herein and shall become a binding contract based on the terms
and conditions set forth herein when it is accepted either by Seller’s
acknowledgment or performance.
Entire
Agreement. These
terms and conditions, any other special conditions and specifications contained
in any other documents referenced shall constitute and represent the complete
and entire agreement between the Buyer and Seller and supersede all previous
communications, either written or verbal with respect to the subject matter of
this purchase order.
Changes,
additions, deletion.
No changes, additions, deletions or substitutions of specifications, terms and
conditions, quantity, unit of issue, delivery date, delivery charges or price
will be permitted without the prior written approval from the Purchasing Office
of the Town of
Contractual
Disputes. All
claims which may arise under this contract shall be resolved through the
procedure set forth in Chilhowie Town Code, Section 35-82 “Contractual
Disputes.”
Delivery.
Delivery shall be FOB Destination. If otherwise, the exact cost to deliver shall
be as shown.
Delivery
Date/Time.
Deliveries shall be strictly in accordance with the schedule set out or referred
to in the purchase order and in exact quantities ordered. Delivery shall be made
during the working hours of Monday through Friday
Tax
Exemption. The Town
of
Condition
of Item. All items
delivered shall be new, current model year, in first class condition, including
containers suitable for shipment and storage, unless otherwise indicated. Verbal
agreements to the contrary shall not be recognized.
Substitutions.
No substitutions or
cancellations shall be permitted without prior written approval from the Town of
Anti-Trust.
By acceptance of this purchase order, the Seller conveys, sells, assigns and
transfers to the Town of Chilhowie all rights, title and interest in and to all
causes of the action it may now have or hereafter acquire under the antitrust
laws of the United States and the Commonwealth of Virginia, relating to the
particular goods or services purchased or acquired by the Town of Chilhowie by
this Purchase Order.
Indemnification.
The Seller agrees to indemnify, defend and hold harmless the Town of Chilhowie,
Virginia, its officers, agents, and employees from any claim, damages and action
of any kind or nature, whether at law or in equity, arising from or caused by
the use of any materials, goods, or equipment of any kind or nature furnished by
the seller or any services of any kind or nature furnished by the seller,
provided that such liability is not attributable to the sole negligence of the
using department to use the materials, goods or equipment in the manner already
and permanently described by the seller on the materials, goods or equipment
delivered. The seller agrees to protect the Town from claims involving
infringement of patent or copyrights.
License
Requirement. All
firms having a business location or office in the Town of Chilhowie are required
to be licensed in accordance with the Town’s Business, Professional and
Occupational Licensing (BPOL) Tax” Ordinance. Wholesale and retail merchants
without a business location in the Town are exempt from the requirement.
Questions concerning the BPOL tax should be directed to the Treasurer’s
Office, telephone number (276) 646-3232.
Method
of Payment. Upon
satisfactory delivery of the merchandise or satisfactory completion of the
services all invoices and statements shall reference the purchase order number
and be submitted to: Town of
Anti-Discrimination.
By acceptance of this Purchase Order, Seller certifies to the Town of
1. During
the performance of this contract, the contractor agrees as follows:
a. The
contractor will not discriminate against any employee or applicant for
employment because of race, religion, color, sex or national origin except where
religion, sex or national origin is a bona fide occupational qualification
reasonably necessary to the normal operation of the contractor. The Contractor
agrees to post in conspicuous places, available to employees and applicants for
employment, notices setting forth the provisions of the non-discrimination
clause.
b. The
Contractor, in all solicitations or advertisements for employees placed by or on
behalf of the Contractor, will state that such Contractor is an equal
opportunity employer.
c.
Notices, advertisements and solicitations placed in accordance with federal law,
rule or regulation shall be seemed sufficient to the purpose of meeting the
requirements of this section.
2. The
Contractor will include the provisions of the foregoing paragraphs a. b. and c.
in every subcontract or purchase order of over $10,000. So that the provisions
will be binding upon each subcontractor or vendor.
Insurance.
Whenever any work or services are provided, either in or on Town owned property,
the following shall apply: The Seller shall provide the Purchasing Agent with a
Ethics
in Public Contracting.
The provisions contained in Sections 11-72 through 11-80 of the Virginia Public
Procurement Act as set forth in the Code of Virginia (1950) as amended shall be
applicable to all contracts entered into by the Town of
Applicable
Laws and Courts.
All Town purchase orders shall be governed in all respects by the laws of the
Material
Safety Data Sheets.
Material Safety Data Sheets and descriptive literature shall be provided with
the bid or delivery for each chemical and/or compound offered and/or purchased.
Sellers
Responsibility.
Sellers shall examine the Purchase Order and shall exercise their own judgment
as to the nature and total amount of all work to be done. No plea of ignorance
of conditions that exist or may later exist, or if conditions or difficulties
that may be encountered in the work as a result of failure to make the necessary
examination and investigation will be accepted as an excuse for any failure or
omission on the part of the Seller to fulfill in every detail the requirements
of the purchase order, or will be accepted as a basis for any claims whatsoever
for extra compensation.
Default.
In case of failure to deliver goods or services in accordance with the Purchase
Order and its terms and conditions, the Town of Chilhowie, after due written
notice, may procure them form other sources and hold the Seller responsible for
any resulting additional purchases and administrative costs. This remedy shall
be in addition to any other remedies which the Town of
Assignment.
Neither party shall assign the Purchase Order without the prior written consent
of the other party nor shall any purchase order be assigned to any party that is
debarred from doing business with or in the
Valid
Purchase Order. In
order for a Purchase Order of the Town of
Debarment
Status. By
acceptance of a Town of
Buyer.
All references to Buyer, throughout these terms and conditions, shall refer to
the Town of
Executed