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Terms and Conditions of Sale – Products & Services <br />DFS Proprietary and Confidential <br />Rev. February 13, 2020 <br />Page | 1 <br />Dover Fueling Solutions <br />Terms and Conditions of Sale—Products & Services <br />NOTICE: Sale of any Products or Services is expressly conditioned on Buyer’s assent to these <br />Terms and Conditions of Sale. Any acceptance of Seller’s offer is expressly limited to acceptance <br />of these Terms and Conditions of Sale and Seller expressly objects to any additional or different <br />terms proposed by Buyer. No facility entry form or purchase order will modify these Terms and <br />Conditions of Sale even if signed by Seller’s representative. Any Purchase Order to perform work <br />and Seller's performance of work will constitute Buyer’s assent to these Terms and Conditions of <br />Sale. Unless otherwise specified in the quotation, Seller’s quotation will expire 30 days from its date <br />and may be modified or withdrawn by Seller before receipt of Buyer’s conforming acceptance. <br />Moreover, these Terms prevail over any of Buyer's general terms and conditions of purchase <br />regardless whether or when Buyer has submitted its Purchase Order or such terms. Fulfillment of <br />Buyer's order does not constitute Seller’s acceptance of any of Buyer's terms and conditions and <br />does not serve to modify or amend these Terms and Conditions of Sale. <br />1.Definitions <br />"Buyer" means the entity to which Seller is providing Products or Services under the Contract. <br />"Contract" means either the contract agreement signed by both parties, order form, or the Purchase Order <br />signed by Buyer and accepted by Seller in writing, for the sale of Products or Services, together with these <br />Terms and Conditions of Sale, Seller’s final quotation, the agreed scope(s) of work, and Seller’s order <br />acknowledgement. Unless expressly provided herein, or otherwise in a written agreement executed by an <br />authorized officer of Seller, these Terms and Conditions of Sale will take precedence over any other <br />documents included in the Contract. <br />“Contract Price” means the agreed price stated in the Contract for the sale of Products and Services, <br />including adjustments (if any) in accordance with the Contract. <br />“End User License Addendum” means, the End User License Addendum attached to the Contract. <br />“Hazardous Materials” means any toxic or hazardous substance, hazardous material, dangerous or <br />hazardous waste, dangerous good, radioactive material, petroleum or petroleum-derived products or by- <br />products, or any other chemical, substance, material or emission, that is regulated, listed or controlled <br />pursuant to any national, state, provincial, or local law, statute, ordinance, directive, regulation or other legal <br />requirement of the United States (“U.S.”) or the country of the Site. <br />“Insolvent/Bankrupt” means that a party is insolvent, makes an assignment for the benefit of its creditors, <br />has a receiver or trustee appointed for it or any of its assets, or files or has filed against it a proceeding <br />under any bankruptcy, insolvency dissolution or liquidation laws. <br />“Ongoing Services” means Services subscribed to and performed over an agreed period of time as set forth <br />in a separate maintenance contract, Purchase Order or statement of work. For the avoidance of doubt, <br />Ongoing Service does not include basic commissioning or warranty services included with the list price of <br />products. <br />“Products” means the equipment, parts, materials, supplies, Software, and other goods Seller has agreed <br />to supply to Buyer under the Contract. <br />“Purchase Order” means a written order for Products or Services issued by the Buyer pursuant to these <br />Terms and Conditions of Sale. <br />"Seller" means the entity providing Products or performing Services under the Contract. <br />“Service Applications and Tools” means any services and/or applications created by Seller and used by <br />Buyer to help with the associated Services to install, maintain and repair the Products. <br />“Services” means the services Seller has agreed to perform for Buyer under the Contract. <br />“Services Addendum” means the Services Addendum attached to the Contract. <br />"Site" means the premises where Products are used or Services are performed, not including Seller’s <br />premises from which it performs Services. <br />Terms and Conditions of Sale – Products & Services