Terms & Conditions
The Oceanwide Repair LLC (OWR) Terms and Conditions form a part of, and are fully incorporated (as though fully set forth therein) into the Purchase Order(s) from time to time executed and delivered on behalf of OWR to the subcontractor or supplier. Each PO and any referenced attachments are included and incorporated as part of this Agreement and this Agreement and any exhibits attached hereto contain the entire agreement of the parties and supersede all prior negotiations, agreements, and understandings with respect thereto. If a conflict exists between
the OWR Terms and Conditions and the related Purchase Order the Purchase Order shall govern This agreement shall remain in full force and effect unless and until later revised.
Acknowledgement of Purchase Order:
The execution of a Purchase Order by OWR constitutes an offer by OWR to Supplier on the terms and conditions therein stated, as well as the terms and conditions herein. Supplier shall mean each and every subcontractor of any tier or material provider of any products sold or services rendered to OWR. This offer is valid for a period of thirty (30) days from the date thereof unless revoked by OWR prior to acceptance or rejected by Supplier. Supplier’s acceptance of the Purchase Order is limited to the terms and conditions thereof, and the within the terms and conditions, unless OWR expressly agrees to any other or additional proposal or term in writing. Supplier may accept such offer by signing the applicable Purchase Order and returning a signed copy prior to beginning work or by commencement of performance of the work to be done hereunder within the acceptance period or by acceptance of payment hereunder.
Price:
Supplier’s price shall not be higher than that last quoted or charged to OWR unless otherwise specifically agreed in writing by OWR. Discount terms applicable to any applicable Purchase Order are as shown in the schedule. Delays in receiving Supplier’s invoice, and also errors and omissions on invoices shall be grounds for withholding settlement without losing discount privilege. All applicable federal, state and local taxes are included in the Purchase Order unless separately agreed to in writing by OWR.
Invoices:
OWR shall pay Supplier as per the terms of any applicable purchase order, as may be modified in accordance with the terms and conditions herein. No invoices shall be paid by OWR unless the work and/or supplies covered by the invoice have been inspected and accepted as herein provided. Payment terms shall be net 45. Supplier shall place the applicable Purchase Order number on all correspondence, packing slips, invoices and packages pertaining to this Purchase Order. Supplier shall address all correspondence concerning the applicable Purchase Order (except billing invoices) to the attention of OWR’s Purchasing Agent.
Supplier shall forward all invoices in duplicate to the attention of OWR’s Accounts Payable and shall attach transportation receipts to any invoice that included transportation charges. Each invoice shall certify that the goods and services covered thereby were produced in compliance with all applicable requirements of the Fair Labor Standards Act as amended and the regulations and orders of the United States Department of Labor issued thereunder, and the Federal Acquisition Regulations (FAR) as amended (if applicable).
Lien Waiver
IT IS UNDERSTOOD AND AGREED by the parties hereto that OWR is required to waiver and release any and all liens and rights against this vessel/hull upon which work will be performed and for which labor materials will be supplied, and that as an express condition precedent of Supplier being permitted to perform services and provide labor or materials with respect to the vessel/hull, Supplier hereby agrees and representations that:
1. Supplier is undertaking work solely on the basis of OWR’s credit and upon its understanding that it will have no lien, arrest or in rem rights whatsoever against the vessel/hull, and that it will under no circumstances attempt to exercise any such rights, under state, federal or administrative statutory or common law, or in equity against the vessel/hull;
2. Supplier waives any rights that it may have to lien, arrest, or proceed in rem against the vessel/hull under state, federal or administrative statutory or common law or in equity against the vessel/hull; Supplier hereby agrees to fully and forever waive and release any liens, arrests and rights in rem against the vessel/hull which it may have at any time by law, in admiralty and/or equity for any work performed or services supplied hereunder;
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