O&H Purchase Order Terms & Conditions

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O&H Purchase Order Terms & Conditions

 

 Order Acknowledgement – Please acknowledge receipt of this Purchase Order and the prices specified by return e-mail at your earliest opportunity or within 24 hours of the sent date. Procurement team e-mail address purchasing@ohvc.co.uk

Order Confirmation – Please confirm compliance to all the details contained within this order or advise any issues or changes at your earliest opportunity or within 48 hours of the sent date. Procurement team e-mail address purchasing@ohvc.co.uk

Price Acceptance – Your acceptance and processing of this order accepts that the price quoted is the price to be paid for this purchase order.  Any challenges to the price on this PO must be evidences up front by providing the written acceptance from O&H or the order with be placed on “Payment Hold”.  Ongoing breaches of this process may drive O&H to review the supply of the product. Procurement team e-mail address purchasing@ohvc.co.uk

Supplier Invoices – Must be submitted to the Accounts e-mail address accounts@ohvc.co.uk quoting the purchase order and the actual submission date. (Invoices not quoting an valid purchase order number will not be processed)

Terms & Conditions – The O&H standard terms and conditions short form attached                                                          Delivery Hours (Excluding bank Holidays): Monday – Thursday 8am – 4pm and Friday  8am – 1.30pm

SPECIAL NOTE;

O&H vehicles may be subject to European or GB Type Approval for M1 passenger vehicles. The supplier is responsible for ensuring that their products comply with the requirements for any systems, components & separate technical units designed & constructed for such vehicles. Note that ‘Double Crewed Ambulances’ are subject to the requirements of the NHS Double Crewed Ambulance Specification (Publication approval reference: PAR356) as amended from time to time. Where applicable approvals or test reports for any systems, components & separate technical units must be provided prior to purchase orders being placed.

  • All electrical items to be Reg10 Compliant and with certificate
  • All seats must comply with Reg14, Reg16 and Reg17 with certificate
  • All combustible sheet materials must comply with a sub-100mm per minute burn rate and be certificated as such

 

General Overview of Short Form Terms and Conditions:

  1. Unless otherwise stated in the terms and conditions of your contract, this Purchase Order is for O&H and you acknowledge and agree that O&H’s affiliates, subsidiaries and group undertakings (“Group Companies”) may receive and rely on the goods or services supplied.
  2. For the purposes of the short form terms and conditions these will take precedence over the O&H terms and conditions of contract. For clarification, the order of priority for any agreement shall be:

(i) Contract Agreement; (ii) Purchase Order; (iii) Short Form Terms and Conditions; (iv) O&H Standard Terms and Conditions.

  1. The price specified on this Purchase Order is the current O&H understanding of our jointly agreed price for each item included.By accepting this Purchase Order you are accepting this is the price to be paid and that your invoice will reflect these prices (see point 14).  Any changes to price must be evidenced by a written acceptance from O&H or the order will be placed on “Payment Hold” and O&H will not accept paying a different price for this Purchase Order unless the written evidence can be provided. Ongoing breaches of this process may drive O&H to review the supply of product due to the joint costs involved in administering Price Variances.
  2. As the supplier contracting with O&H under this arrangement you are deemed to have accepted the O&H standard terms, please request if you require a copy.
  3. Any work commenced without a formal Purchase Order in place will be at the Supplier risk for any goods, services or prototype production.Any Goods booked into O&H Stores, which are later identified as not fit for purpose, damaged, or needing to be returned to a supplier, shall follow the standard returns policy from point of identification of any issue.  Any services provided deemed to have failed to meet the outlined work specification shall be subject to payment rejection until agreed rectification work concluded, this may include services deemed not fit for purpose.
  4. All Standard Forms are available via the O&H Procurement Team.The Standard forms include as a minimum Purchase Order Number, O&H Part Numbers, Descriptions, and Delivery Terms.

 

Short Form Terms & Conditions:

  1. The Supplier shall, from the Commencement Date and for the duration of this Agreement, provide the Goods or Services and the associated Deliverables in accordance with this Agreement, doing so with reasonable care and skill and in accordance with Good Industry Practice; and not do anything to bring the name or reputation of O&H or any member of the O&H into disrepute or prejudice the interests of the whole or any part of the O&H.
  2. Where the Purchase Order Attachment confirms that this Agreement includes the supply of Goods, the Supplier shall supply those Goods in accordance with O&H Terms and Conditions.Unless otherwise agreed by the parties in writing, full legal title, beneficial interest and risk in the Goods will transfer to O&H at the point that O&H’s representative accepts delivery of the Goods at the relevant delivery location.
  3. Following acceptance of the Goods by O&H’s representative, the Supplier may issue its invoice for the Goods concerned to O&H. If installation and operation of the Goods is conditional on preparatory work being carried out at any relevant O&H premises, the Supplier must give O&H written details of those requirements and provide any assistance (without any additional charge) that O&H may reasonably require to ensure that those preparations are completed on time.
  4. The Supplier shall comply with all applicable regulations or other legal requirements concerning the manufacture, packaging, packing and delivery of the Goods. The Supplier shall not unreasonably refuse any request by O&H to inspect and test the Goods during manufacture, processing or storage at the premises of the Supplier or any third party prior to despatch, and the Supplier shall provide O&H with all facilities reasonably required for inspection and testing.
  5. If as a result of inspection or testing O&H is not satisfied that the Goods will comply in all respects with this Agreement, and O&H so informs the Supplier within seven days of inspection or testing, the Supplier shall take such steps as are necessary to ensure compliance. The Goods shall be marked in accordance with O&H’s instructions and any applicable regulations or requirements of the carrier, and properly packed and secured so as to reach their destination in an undamaged condition in the ordinary course.
  6. Without prejudice to any other rights or remedies available to O&H under these terms and conditions or more generally, where some or all of the Goods are found by O&H to be faulty or where the Supplier is in breach of any of the warranties or representations detailed, O&H shall be entitled to: reject the Goods (in whole or in part), whereupon the Supplier shall within 5 working days of receipt of any notice to that effect, refund to O&H any Charges paid by O&H in respect of those Goods; and/or require the Supplier to replace the Goods concerned within 2 working days of receipt of a notice from O&H to that effect (or such longer period as may be agreed in writing between the parties), it being agreed that in either case, the Supplier shall (at the Supplier’s sole cost and expense) collect the non-functioning Goods and (where applicable) deliver and install suitable replacements. Where O&H exercises its right to reject / cancel in accordance with this Clause, and does not require replacement Goods, O&H shall cease to be bound to pay that part of the Charges which relates to Goods which have been rejected or cancelled.
  7. The Supplier shall ensure that all personnel involved in the provision of the Services, Deliverables and Goods when in attendance at O&H premises shall, at all times observe and comply with any and all health and safety, security and other policies notified by O&H in relation to such premises together with any and all further reasonable instructions or warnings given by Authorised Users orally or in writing from time to time.
  8. In consideration of the Supplier’s provision of the Services, Deliverables and Goods in accordance with this Agreement O&H shall not pay Charges, which, unless otherwise expressly stated in the Purchase Order Attachment, this order shall be deemed to be inclusive of all costs, fees and expenses associated with the provision of the Services, Deliverables and Goods. The Supplier shall not increase the Charges without the prior written consent of O&H.The Supplier shall submit invoices in accordance with the invoicing arrangements detailed in the Purchase Order Attachment. In order to facilitate payment, the Supplier’s invoice shall provide details of its bank account details. Correctly submitted invoices shall be paid by O&H to the terms in the Suppliers Contract with O&H. O&H shall be entitled to set off against the Charges any sums owed to O&H by the Supplier.
  9. All right, title and interest (including all Intellectual Property) in and to the Deliverables shall be the exclusive property of and shall vest in O&H upon creation. The Supplier shall not be entitled to use the whole or any part of the Deliverables except as permitted by this Agreement.All right, title and interest (including all Intellectual Property) in the Background Elements shall be the exclusive property of the Supplier. The Supplier hereby grants O&H a non-exclusive, world-wide, royalty free, irrevocable, perpetual and fully transferable licence for O&H and other Authorised Users to use the Background Elements to facilitate the use of the Deliverables for the internal purposes of O&H.
  10. The Supplier warrants and represents that it shall be a condition of this Agreement that: it has full capacity and authority and all necessary consents to enter into and to perform its obligations under this Agreement; it will carry out the Services in accordance with this Agreement and with reasonable skill and care, in accordance with good industry practice using appropriately trained, qualified and experienced staff; and receipt of the Services and/or ownership and/or use of the Deliverables and/or Goods will not infringe the Intellectual Property rights or other rights of any third party.The Supplier further warrants and represents that all Services, Deliverables or Goods provided to O&H or any member of the O&H or brought to any premises of O&H or any member of the O&H for the purposes of this Agreement will be free of any computer viruses, date related coding or any other harmful software code which may cause an interruption to the business processes of O&H or any member of the O&H.
  11. Each party shall keep the other’s Confidential Information confidential and shall not divulge the same to any third party except for the purposes of this Agreement or use it itself for any other purpose without the prior written consent of the other party.
  12. In the event that the provision of the Services will require the Supplier to Process Personal Data on behalf of O&H, the Supplier will do so as O&H’s Processor and only in accordance with this Agreement.
  13. Either party shall be entitled to terminate this Agreement with immediate effect by notice in writing to the other if the other commits a material breach of this Agreement and, where the breach is capable of remedy, has failed to remedy that breach within thirty (30) days of written notice requiring remediation.
  14. The Supplier shall: comply with all Applicable Laws, regulations, codes and sanctions relating to anti-bribery and anti-corruption including but not limited to the Bribery Act 2010 (“Relevant Requirements”); have and shall maintain in place throughout the term of this Agreement its own policies and procedures, including adequate procedures under the Bribery Act 2010, to ensure compliance with the Relevant Requirements, the relevant policies, and will enforce them where appropriate; and ensure that all persons associated with the Supplier (including any sub-contractor) comply with this.