TERMS AND CONDITIONS OF PURCHASE ORDER
1. Acceptance Of Order.
1.1 Written acknowledgment or commencement of performance by Seller of this Order, whichever
occurs first, shall constitute acceptance of this Order and all Buyer terms and conditions specified herein
(“Terms”) and on the face hereof, including any specifications, drawings or other documents as are
incorporated by reference
1.2 In the event of conflict between the Terms and any other written agreement between the
parties that specifically covers the same goods or services (“Separate Agreement”), the terms and
conditions of the Separate Agreement shall prevail to the extent of such conflict. In the event of any
conflict between the Terms and the terms on the face hereof, the terms on the face hereof will prevail.
Notwithstanding the above, this Order and its Terms shall prevail over any differing or additional terms
and conditions proposed by Seller and not contained in the Separate Agreement, including, without
limitation, those contained in Seller’s order acknowledgment or invoice.
1.3 If this Order has been issued by Buyer in response to an offer from Seller and if any of the terms
herein are additional to or different from any terms of such offer, then the issuance of this Order by
Buyer shall constitute an acceptance of such offer subject to the express conditions that Seller agrees to
such additional and different Terms contained herein, and Seller shall be deemed to have so agreed
unless Seller notifies Buyer to the contrary in writing within 3-5 days of receipt of this Order.
1.4 In the event that this Order is designated by Buyer as a blanket purchase order or scheduling
order, as indicated on the face hereof, Buyer shall have an option, but not the obligation, to procure up
to the quantity of Products, Services and/or Software (defined below) and described on the face hereof
at the pricing and during the time period specified by providing separate subsequent release orders to
Seller. Each release shall be subject to the Terms hereof.
1.5 No modifications of this Order and its Terms shall be valid unless accepted in writing by Buyer’s
authorized representative.
1.6 Buyer may, at its sole discretion, use electronic information exchange as a substitution for
conventional paper based order. For the avoidance of doubt, these Terms of Buyer shall continue to
apply to the Order(s) that are placed via electronic information exchange.
2. Products, Services And Software; Prices.
2.1 Seller will sell to Buyer the products (the "Products"), provide to Buyer the services (the
"Services") and/or license the software and user documentation (the "Software") as specified on the
face of this Order. Seller will comply with the quantity and delivery requirements of this order.