Suppliers: Terms and Conditions

Quality Coils, Inc. Terms and Conditions for Suppliers
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16.) NONSEGREGATED FACILITIES. This is a notice to prospective subcontractors of requirements for certification of nonsegregated facilities. Unless subcontractor is exempt from the provisions of the Equal Employment opportunities clause set forth above if the subcontractor exceeds 10,000.00. Seller agrees that it will not maintain any segregated facilities at any of its establishments and that Seller will complete a certification to that effect as required by the May 9, 1987 Order of the Secretary of Labor.

17.) REMEMDIES. The remedies reserved in each order shall be cumulative and additional to any other or further remedies provided in law or equity.

18.) INCONSISTENCIES. In the event the printed conditions hereof are inconsistent with the typed, stamped and/or written provisions, the face hereof written, stamped and/or typed provisions shall govern.

19.) ASSIGNMENT. Seller shall not assign the order without the prior written consent of Buyers authorized representative.

20.) CONFIDENTIALITY. Except as otherwise specifically agreed, all information disclosed by QCI to Seller shall be in confidence. Seller shall take all reasonable precautions to prevent any such information from being divulged to third persons not employed by or associated with Seller including having recipient acknowledge the confidential status of such information and agreeing to like restrictions on divulging such information. This obligation of confidence shall survive termination of the Agreement and will continue for three (3) years thereafter information presently in the public domain of which becomes so, except as a result of the fault of Seller, or information which both QCI and Seller agree in writing may be discloses, shall not be considered confidential.

21.) TAXES. Except as may be otherwise provided on the face hereof, the Purchase Order price includes all applicable Federal, State and Local taxes currently in effect.

22.) GRATUITIES. It shall be deemed a default subject to possible termination under paragraph 9 if is found that gratuities in the form of entertainment, gifts, or otherwise were offered or given by the Seller to any officer or employee of QCI with respect to the awarding , amending or the making of any determinations with respect to the performing of such contract.

23.) OCCUMPATIONAL SAFETY & HEALTH ACT. In addition to any other representations or warranties herein made and set forth and not in limitaion thereof, the Seller hereby certifies that at the time of delivery the products supplies and or equipment delivered to the Buyer hereunder are free from unsafe and harmful conditions and comply with all applicable Federal, State and Local safety and health laws.

24.) CONTRACT DISPUTES. Should any dispute occur between the parties arising out of or related to this Agreement or their rights and responsibilities to each other, the matter should be settled and determined by arbitration under the then current rules of the American Arbitration Association. The decision and award of the arbitrator shall be final and binding and the award so rendered may be entered in any court having jurisdiction thereof. The arbitration shall be held and the award shall be deemed to in the city wherein the office issuing the order is located.

25.) All of the above are subject to State of Connecticut Statues in effect on the date of the Purchase Order.

26.) Quality System Requirements: The Quality Coils, Inc. Supplier Quality Assurance Manual is applicable to all purchase orders placed by QCI.

(Document # QCITC2002-1)