Lo Que Se Pide En CSR

VENDOR: SHIP TO:

PO-REVISION/DATE TERMS F.O.B. SHIP VIA REQ. NO. REQUISITIONER

BUYER JOB#/ATTN: ACCOUNT

ITEM QUANTITY UNIT Hill PHOENIX NO. DESCRIPTION PRICE PER

DATE REQUIRED

AT DESTINATION

BF - BOARD FEET

BX - BOXES

CS - CASE

DR - DRUM

DZ - DOZEN

EA - EACH

GA - GALLONS

GR - GROSS

IN - INCH

LB - POUND

LF - LINEAL FEET

OZ - OUNCE

PT - PINT

QT - QUART

RL - ROLL

SF - SQUARE FEET

UNIT

CODES FEDERAL I.D. #

58-2128804

Hill PHOENIX

ACKNOWLEDGE RECEIPT IMMEDIATELY AND ADVISE SHIPPING DATE

MANAGER OF CORPORATE PURCHASES

SUBJECT TO TERMS AND CONDITIONS

VENDOR

REV.

LEVEL

275231

THERMO-DISC, INCORPORATED

20078

6/03/13

1320 SOUTH MAIN STREET

MANSFIELD OH 44907

01 / 6-04-13 NET 30 DAYS BEST WAY

SALLIEGORE WKLY REVIEW 6/3 1400 NON-TAX

HILL PHOENIX

1925 RUFFIN MILL ROAD

COLONIAL HEIGHTS VA 23834

02

001 1000 EA P066697G 1 TSTAT,DISC,OPEN ON R,55D,3/8

TYPE 37T31,STYLE 31714

HTS Code: 8418.91.0000

PLEASE CONFIRM PRICE AND DELIVERY VIA EMAIL TO

SALLIE.GORE@HILLPHOENIX.COM AND

PURCHASEORDERCONFIRMATIONS@HILLPHOENIX.COM

THANKS!

PO VALUE

7/26/13 5.3940

5,394.0000

POEMAILFAX.399193.SALLIEGOR

1925 Ruffin Mill Road Colonial Heights, VA 23834

Phone: (804) 526-4455

POV2 (REV 02/2012)

TERMS AND CONDITIONS

All purchase orders (the "Agreement") issued by Hill PHOENIX, Inc., and any

division or operation adopting these terms and conditions on the face of the

purchase order, are made expressly subject to these additional terms and

conditions:

1. Specifications. All specifications, drawings and data submitted to Seller by Buyer in connection with this Agreement are hereby incorporated herein and made a part hereof.

2. Confidentiality. Each party acknowledges that its respective performance of its obligations hereunder may require that it have access to confidential business and proprietary information of the other. Each party

agrees on behalf of itself and its officers, directors, employees and agents to use its/their best efforts to prevent either duplication or disclosure of data, plans, specifications, formulae, drawing or

any other information whether business or technical, of a confidential nature, which has been furnished directly or indirectly, in writing or otherwise to the other.

"Confidential information" shall include such information as would be apparent to a reasonable person, familiar with the disclosing party's business and the industry in which it operates, that

such information is of a confidential or proprietary nature and that maintenance of its confidentiality would likely be of commercial value to the disclosing party.

"Confidential information" shall not include information that is in the public domain prior to its disclosure, becomes part of the public domain through no wrongful act of the receiving party, was

in the lawful possession of the receiving party prior to its disclosure to the receiving party or was independently developed by the receiving party.

3. Warranty. Seller warrants to Buyer, Buyer's customers and users of the products manufactured by Buyer incorporating the goods herein described, that:

(a) It has good title to any and all goods supplied hereunder, and said goods will be free and clear of any and all liens and encumbrances.

(b) Any and all goods supplied hereunder will be of merchantable quality.

(c) Any and all goods supplied hereunder shall be fit for the particular use intended, free from defects, whether patent or latent, in material and workmanship, and shall conform to all

contract specifications and requirements.

(d) Seller shall, in the performance of its obligations hereunder, comply with all, and shall not violate any, applicable federal, state, and local laws and governmental regulations and

orders.

(e) The foregoing warranties shall survive acceptance of the goods by Buyer and shall be in addition to any warranties of additional scope given to Buyer by Seller.

4. Titles and Risk Title to the goods and risk of loss thereof, or damage thereto, shall pass to Buyer upon delivery to Buyer. Buyer subject to its right of inspection and rejection shall receive all goods. Buyer shall

be allowed a reasonable period of time to inspect the goods and to notify Seller of any non-conformance with the terms and conditions of this Agreement. Buyer may reject any goods, which do

not conform to the terms and conditions of this order. Goods so rejected may be returned to Seller or held by Buyer for pickup by Seller, all at Seller's expense.

5. Transportation. No charge will be made to Buyer for storage or packing unless specified. Carrier and route used must result in lowest rate possible consistent with service rendered except when otherwise specified

by Buyer, and penalties or increased charges due to failure to do so will be charged to Seller. Shipping instructions, if any, are made part of the Supplier Agreement.

6. Indemnification. Seller shall defend, indemnify and save harmless Buyer, its officers, directors, successors, assigns, employees, agents, customers and users of its products incorporating the goods herein, of and from

any claim, loss, damage or expense (including reasonable attorney's fees), including any incidental or consequential damages, directly or indirectly arising out of

(a) Any infringement or claim of infringement of any letters patent or trade secrets by reason of the use or sale of goods purchased hereunder, accepting unpatented staple articles of

commerce and goods manufactured in accordance with Buyer's design;

(b) Injury to persons or property by reason of any defects in the goods, or breach by Seller of any of its warranties, or Seller's failure timely to deliver the goods purchased hereunder;

(ocr) Any noncompliance or violation of law as provided in paragraph 3(d), above.

Seller shall at its own expense, if so requested

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