Purchase Order Terms and Conditions

TUBE SERVICE CO.

PURCHASE ORDER TERMS AND CONDITIONS

1. TERMS OF ORDER. These terms and conditions (which shall include the terms and conditions set forth in the applicable Purchase Order (each, an “Order”)) set forth the entire understanding between the Vendor and Reliance Steel & Aluminum Co. d/b/a TUBE SERVICE CO. (“Purchaser”) and supersede (i) all other prior agreements, written or oral, between the Vendor and Purchaser with respect to the subject matter of this Order (except where the parties have expressly agreed in a separate written agreement, in which case the terms and conditions of that written agreement apply and supersede these standard Purchase Order Terms and Conditions); and (ii) any additional or conflicting terms contained on Vendor's acknowledgment, confirmation, invoice or similar documents

2. REPRESENTATIONS AND WARRANTIES. Vendor represents, warrants and covenants as follows:

(i) the goods (and the manufacture, packaging, storage, handling, transportation and delivery

thereof) supplied:

   a. will comply with all applicable laws, rules, regulations, codes and ordinances of the country(ies)/state(s) of manufacture, country(ies)/state(s) of intended use and country(ies)/state(s) of delivery;

   b. will conform to the specifications, drawings, samples or other descriptions contained in the Order or provided or approved by Purchaser;

   c. be merchantable, of good material and workmanship and free from defects;

   d. if ordered for a specific purpose, will be fit for their intended purpose; and

   e. in the absence of contrary specifications, will be of the highest grade and quality;

      (ii) the services provided will be performed: (a) in a professional and workmanlike manner and (b) in compliance with all applicable laws, rules, regulations, codes and ordinances, and all of Purchaser’s safety and other requirements communicated to Vendor;

      (iii) Vendor will:

   a. follow Purchaser’s Code of Conduct, found at http://www.rsac.com

   b. deliver the goods and perform the services that are the subject of the Order by the delivery and performance dates set forth on the face of the Order;

   c. at its own cost, provide all labor, materials, machinery, equipment, tools, transportation, and other facilities and services needed for the proper execution and completion of the Order, unless otherwise provided on the face of the Order; 

   d. at its own cost, initiate, maintain and supervise all environmental and safety precautions and programs in connection with the services and, if Vendor is performing services on Purchaser’s premises, comply with all of Purchaser’s environmental, health and safety rules, including all safety precautions and programs in connection with the performance of this Order, over persons and property within that portion of Purchaser’s premises where the services are being performed (“Service Location”);

   e. notify Purchaser if any drawings and specifications are at variance with any applicable laws, rules, regulations, codes and ordinances bearing on the performance of the services; in addition at its own cost, obtain and maintain all necessary permits, licenses or other approvals and give all notices legally required to provide the services;

   f. be solely responsible for all methods and procedures of delivering and coordinating all portions of the services, unless otherwise provided on the face of the Order;

   g. be solely responsible for the handling, transportation and disposal of and maintain title and ownership to all materials, substances and chemicals not incorporated into the final goods or finished services that Vendor or any subcontractor brings onto Purchaser’s

premises and any waste generated or resulting from the use thereof. Vendor agrees not to dispose or permit the release of any materials, substances or chemicals (or any waste generated or resulting from the use thereof) on Purchaser’s premises in violation of

any applicable environment law or requirement. Additionally, Vendor agrees to keep the Service Location and other parts of Purchaser’s premises free from accumulations of materials and refuse and, upon completion of the services promptly remove same and all of Vendor’s machinery, tools, and equipment and any unused materials, substances or chemicals and return Purchaser’s premises to their original state;

   h. inspect any Purchaser-supplied equipment, tools, scaffolding and/or other materials (“Purchaser Materials”) and not use any Purchaser Materials unless they are suitable for the intended use and comply with all applicable laws, rules, regulations, codes,

ordinances and orders. Vendor will return all Purchaser Materials to Purchaser in a like condition in which they were borrowed;

   i. to the extent possible, physically separate the Service Location from the remainder of the Purchaser’s premises and warn its subcontractors and its and their respective employees, agents, representatives, guests and visitors of any risks, hazards, or dangers, whether latent or patent (“Dangers”), associated with the Service Location and the rest of the Purchaser’s premises. At least once daily, Vendor will inspect the Service Location for any Dangers and eliminate any Dangers or, to the extent any Dangers cannot be eliminated, advise the Purchaser and warn its employees and visitors of these Dangers; and

   j. remove Vendor employees, representatives and other personnel providing services from Purchaser’s premises upon request of Purchaser;

      (iv) no liens or claims will be filed, maintained or enforced by Vendor or its suppliers or subcontractors for any service performed or materials provided;

      (v) where applicable under this Section 2(v): Vendor shall comply with the requirements of the Fair Labor Standards Act of 1938, as amended, in performing the services hereunder. To the extent applicable to the Vendor’s work for, or on behalf of Purchaser, Vendor also agrees to comply fully with all applicable federal, state, and local laws and regulations concerning nondiscrimination and affirmative action, including those enforced by the U.S. Department of Labor’s Office of Federal Contract Compliance Programs (OFCCP) and/or the U.S. Equal Employment Opportunity Commission (EEOC). As applicable, Vendor agrees to comply with Executive Order 11246, as amended. Purchaser is an equal opportunity employer, and the Order is subject to the rules and regulations imposed upon contractors and subcontractors pursuant to 41 CFR Chapters 60 and 61. Unless this Order is exempt, there is incorporated herein by reference 41 CFR 60-1.4 and 61-250.10. In addition, 29 C.F.R. Part 471, Appendix A to Subpart A is also incorporated herein by reference. This contractor (Purchaser) and subcontractor (Vendor) shall abide by the requirements of 41 CFR 60-300.5 and 60- 741.5(a). These regulations prohibit discrimination against qualified individuals on the basis of protected veteran status or disability, and require affirmative action by covered prime contractors and subcontractors to employ and advance in employment qualified protected veterans and individuals with disabilities.

      (vi) These warranties are in addition to those implied by or available at law to Purchaser and shall exist notwithstanding the acceptance and/or inspection by Purchaser of all or part of the goods or services.

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