a) As used in these General Terms and Conditions of Sale (“Terms”): (a) "Seller" shall mean Prinova US LLC and, as applicable, its Affiliate(s); (b) "Buyer" shall mean the party identified as the party ordering goods or products from Seller and/or, as applicable, its Affiliate(s); (c) "Product" shall mean the goods, products, articles, materials and/or equipment sold by Seller to Buyer; (d) the word "services" shall mean the labor, if any, to be provided by Seller with respect to such goods; and (e) the term "Affiliate" shall mean any firm, corporation, limited liability company, partnership, limited partnership, joint venture, or association which controls, is controlled by, or is under common control with Seller or Buyer, respectively, and shall specifically include any division, subsidiary, and any company or firm in which Buyer or Seller own an interest.
(b) These Terms are the only terms which govern the sale of Products by Seller to Buyer. Notwithstanding anything herein to the contrary, if a written contract signed by both Buyer and Seller is in existence covering the sale of the Products covered hereby, the terms and conditions of such contract shall prevail to the extent they are inconsistent with these Terms.
(c) These Terms and, as applicable, the underlying or referenced Buyer purchase order, Seller purchase order acknowledgment or confirmation (“Sales Confirmation”) and Seller invoice, constitute the entire agreement between Buyer and Seller for the purchase of Products and any related services by Buyer from Seller (collectively, “Agreement”) and supersede all prior or contemporaneous understandings, agreements, negotiations, representations and warranties, both written and oral. These Terms prevail over any of Buyer’s general terms and conditions or purchase regardless whether or when Buyer has submitted its purchase order or such terms. Fulfillment of Buyer’s order does not constitute acceptance of any of Buyer’s terms and conditions and does not serve to modify or amend these Terms.