po 4510092283 send on 20160126

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  • 8/19/2019 PO 4510092283 send on 20160126

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  • 8/19/2019 PO 4510092283 send on 20160126

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    7.3. Pallets, where supplied are free and non-returnable.

    8. Payments

    Subject to the Seller's compliance with the Buyer's relevant instructions, payment for the goods willthe Buyer in accordance, with the agreed Buying Terms.

    9. Non-complianceThe Buyer reserves its right to debit the Seller with expenses for the cost of penalties incurred due defaults in due performance of any of the Seller’s undertaking or obligation on its parts under this P

    Order, including but not limited to:(a) Failure by Supplier to comply with forwarding instructions issued by the Buyer or its agents, or(b) Documentation not being in accordance with the Buyer's requirements.

    10. Dangerous GoodsIf all or part of the goods to be supplied are hazardous, noxious, inflammable or otherwise dangerorespect the Seller must furnish to the Buyer or to the Buyers order and in t ime for by Buyer prior to

    the goods or any part thereof the following:(a) Certicate stating the following:  (1) The correct technical name of the goodsp;

      (2) UN Identification Number;  (3) The nature of the hazard or danger;  (4) IMDG Class;

      (5) Flashpoint (if applicable); and  (6) That the goods are packed, marked and labelled in accordance with the relevant laws andrelating to the shipment or airfreight of such goods.

    (b) Hazard data sheetDeclarations made by the Buyer to carriers will be on the basis of the above information, and it is imit is both accurate and complete, the Seller should refer to the Buyer if in any doubt over the proper

    of the certificate. The Seller shall be liable for any failure to comply with this condition including liablosses, damages, costs and expenses, including consequential losses caused by that failure. The ensure that the instructions that impose conditions or limitations regarding the handling, storage tra

    of the goods to be supplied are furnished in writing to the Buyer or to the Buyer’s order and in time the Buyer prior to despatch of the goods or any part thereof, and that appropriate instructions are m

    clearly on the packaging of the goods.

    11. IndemnityThe Seller shall indemnify the Buyer against all and any claims for loss or damage, cost and expen

    by the Buyer or for which the Buyer may be liable, caused by any defect in the goods supplied agaOrder, or by the failure of the Seller to supply proper product safety information, instructions or any(which the Seller warrants it shall do), any of Purchase Order or other act or mission by the Seller aconsequential loss sustained by the Buyer or for which the Buyer may liable as a result of the Selle

    comply with its obligations hereunder.

    12. Warranties/Intellectual Property Rights

    The Seller warrants that any goods supplied will be of the nature, substance, quality, quantity and dordered (and in particular they will not bear any trade mark, trade name, slogan, or symbol of any kthan agreed in writing with the Buyer or as applied under the Buyer's written instructions) and that t

    in all aspects with all relevant statutory requirements and regulations applicable to such goods for scontact with food, or otherwise, and further that sale or use of the goods by the Buyer will not infrincopyright, patent, trade mark, trade name or registered design ( except a trade mark or trade name

    the Buyers written instructions ). The Seller shall indemnify the Buyer against any loss, damage, liexpense which the Buyer may suffer or incur by reason of any breach of these warranties.

    13. Confidentiality

    The Seller agrees to keep any information contained in this Purchase Order, including but not limiteformulas, specifications, instructions, technical information and advice given to the Seller by the Bu

    confidential and shall not disclose the same to any party without prior written consent from the Buyotherwise required by the prevailing laws and regulations or as required for the Seller for the complwork under this Purchase Order.

    14. Further Provisions(a) Variation

    No variation or amendment to these conditions shall be valid unless stated in writing and signed byauthorised representative of each party.(b) HeadingsHeadings used in this Purchase Order are for reference purposes only and shall not be deemed to

    construed to be part of this Purchase Order.

    General Terms and Conditions of the Purchase of Goods of PT Unilever Indonesia Tbk

    tionser PT Unilever Indonesia Tbk as the party which request the goods to theer and issues the Purchase Order.Buyer as stated on the form part of

    Purchase Order sheet heading unless otherwise instructed in the bodye Purchase Order;er means the party which provides the requested goods to the Buyer the

    plier to whom the Purchase Order is addressed.plier means the supplier as Seller to whom the Purchase Order isressed which is stated on the Purchase Order;

    ies mean the Buyer and the Supplier.chase Order means a commercial document issued by the Buyer to theer,indicating types, quantities, fitness, description and agreed prices

    products or services the Seller shall provide to the Buyer.er means intention, either spoken or written, to engage in amercial transaction for specific products or services.

    ral Conditions Of Purchasefollowing instructions and conditions form part of the Purchase Order

    ddition to any other clauses of the Purchase Order and acceptance of

    Purchase Order implies the Parties' agreement to these instructions,ses,conditions,indicated prices and delivery terms.se terms prevail over any terms of the Supplier and any other previous

    s.e event of any conflict between these Terms and the Purchase Order,the

    chase Order shall prevail.

    y part of this Purchase Order should be declared invalid for anyon the remaining portion shall remain in force and effect as if thiss Purchase Order had been executed without including there in any

    h part which may gave been declared invalid.Seller agrees that the appointment of the Seller is made in a

    -dedicated basis so that the Buyer shall have the right to appoint

    r seller as considered to be required by the Buyer.

    Majeureher party shall be liable for any delay in or failure of performanceny of its obligations hereunder where and to the extent that suchormance has been delayed hindered or prevented by any circumstance

    ch is not within the reasonable control of that party.uding(without limiting the generality of the foregoing) strikes,outs, war, civil commotion, act of God, act of Government or civilority or any other occurrence whatsoever, whether connected with the

    chase Order or not, of a like nature or otherwise, not in the reasonableemplation of the parties at the date of entering into the Purchaseer), and which frustrates the purpose of so entering in to the Purchase

    er).e event that the circumstances as stated in Clause 3.1. of this TermsConditions causing the said delay or failure of performance is of a

    inuing or permanent nature and does continue for more than 90-days,either party may at its option cancel the Purchase Order withouter liability, on giving not less than 14 days written notice to the

    r party.

    rning Law and Settlement of Disputes

    chase Order created by this document shall be governed under the Laws of

    ublic of Indonesia, and the parties hereby irrevocably submits anyrsy or claim arising out of or in relation to this Purchase Order (final

    ing) to Badan Arbitrase Nasional Indonesia/the Indonesian Nationalon Body (BANI) under the rules of BANI, which rules are deemed to beated by reference of this clause.

    nmentser shall not be entitled to assign any of its rights and obligations

    party without the written consent of the Buyer. However the Sellerhat the Buyer is entitled to assign its Order to any of its associatedies or Companies associated with Unilever N.V. or Unilever Plc at its solen.

    ruptcy and Effect of TerminationBuyer is entitled to, by notice in writing, cancel the Order at any

    e immediately, if the Seller becomes bankrupt or makes any arrangementits creditors, or being a company goes into liquidation, eitherntary or compulsory, or has a receiver or administrator appointed

    ny of its assets, or has a winding up petition served on it, which isdismissed within three weeks or suffers anything similar to the aboveny country.

    ase of termination of this Purchase Order for whatever reason:he parties here to waive the applicability of Article 1266 of thendonesian Civil Code; and

    he Seller agree that it shall not be entitled to claim anypensation whatsoever to the Buyer.

    ertyess otherwise stated in writing the property and risk in the goodsains with the Seller until they are delivered in accordance with the

    ng Terms and in conformity with the Buyers instructions. The Buyerrves its right to reject the goods in whole or in part if they do

    correspond in quality, fitness or description with the Order, whether

    re or after delivery; and all costs for the despatch and returninggoods shall be borne by the Seller. However, the Buyer may, at itsretion, require the Seller to replace the goods to be in compliancethe Buyer's instruction, at the Seller's expenses.

    kages are free and non-returnable, unless stated differently.