HOME WHO WE ARE WHAT WE DO CAREERS NEWSROOM STORE MEMBERS First District Association Terms and Conditions 1. Acceptance. Acceptance of this Purchase Order (“PO”) is acceptance of all terms hereof. Shipment of any part of this PO shall constitute acceptance of all terms hereof. No changes or modifications to this PO shall be made. No terms of sales or terms in any PO confirmation shall be binding on First District (“Buyer”). 2. Shipping Requirements. Time is of the essence. Packing slips must be included in all shipments. PO number must be shown on each package, packing slip and invoice, as well as the specific quantity set forth in the PO. Any different quantity is subject to rejection and return at Seller’s expense. Seller shall package goods in accordance with Buyer’s standard packing requirements. 3. Price. The price shall be the price specified on this PO exclusive of any and all fees and charges. If no price is specified, the price applied to this PO shall be the lowest of (a) the last price quoted by Seller, (b) the price last paid by Buyer, or (c) the price last communicated by Buyer. Seller agrees that Buyer is not required to purchase any quantity or output of product other than the quantity specified in any PO, notwithstanding any prior quantity commitment. Filling this PO creates a new contract. Buyer does not agree to pay any charges, fees, duties, charge backs, slotting or other costs, unless agreed upon in writing by Buyer. 4. Payment. Unless otherwise agreed, invoices shall be paid according to the terms specified on the PO. 5. Risk of Loss. Delivery of goods shall be FOB Buyer’s dock, unless otherwise stated on the PO. Seller shall be responsible for the safe and proper loading of goods onto the transportation carrier, and risk of loss or damage to the goods shall transfer to Buyer only upon its receipt of unloaded goods at its dock. Unless otherwise stated in this PO, Seller is responsible for transportation, loading and freight charges and expenses. 6. Applicable Laws. Seller agrees that goods shipped to Buyer under this PO will be produced in compliance with all federal, state and local laws, rules, regulations and ordinances. 7. Specifications. Seller warrants that all the materials, articles and goods covered by this PO will be in accordance with Buyer’s specifications and free from defects, fit for the purpose intended, and merchantable. 8. Insurance. Seller shall obtain and maintain, at its expense, comprehensive general liability insurance including products liability insurance with a combined single limit for bodily injury and property damage of not less than One Million U.S. Dollars ($1,000,000.00) per occurrence and Two Million U.S. Dollars ($2,000,000.00) in the aggregate. 9. Indemnification. Seller shall indemnify, defend and hold harmless, Buyer and its affiliated companies and its respective agents, members, shareholders, officers, directors, employees, and contractors, from and against any and all third-party actions, proceedings, claims, damages, expenses and fees (including attorneys’ fees and costs) arising or connected with this PO, the goods, or any act or omission of Seller. 10. Title. Seller warrants that it has good title to the goods free from liens and encumbrances. 11. Cancellation or Modification. Buyer reserves the right to cancel or modify all or any part of the undelivered portion of this PO. In such event, Buyer shall have no obligation to pay any costs incurred by Seller. 12. Inspection and Acceptance. All goods shall be received subject to Buyer’s right of inspection and rejection. Defective goods or goods not in accordance with Buyer’s specifications will be held at Seller’s risk and if Seller so directs will be returned at Seller’s expense. If inspections reveal that part of the goods are non-compliant or defective, Buyer may elect to cancel the entire PO. Payment prior to inspection shall not constitute acceptance and is without prejudice to any claims that Buyer may have against Seller. 13. Release. By accepting this PO, Supplier releases First District Association from any and all claims, causes of actions or disputes that Supplier has with First District Association arising out of events that transpired prior to filling this PO. 14. Interpretation of Contract. This contract shall be construed according to the laws of the State of Minnesota. No terms included in any invoice, confirmation or terms of sale, or other communication from Seller shall be binding on Buyer. Seller agrees that in any dispute related to this PO, the goods, or with Buyer, that any claim shall be brought exclusively in Minnesota. Seller waives any objection to venue or jurisdiction in Minnesota. This PO may not be assigned without Buyer’s written consent. First District Association is a dairy cooperative that manufactures wholesome dairy products from high quality milk supplied from our family farms located in Minnesota. COMPANY About Us History Board of Directors Products Sustainability RESOURCES Member Access Market Information News Classifieds Careers CONNECT WITH US (320) 693-3236 First District Association 101 S Swift Ave Litchfield, MN 55355 © 2021 First District Association | All Rights Reserved | Privacy Policy | Terms & Conditions | Crafted by 8bitstudio