Definitions. The term "Purchaser means Othello School District and the term "Seller" means the person, firm or Corporation from Whom the merchandise has been ordered.

    Contract. This form, When properly signed and bearing a Purchase Order Number, is the Only form Which Will be recognized by Purchaser as authority for Charging merchandise to its account Supersedes all previous Communications and negotiations, except as referenced herein, and Constitutes the entire agreement between the parties, except as provided herein. The Seller, With Out Written Consent of the Purchasing Agent, shall not make any changes, alterations or Variations in the terms of the Purchase Order. No terms Stated by Seller in accepting Or acknowledging this Order shall be binding upon Purchaser unless accepted in Writing by Purchaser. Seller may not assign this Order Without Purchaser's prior Consent. No Waiver by Purchaser of a breach of any provision of this Order Shall Constitute a Waiver of any other breach of Such provision or of any other provisions. Time is of the essence of this Order. When a Bid Number is Cited on the face Of this form, terms, Conditions and Specifications offered by the Seller and accepted by the purchaser are made a part of this Contract.

    Quantity. The quantity of merchandise delivered Shall not be greater than the amount Specified.

    Delivery. The Seller Shall deliver the materials, equipment Or Supplies. Or Cause the Work to be performed Within the time and manner Specified in the Purchase Order.

    In Voice. InVoice must be Clearly legible and must properly identify the Purchase Order number, item numbers, and Coherent description of merchandise being in Voiced, and must ShOW the name of the Institution or Department to which the merchandise was delivered or Shipped.

    Inspection. All merchandise is Subject to Purchaser's inspection Within a reasonable time after arrival at the Ultimate destination. If, upon inspection, any merchandise is found to be unsatisfactory, defective or of inferior quality or Workmanship, or fails to meet the Specification or any other requirements of this Order, Purchaser may return Such merchandise to Seller at Seller's expense. Payment for merchandise prior to inspection Shall not be COnStrued to be an acceptance Of Unsatisfactory Or defective merchandise. Upon the return of any unsatisfactory Or defective merchandise, Seller Shall reimburse Purchaser for any amounts paid by Purchaser. On a CCOUnt of the purchase price Of Such returned merchandise and any Costs incurred by Purchaser in Connection With the delivery or return of such merchandise.

    Warranty. Seller Warrants that the merchandise Will Conform to its description and any applicable Specifications, shall be of merchantable quality and fit for the purpose for which it is sold. This Warranty is in addition to any Standard Warranty Or Service guarantee given by the Seller to the Purchaser.

    Title. Seller Warrants that the merchandise it is selling to Purchaser is free and clear of all liens and encumbrances and that Seller has a good marketable title to Same.

    Compliance. Seller agrees that goods delivered Shall Comply With all Ordinances, laws and lawful regulations applicable to the purchase, manufacture, processing and delivery of the merchandise and Shall Obtain and pay for all required licenses and permits.

    Nondiscrimination. No person Shall on the ground of race, Creed, Color, national Origin, marital status, disability, or sex be excluded from participation in be denied the benefits of, or be otherwise subject to di SCrimination under any activity performed pour Suant to this agreement.

    Indemnification. Any and all Claims which hereafter arise On the part of any and all perSons as a direct Orindirect result of Contractor Or its employee's (S) Or agent's (S) performance Or failure to perform duties pursuant to the agreement, Shall be the Contractor's Sole Obligation and the Contractor Shall indemnify and hold harmless the Othello School District #147 in full for any and all such acts or failures to act on the part of the Contractor Or its employee (S) Or agents (S).

    Applicable Law. This agreement Shall be governed by the laws of the State of Washington.

    Notice to Vendor. The Othello School District requires MSDS (Material Safety Data Sheets) be included With all applicable items purchased. All materials and equipment must meet OSHA & WISHA requirements. The Othello School District requires that all Vendors are nondiscriminating as to their employees and offer employment regardless of race, Color, national Origin, Sex Or handicap.