Supplier shall acknowledge and/or reject this Purchase Order (to the Buyer) within 2 days of receipt, failing which, Supplier shall be deemed to have accepted the order. Supplier warrants that the prices shown in the Purchase Order will be complete, and no additional charges of any type shall be added with the Buyers express written consent. Such additional charges include, but are not limited to, shipping, packaging, labelling, customs duties, taxes, storage, insurance, boxing, and crating.
Supplier warrants that the Goods or Services sold to Northern Hydraulics Ltd are not less favourable than any of Suppliers other customers for the same or similar good or services for similar quantities. In the event the Supplier reduces its price for similar goods or services during the term of the Purchase Order, Supplier agrees to reduce the price of the Goods or Services accordingly.
Time shall be of the essence of this Purchase Order. Goods shall be delivered as per the delivery schedule specified in the Purchase Order. Northern Hydraulics Ltd., at its discretion, may accelerate/decelerate the delivery date with consent of Supplier (which will not be unreasonably withheld). If delivery of the Goods or Services is not completed by the date on the acknowledgement, NHL reserves the right without liability, in addition to its other rights and remedies, to terminate the Purchase Order by written notice and to purchase substitute goods or services and charge Supplier for and damages/costs incurred. NHL shall not be obliged to accept early, late, partial or excess deliveries, unless agreed to in advance, in writing.
Unless otherwise stated by Buyer, title, and risk of loss for the Goods shall pass to Northern Hydraulics Ltd upon delivery DAP, at Northern Hydraulics Ltd premises. To expedite customs clearance, Supplier shall place on the outside of the package/pallet (2) two copies of the packing slip and (2) two copies of the associated commercial invoice. The commercial invoice must include NHL Purchase Order number, part number, individual price, total price, weight, commodity code, origin, Consignor and Consignee EORI number. A copy of this must also be sent to the Buyer.
All deliveries to the Northern Hydraulics Ltd address on Purchase Order, unless otherwise stated. All deliveries must be between 7.30am – 4.30pm Monday – Thursday and 7.30am -12 noon Friday.
Parts with critical dimensions as noted on drawings must have appropriate packaging provided by Supplier to protect the parts from damage.
Upon receipt at delivery point, all goods will be inspected. All paperwork must state the Purchase Order number. A Certificate of Conformity and all other applicable certs must accompany the parts. If rejected upon inspection, the goods will either be returned at Suppliers expense with replacement parts/credit note issued by Supplier, whichever is agreed with the Buyer.
Supplier shall comply with Northern Hydraulics Ltd Quality General Requirements set out in NHL Quality Document SP 011, which Supplier acknowledges having received and understood. It is Supplier’s obligation to ensure that it keeps up to date with such Quality Requirements which can be requested from NHL Quality Dept.
If requested by Northern Hydraulics Ltd, Supplier shall prepare and send Non-Conformance Reports on rejected goods within forty-eight (48) hours. This report must include factors for failure, recommended corrective, and preventative actions.
Supplier warrants Goods against defects in title, workmanship, quality and defects in materials and design to the extent that Northern Hydraulics Ltd did not supply materials and design. If the Goods do not meet the Purchase Order specifications, Supplier will promptly make all repairs, modifications, or replacements necessary to comply with Purchase Order specifications. Supplier shall be responsible for transportation and any other costs incurred by Northern Hydraulics Ltd due to warranty defects.
Supplier shall indemnify, defend, and hold harmless Northern Hydraulics Ltd, its employees, agents or sub-contractors against any claims, actions or proceedings arising from, in respect of any injury, death, sickness or ill-health caused to or suffered by the Supplier and its personnel, any claim of infringement of patents, trademarks, and/or copyrights because of performance or non-performance of this Purchase Order.
Supplier agrees not to divulge NHL Proprietary Data outside of Suppliers Personnel and on a need-to-know basis to them. “Proprietary Data” i.e.: any plans, drawings, technical specifications, financial information, methods, processes, and any other Intellectual Property resulting from this Purchase Order. This information will be held Confidential perpetually.
Supplier shall send all invoices to accounts@northernhydraulics.com stating the Purchase Order number and Supplier delivery Reference.
Northern Hydraulics Ltd, may at any time, without stating any reason and by giving written notice to Supplier, terminate this Purchase in whole or in part. Supplier shall comply with the provision of the Notice. In the event of Notice being given Supplier shall be entitled to payment pursuant to the Purchase Order for all work completed at the time of Notice. Supplier shall be entitled to be reimbursed the actual cost of work in process, taking into consideration the lead time, which remains incomplete at the time of Notice. It is understood the Supplier shall not be paid for rejected work or work that does not meet the requirements of the Purchase Order. Supplier shall not be paid for any works done after receipt of the Notice, nor for any costs incurred by Supplier’s suppliers or subcontractors which Supplier could have reasonably avoided. Payment to Supplier, taken together with any payments already made or owing to Supplier under the Purchase Order, shall, in no event, exceed the total amount payable under the Purchase Order.
Failure by Northern Hydraulics Ltd to enforce a provision, or right, or recourse herein shall not constitute a waiver of such provision, right or recourse.
Except as expressly authorised by NHL, no failure of Supplier and NHL to reach an agreement regarding dispute related to this Purchase Order shall excuse Supplier from performing.
