EdÛcare Purchase Order Terms & Conditions

Governing Agreement

This Purchase Order ("PO") is subject to and governed by the terms and conditions outlined in the Master Services Agreement ("MSA") available at https://www.Educaire.com/terms/msa-vendor/. In the event of any conflict between the terms of this PO and the MSA, the terms of the MSA shall prevail.

Acceptance of Purchase Order

By accepting this PO, the Supplier agrees to be bound by the terms and conditions of the MSA referenced above. Acceptance can be communicated through written confirmation, electronic acknowledgment, or by commencing performance of the services or delivery of goods as specified in this PO.

Incorporation of MSA Terms

All terms, conditions, and provisions of the MSA are hereby incorporated by reference into this PO. The Supplier acknowledges having read, understood, and agreed to abide by the MSA in its entirety.

Modification and Amendments

Any modifications or amendments to this PO must be made in writing and signed by authorized representatives of both parties. Such modifications shall be subject to the terms of the MSA.

Entire Agreement

This PO, together with the MSA, constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior agreements, understandings, and communications, whether written or oral.

Confidentiality

The Supplier agrees to maintain the confidentiality of all proprietary information disclosed pursuant to this PO and the MSA, in accordance with the confidentiality provisions set forth in the MSA.

Termination

Termination of this PO shall be governed by the termination provisions outlined in the MSA. Upon termination, the Supplier shall cease all work and deliver any completed or partially completed goods or services as specified in the PO.

Governing Law and Jurisdiction

This PO shall be governed by and construed in accordance with the laws specified in the MSA. Any disputes arising out of or relating to this PO shall be subject to the exclusive jurisdiction of the courts as designated in the MSA.

Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations under this PO due to causes beyond its reasonable control, as defined in the MSA.

Notices

All notices related to this PO shall be in accordance with the notice provisions set forth in the MSA.

Invoicing

All invoicing procedures, payment terms, and related financial arrangements shall be governed by the terms and conditions specified in the MSA. The Supplier agrees to adhere to the invoicing requirements, schedules, and documentation as outlined in the MSA to ensure timely and accurate payment processing.