Purchase Order Terms and Conditions Template

These Purchase Order Terms and Conditions (“Terms”) apply to all purchase orders (“POs”) issued by [Buyer Company Name] (“Buyer”) to suppliers (“Seller”) for the purchase of goods and/or services. By accepting a PO, the Seller agrees to comply with the following Terms.

1. Acceptance of Order

• A PO constitutes Buyer’s offer to purchase goods/services subject to these Terms.

• Acceptance occurs upon Seller’s acknowledgment, commencement of performance, or shipment of goods.

2. Price and Payment

• Prices stated in the PO are firm and not subject to increase without Buyer’s written consent.

• Payment shall be made within [X] days of receipt of invoice and acceptance of goods/services.

• Buyer may offset amounts owed against any claims.

3. Delivery and Shipping

• Delivery must be made in accordance with the schedule in the PO.

• Risk of loss passes to Buyer only upon delivery and acceptance.

• Late deliveries may result in penalties or termination.

4. Inspection and Rejection

• Buyer reserves the right to inspect goods upon delivery.

• Non-conforming goods may be rejected and returned at Seller’s expense.

• Payment does not constitute acceptance.

5. Warranties

The Seller warrants that:

• Goods are free from defects in materials and workmanship.

• Goods conform to specifications in the PO.

• Services will be performed with reasonable skill and care.

• Goods/services comply with applicable laws and regulations.

6. Confidentiality

Seller shall not disclose Buyer’s proprietary or confidential information without prior written consent.

7. Indemnification

Seller agrees to indemnify and hold Buyer harmless from claims, damages, or liabilities arising from defects, negligence, or non-compliance.

8. Intellectual Property

Any intellectual property created under the PO shall belong to the Buyer unless otherwise agreed in writing.

9. Termination

• Buyer may terminate the PO, in whole or in part, for convenience with [X days] notice.

• Buyer may terminate immediately for Seller’s breach, insolvency, or failure to deliver.

10. Compliance with Laws

Seller shall comply with all applicable laws, including labor, safety, environmental, and trade regulations.

11. Governing Law

These Terms shall be governed by and construed under the laws of [State/Country].

12. Entire Agreement

The PO and these Terms constitute the entire agreement between Buyer and Seller and supersede all prior discussions.

Signatures (Optional if included with PO)

Buyer: ____________________________ Date: _________
Name/Title: _______________________________________

Seller: ____________________________ Date: _________
Name/Title: _______________________________________