Common use of Governing Terms and Conditions Clause in Contracts

Governing Terms and Conditions. The terms and conditions set forth in this Contract shall constitute the sole and exclusive agreement between Owner and the Contractor and this Contract shall supersede all prior agreements or commitments, whether oral or written, with respect to the Services and/or Inputs, except express warranties of the Contractor. No representation, inducement, promise, understanding, condition or warranty not set forth herein has been made or relied upon by either party, except express warranties of the Contractor. Acceptance of this Contract is expressly limited to acceptance on the terms and conditions set forth in this Contract. Owner hereby gives notice that it objects to and rejects any terms or conditions contained in any document which has been or may in the future be supplied by the Contractor to Owner which are in addition to, different from, inconsistent with or attempt to vary any of the terms or conditions of this Contract whether such terms or conditions are set forth in the Contractor’s tender, proposal, order acknowledgement, invoice or otherwise. Owner’s acceptance of the Services and/or Inputs shall not be construed as an acceptance of any terms or conditions contained in any such document supplied by the Contractor to Owner. If this Contract is deemed to be an acceptance of a prior offer by the Contractor, such acceptance is conditional on the Contractor’s assent to all the terms and conditions set forth in this Contract. No agreement or understanding modifying the terms of this Contract shall be binding on Owner or the Contractor unless made in writing and signed on behalf of Owner and the Contractor.