Terms and Conditions: PO 1120018201, 03/28/2017
1. Submit your invoice as soon as possible. Invoices received later than 45 days after work has been completed will not be paid, unless a written
request for extension received within the 45-day period with an explanation of the reason for billing delay. Said extension is subject to Company
2. Address invoices to the BILL TO address on the face of this Purchase Order. If the face of this Purchase Order describes our Client being
tax-free, address your invoice to the Client c/o Company (as per BILL TO address).
3. Your invoice should include Purchase Order number and the Project number displayed on the face of this Purchase Order. If you submit hard
copy invoices, sign and date the face of this Purchase Order and staple this Purchase Order on top of your invoice in the upper left corner. If you
have been requested to submit your invoices electronically, every invoice and its backup (if applicable) should be forwarded as a separate PDF
to the address as instructed in 2 above. Invoice needs to be the first page of the PDF.
4. Authorization to exceed the amount shown on this Purchase Order must be granted prior to your incurring the expense in writing by Company
via a Change Order.
5. Show all overtime or special service charges as individual items, including purchased props and disposition of the same.
6. Show all shipping charges as separate items and provide waybills and/or shipping lists giving destinations. If the invoice or our Purchase Order
does not specify quantity shipped to each destination, please be sure it is shown on the waybills or on a shipping list. We must be able to
calculate the value of materials shipped to tax jurisdictions outside New York, NY. All invoices must be accompanied by backup showing value
of the material shipped, by state. In addition, New York and Ohio must be listed by counties.
7. Attach copies of hotel bills, other paid bills, vouchers, cancelled checks, etc., to cover all approved out-of-pocket expenses for which you are
seeking reimbursement. For cab fares, etc., for which bills are unobtainable, please attach your own company expense vouchers or petty cash
vouchers. Note: Please retain originals of all such materials furnished to us.
8. Where models or materials are used for which a release is necessary, be sure to attach copies of the release(s).
9. If it is appropriate, attach the following to your invoice:
a. Samples of any printed matter, or proofs of plates or typography
b. Photostats, copy prints or instant photo prints of artwork, lettering, etc.
10. Do not combine charges against more than one Purchase Order on a single invoice.
11. Send a monthly statement listing all invoices past due for payment. This statement should include your invoice date, number and amount,
Company Purchase Order number, client, and project number. Address inquiries to: email@example.com.
12. This order is subject to the condition and warranty that goods delivered pursuant to this order will be produced in compliance with all federal,
state and local laws, including but not limited to The Fair Labor Standards Act of 1938, as amended.
13. Unless the front of this Purchase Order explicitly states that this is a "license", you hereby sell and assign to the client named on the front of this
Purchase Order (Client) all materials and works furnished pursuant to this Purchase Order including but not limited to all artwork and music, and
all rights therein, including but not limited to the worldwide copyright therein. You represent and warrant that you have full power to make the
foregoing assignment of license and you promise to indemnify, defend, and hold harmless Company and Client from and against any and all
claims, liabilities and costs (including reasonable attorneys' fees) relating to this Purchase Order, the material delivered pursuant hereto, and the
rights and duties herein provided. To the extent that the materials and works furnished pursuant to this Purchase Order may be considered
works made for hire under the United States Copyright Law, they shall so be deemed, with Client, the Employer for Hire, and you, as Employee
14. You agree to keep such books and records as shall readily disclose the basis for any charges, ordinary or customary, billed to Company and/or
Client under this Purchase Order and shall make them available for examination and audit by Company and/or Client who shall have the right to
audit the books and records relating all such charges, and upon request of Company and/or Client, you shall make all such books and records
available for examination. If, upon such audit, Client shall determine that your charges exceed the amounts properly chargeable to Company
and/or Client, as the case may be, you shall promptly refund to Company and/Client, as appropriate, the amount of such overcharges.
15. You understand and hereby agree that all information, data and other materials with which you are supplied and/or which you prepare in
connection with Clients' advertising, marketing and promotion hereunder, or otherwise on behalf of Company and/or Client, are strictly
confidential, and you hereby agree not to disclose, reveal or otherwise communicate any such information, data or materials to any third party
whatsoever. If you need to utilize a third party to assist in providing services materials hereunder, you hereby agree to first obtain Company's
written permission and include the foregoing confidentiality clause in your agreement with such third party.
16. In the event of a conflict between the provisions of this Purchase Order and the Production Contract or Music Purchase Agreement
corresponding to this Purchase Order, the provisions of the Production Contract or Music Purchase Agreement shall control.
17. Where Client-Approved Blanket Orders exist between you (Supplier) and the Client, you must provide Blanket Order pricing at the
pre-negotiated rates established with Client.
18. CSR Policy: All Suppliers are required to comply with the WPP Code of Business Conduct & Corporate Social Responsibility policy as it relates
to the sale of goods and/or services sold with this Purchase Order. The complete details of this policy can be found at this web site: