Purchase Order Terms and Conditions

1. Agreement

This Purchase Order (“PO”) represents the agreement between Karavan IT Services (“Buyer”) and Service provider (“Seller”) for the purchase of IT services specified in this document. The PO is binding once acknowledged or fulfilled by the Seller.

2. Prices and Payment

• Prices: The prices for all goods or services provided under the PO are as stated and are fixed, unless otherwise agreed upon in writing. Prices are exclusive of any applicable taxes, duties, or shipping costs unless otherwise specified.
• Payment Terms: Payment will be made according to the payment schedule outlined in the  payment term (e.g., 30days after receipt of invoice), unless otherwise agreed. All payments will be made via ACH to the account specified by the Seller.

3. Delivery and Installation

• Delivery: Seller agrees to deliver the IT goods and/or services to the Buyer at the address specified in the PO by the agreed-upon delivery date.
• Installation: If the PO includes installation or configuration services, the Seller will complete installation on-site or remotely, as per the agreed specifications.
• Shipping/Handling: Delivery charges, including shipping, packaging, and handling, will be borne by the Seller unless otherwise stated.

4. Intellectual Property and Ownership

• Ownership: The Buyer retains ownership of any intellectual property, data, or content provided by the Buyer to the Seller. Ownership of software or hardware provided under the PO will be transferred to the Buyer upon full payment.
• Third-Party Software: The Seller will ensure that any third-party software or components included in the order are licensed for use and do not infringe on any third-party intellectual property rights.

5. Warranties and Support

• Warranties: The Seller warrants that all products and services are free from defects in material and workmanship. For software, the Seller also warrants that the software will function as per the agreed specifications for the warranty period.
• Support Services: Seller shall provide technical support and troubleshooting services for the goods and services supplied, in accordance with the terms specified in the PO. Support hours and contact details should be made available to the Buyer.

6. Confidentiality

• Both parties agree to keep all confidential information obtained during the course of this agreement, including but not limited to, proprietary software, technical specifications, business plans, and client information, confidential. Confidential information should not be shared with any third parties without written consent from the disclosing party.

7. Security and Data Protection

• The Seller agrees to comply with all applicable data protection and privacy laws in the provision of products and services, particularly regarding the handling of sensitive or personal data. The Seller will take reasonable steps to ensure that any software or hardware does not introduce vulnerabilities or security risks to the Buyer’s systems.

8. Inspection and Acceptance

• Upon delivery of the products or services, the Buyer shall inspect and test them for compliance with the PO specifications. If any defects, non-conformance, or issues are identified, the Buyer has the right to reject the products and request replacements, refunds, or adjustments.

9. Force Majeure

Neither party shall be liable for failure to perform any obligation under this PO due to causes beyond their control, including but not limited to, natural disasters, acts of government, labor disputes, or other unforeseen events.

10. Compliance with Laws

• The Seller agrees to comply with all applicable laws, regulations, and standards, including but not limited to, IT security, export laws, and environmental regulations. Seller must ensure that all products and services comply with international software and hardware standards.

 

 

11. Indemnification

• The Seller agrees to indemnify and hold harmless the Buyer from any claims, damages, losses, or expenses arising from the Seller’s breach of this PO, including any infringement of intellectual property rights, failure to comply with regulations, or issues related to software performance or security.

12. Termination

• Termination for Convenience: The Buyer may terminate this agreement at any time upon  written notice to the Seller. Upon such termination, the Buyer will pay for all goods or services delivered up to the date of termination.
• Termination for Cause: Either party may terminate the agreement immediately if the other party materially breaches any term of this PO, and the breach is not cured within three (3) days of notice.

13. Dispute Resolution

• Any disputes arising out of or relating to this PO shall be resolved through arbitration/mediation. The parties agree that disputes will be resolved under the laws of [jurisdiction], and both agree to bear their own costs in the event of a dispute.

14. Entire Agreement

This PO, along with any appendices, specifications, or additional agreements referenced herein, constitutes the entire agreement between the parties. Any changes or modifications must be made in writing and signed by authorized representatives of both parties.