BASIS OF THE CONTRACT Clause Samples

BASIS OF THE CONTRACT. 2.1 Any quotation provided by the Vendor shall not constitute a contractual offer, and a Contract shall only be formed on acceptance by the Vendor of the Customer’s order. 2.2 These terms and conditions shall apply to all contracts for the provision of goods and/or services by the Vendor to the Customer to the exclusion of all other terms and conditions including any terms and conditions which the Customer may purport to apply under any order or other document. In the case of any conflict or ambiguity been made until such instrument has been honoured on presentation for payment.

BASIS OF THE CONTRACT. The following documents shall become part of the contract in the order of priority below: - UFZ´s order letter including the special terms, - The contractual agreements: § 1 - § 12, - UFZ´s general conditions of purchase (Version date May2022) and in addition the "General conditions concerning contracts for supplies and services" (VOL Part B) in the respective version at the time of conclusion of the contract shall apply. Other terms, in particular the Contractor´s general terms and conditions of business shall not become part of the contract.

BASIS OF THE CONTRACT. 2.1. The Hire shall only be deemed to be accepted when Dartington Trust issues written acceptance of the Booking Form and payment at which point and on which date the Contract shall come into existence. 2.2. The Contract constitutes the entire agreement between the parties. The Customer acknowledges that it has not relied on any statement, promise or representation made or given by or on behalf of Dartington Trust which is not set out in the Contract. 2.3. Any samples, drawings, descriptive matter or advertising issued by Dartington Trust, and any descriptions or illustrations contained in Dartington Trust’s catalogues or brochures, are issued or published for the sole purpose of giving as approximate idea of the Service described in them. They shall not form part of the Contract or have any contractual force. 2.4. These Conditions apply to the Contract to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by trade, custom, practice or course dealing.

BASIS OF THE CONTRACT. 2.1. The use of the Platform by a Vendor for the sale of Products / services shall be subject to these Conditions, which shall govern all Contracts to the exclusion of any other terms and conditions contained or referred to in any documentation submitted by the Vendor or in correspondence or elsewhere or implied by trade custom practice or course of dealing. 2.2. No variation to these Conditions shall be binding unless agreed in writing between the authorised representatives of the Vendor and ▇▇▇▇▇.▇▇. 2.3. Any typographical clerical or other error or omission in any acceptance, invoice or other document on the part of ▇▇▇▇▇.▇▇ shall be subject to correction without any liability on the part of ▇▇▇▇▇.▇▇. 2.4. Upon Vendor’s discovery that any requirement or provision of a Contract may conflict with any oth- er requirement or provision, it is Vendor’s responsibility to give ▇▇▇▇▇.▇▇ written notice of such al- leged conflict for resolution by ▇▇▇▇▇.▇▇ in ▇▇▇▇▇.▇▇’s sole discretion. If Vendor proceeds without notification to ▇▇▇▇▇.▇▇ for resolution of such conflict, then all costs incurred in correcting Vendor’s erroneous interpretation shall be for Vendor’s account.

BASIS OF THE CONTRACT. 6.1. In consideration of the Supplier’s performance of its obligations under the Contract the Authority shall pay the Supplier the Price in accordance with clause 8.1. 6.2. The terms and conditions contained in the Contract apply to the exclusion of any other terms and conditions the Supplier seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.

BASIS OF THE CONTRACT. 2.1 The Customer’s signature of the Agreement constitutes an offer by the Customer to purchase Equipment and/or the Services in accordance with these Conditions. 2.2 The Agreement shall only be deemed to be accepted when the Supplier issues written acceptance of the Agreement at which point and on which date the Contract shall come into existence ("Commencement Date"). 2.3 The Contract constitutes the entire agreement between the parties. The Customer acknowledges that it has not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of the Supplier which is not set out in the Contract. 2.4 Any samples, drawings, descriptive matter or advertising issued by the Supplier and any descriptions of the Equipment or illustrations or descriptions of the Subscription Services contained in the Supplier's catalogues or brochures are issued or published for the sole purpose of giving an approximate idea of the Subscription Services and/or Equipment described in them. They shall not form part of the Contract or have any contractual force. 2.5 These Conditions apply to the Contract to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing. 2.6 Any quotation given by the Supplier shall not constitute an offer, and is only valid for a period of 7 Business Days from its date of issue. 2.7 All of these Conditions shall apply to the supply of both Equipment and the Services except where application to one or the other is specified. 3.1 The Supplier shall provide the Subscription Services to the Customer in accordance with the Subscription Service Specification in all material respects. 3.2 Subject to the Customer purchasing the User Subscriptions in accordance with the terms of the Contract, the Supplier hereby grants to the Customer a non-exclusive, non- transferable right, without the right to grant sub-licences, to permit the Authorised Users to use the Subscription Services during the Subscription Term solely for the Customer's internal business operations. 3.3 Subject to clause 3.4 and clause 3.5, the Customer may, from time to time during the Contract, purchase additional User Subscriptions in excess of the number set out in Schedule 2. The Supplier shall grant Additional Users access to the Subscription Services in accordance with the provisions of this agreement. Any additional authorised user licences will be quoted at the t...

BASIS OF THE CONTRACT. The following shall form an integral part of this Fee Contract in the order set out below • this Fee Contract, • the tender documents from the award procedure “Framework Agreement icommit Experts’ Committee”, • the Consent Form to the Terms and Conditions and confirmation of the accuracy of the in- formation provided, • the Allgemeine Vertragsbedingungen für die Ausführung von Leistungen, VOL/B (General Conditions of Contract for the Execution of Services) in the version applicable at the time of conclusion of the framework agreement.

BASIS OF THE CONTRACT. The following form an integral part of this master contract: the insurance policy, the General Policy Conditions (GPC) below and the annexes, specifically the provisions of the Federal Act on Insurance Contracts (VVG/LCA), the Federal Act on the Supervision of Insurance Companies (VAG/LSA) and the Ordinance on the Supervision of Private Insurance Companies (AVO/OS).

BASIS OF THE CONTRACT. The contractual documents of this agreement apply in the following order of precedence: I. The negotiating protocol for supplier services, together with the corresponding written order. II. The performance specifications, along with all and any additions, plans, drawings and samples, etc. III. These contractual terms and conditions applying to supplier IV. The contractual terms and conditions agreed to between the ▇▇▇▇▇▇▇▇ & ▇▇▇▇▇ Company (hereinafter “R&M”) and its client (hereinafter “the end customer”) in accordance with sect. 2 of the negotiating protocol, insofar as this affects the contract between R&M and the supplier. V. All applicable technical specifications and recognised industrial standards, in their corresponding latest versions. Unless explicitly agreed, the supplier’s general terms and conditions of business, delivery, sale and payment shall not become a binding part of the contract. The same shall apply to all and any reservations, assumptions and restrictions, etc. that the supplier might express prior to negotiations which shall only form part of the contract if the parties have expressly agreed upon such an inclusion.