The Deceptively Simple Purchase Order
If the parties want to use a set of additional terms and conditions, such as which law will govern a breach of the purchase order, the parties can "incorporate" a set of terms and conditions, and attach it as an exhibit to the P.O.
YOUR DOLLAR OR MINE?
Because payment terms vary around the world, the payment terms should be identified in the P.O. In North America, payment is generally due within 30 days from the date the paper is available for shipment. Internationally, where the time period from order to receipt can be eight weeks, the parties should identify a date that starts with the actual delivery of the paper to a common carrier.
Specifying a single language in which all parties can communicate is essential for international orders. Otherwise, both parties must agree on who will bear the costs of translating communications into a common language,
particularly where foreign subcontractors are involved. In general, the party seeking the translation should pay the related costs. This enables that party to control the timeliness and quality of the translation. Moreover, translation costs are not likely to constitute a significant portion of a project's total costs. It's better to reserve one's negotiating power for more important provisions.
THE UCC'S VIEW ON JOHN HANCOCK
Although many companies operate without signed P.O.s,—relying instead on oral communications or e-mail messages—a signed P.O. serves as an enforceable contract. But, the enforceability of electronic signatures differs from state to state.
It's important to remember that while laymen may think of a signature as an incursive image of one's name written by one's own hand, the UCC treats signatures in a more basic fashion. Under the UCC, adopted in most states with slight variations, a signature is a symbol one uses with the intent of authenticating a document. As a result, a signature can be a handwritten name or a numerical code used to identify a specific party. Moreover, an ATM password, a nickname or a fingerprint, also can be legally enforceable signatures.