Purchase Order Terms and Conditions


1. ENTIRE AGREEMENT: This Purchase Order including these general terms and conditions, and any special conditions, specifications,
drawings and other documents attached herewith constitutes the entire agreement between the parties.

2. DEFINITIONS: “GCSC” means to Global Catering Services Corporation, is referred here as the “buyer”.
“Goods” means the materials (perishables, non-perishables and technical items), the articles, supplies, drawings, data and other property
and performances of all specified or required services, including but not limited to design, drawing, manufacturing, packing, loading,
transportation, quality surveillance and testing as required to be supplied by the seller to GCSC in accordance with the Purchase Order and
as describe therein.
“Purchase Order” (“PO”) means the several documents listed in the Purchase Order and constituting the minimum requirements for the
supply of goods, materials or services by the seller.
“Delivery Point” means the location (Crash Gate 1 or GCSC guard house) set under the “Terms of Delivery” in the Purchase Order.
“Delivery Date” means the date indicated by the seller in the Purchase Order or the date agreed upon by GCSC and the seller as indicated
in the PO as the date that the GOODS will be in GCSC’s premises or delivery point. This will also be the reckoning date for purposes of
determining the liquidated penalty.

3. ACKNOWLEDGEMENT AND ACCEPTANCE OF THE PURCHASE ORDER: by signing the acceptance copy of the Purchase Order and returning
the same to GCSC, signifies acceptance of the Purchase Order and of the Terms and Conditions governing the Purchase Order and thereby
entered into and executed the contract for the goods and services stated. The seller may also signify his acceptance of the Purchase Order
by sending email confirmatory of the order to the originating buyer.

4. PRICE AND PAYMENTS: The price of Goods stated in the Purchase Order shall constitute the full compensation to the seller of the goods
and shall include, unless otherwise stated, all costs, fees, and other charges of any kind incurred by the seller related to the goods prior to
delivery of the goods to GCSC at the delivery point (Crash Gate 1 or GCSC guard house). Payment will be made in accordance with the
applicable provisions of the Purchase Order. At no instance that the seller will change the rates agreed on the Purchase Order. Price
increases are subject to a Sixty (60) day noticed with the approval of the GCSC representative.

5. CHANGES: GCSC may make any change in the specifications including additions to, or deletions from, the quantities of the goods originally
ordered. If any such change affects the amount due or the time of performance hereunder, an equitable adjustment shall be made by
GCSC to the amount or to the time of performance by written change order.

6. RELIANCE ON PERIOD OF DELIVERY: This Purchase Order is made in reliance on seller’s quotation or proposal and its representations that
the Goods will be completely delivered and its obligations completely performed on or before the promised delivery date.
7. RISK OF LOSS AND TITLE TO THE GOODS: TITLE TO THE Goods shall vest in GCSC upon delivery on delivery date. The risk of loss to the
Goods shall however pass to GCSC only after the Goods are accepted by GCSC in accordance with item no. 11 below.

8. TERMINATION: GCSC may at any time, at its option, terminate this agreement, in whole or in part, by giving prior written notice of five
(5) days to the seller. In the event of such termination, the amount due under the Purchase Order shall be subject to an equitable
adjustment, provided only that GCSC shall not be required to pay the seller for the goods ordered, but not delivered, which are part of the
seller’s standing stock.

9. DELAY: Failure by the seller to deliver the goods within the time specified in the Purchase Order or within a reasonable period if no time
is specified shall, at the sole option of GCSC, relieve GCSC of its obligations to accept and pay for the goods without any further liability to
pay for such goods to the seller. Where delays in delivery are due to causes beyond the seller’s reasonable control (such as Act of Nature,
act of government, fire, general strike, flood, epidemic, war, riot or civil commotion/unrest), delivery shall be subject to an extension of
the period of time for performance, provided the seller has given GCSC an early notice of delay (at least 3 days on on-going unrest/3 hours
for superficial delay) of its commencement. The extent of any extension to the performance period shall be equal to the time actually lost
by the seller as a result of the delay. The GCSC’s acceptance of seller’s delayed delivery shall not constitute a waiver of any of seller’s
obligations under the Purchase Order.

10. LIQUIDATED DAMAGES: In case the seller fails to deliver any or all the goods within the time period specified in the Purchase Order, GCSC
may without prejudice to any other remedy it may have under the order, deduct from the order value, as liquidated damages, a sum
equivalent to one-tenth of one percent (.1%) of the contract value for each day of delay in delivery subject to a maximum amount of ten
percent (10%) of the order value.

11. INSPECTION, TESTING AND ACCEPTANCE: GCSC authorized representatives shall have the right to inspect and test the goods at any time
during manufacture and prior to shipment and to inspect and test the goods within a reasonable period of time after their arrival at the
place of final acceptance. The final acceptance of the goods shall be given by GCSC only upon satisfactory completion of such final
inspection and testing which GCSC may not be able to perform until the goods have been placed into the service for which they were
purchased. During delivery, the seller must submit the original invoice and/or delivery receipts to which, the article code must at all times
be clearly indicated to match the article codes in the accompanying Purchase Order.

12. WARRANTY: The seller warrants that the goods shall be free from any damages and breakages, defects, faulty in design, material
distortions/cracks, workmanship failures and erroneous titles. It should conform in all respects with the terms of the Purchase Order and
shall be of the best quality if no quality is specified. If any such defects in the goods becomes evident within one year of operation and
GCSC so notifies the seller within a reasonable period of time after the discovery of the defect. The seller shall thereupon promptly correct
the defect at its own expense.

13. EXPIRATIONS: The expiration of items purchase under the agreed price must be on its maximum dates. On every occasion possible, the
seller must inform GCSC the expiration dates of items (particularly breads, muffins wheat products, etc.) the remaining quality life of the
purchased items. There must be no incidence that any items would be delivered with five (5) days or less remaining quality life.

14. ASSIGNMENT: Any assignment of the purchase order or of any rights hereunder, in whole or in part, without the prior consent of GCSC
shall be void.

15. LANGUAGE: All communications and documents relating to the purchase order shall be in English.

16. LAW & ARBITRATION: This PO shall be governed, construed and interpreted in accordance with Philippine laws. Any dispute arising out
of or in any way relating to this Purchase Order or its interpretation or performance shall be referred to arbitration which shall take place
in Manila, Philippines, and shall be settled under the Rules of Arbitration of the of the Philippine Arbitration Act with arbitrators selected
in accordance with the said rules. The award of Arbitration shall be final and binding on both parties and shall be final and binding on both
parties and shall be in lieu of any other remedy. Each party shall bear its own costs.

17. DELIVERY PERSONNEL: Once in the GCSC’s premises, the seller’s delivery personnel are bound to follow the corporate etiquette. Loitering
in the premises is strictly prohibited.

18. NON-DISCLOSURE: Seller agrees that it shall at all times keep in strict confidence and shall not disclose to any party any and all information
relating to the business, operations, financial transactions, procedure pr other practices of GCSC and those of its subsidiaries and
clients/customers which it or any of its personnel may acquire as a result of this PO and other related documents including any information
in relation to this PO.

Notice to seller:

All Terms and conditions are stipulated in the PROCUREMENT SECTION of Global Catering Services Corporation Homepage. To eliminate
misperceptions and deliberations, we advise all suppliers to visit and read all the clauses included therein.


Signature over printed name of Seller/Supplier
or his authorized representative

Date: ______________________

Name of Supplier: ________________________