1. General Provisions
Scope: These Terms and Conditions govern all purchase orders, subcontracts, and service agreements between Land & Sea Operations LLC and its vendors.
Order of Precedence: PO terms > these T&Cs > vendor proposal.
Warranty: Minimum 12 months from acceptance of goods or services.
Payment: Net 30 from invoice receipt, or shorter period where required by applicable California law. Invoices must reference PO number and include itemized supporting documentation.
2. Federal Flow-Down Provisions
Nondiscrimination: Vendor shall comply with 49 CFR Part 26 nondiscrimination assurance requirements.
Buy America: Where applicable to FTA-funded purchases, vendor certifies compliance with Buy America requirements.
Drug & Alcohol: Vendors performing safety-sensitive functions shall maintain compliant drug and alcohol testing programs.
Record Retention: 3 years following contract expiration. Land & Sea, its clients (including transit agencies and FTA), may audit vendor records.
Clean Air & Water: Compliance with the Clean Air Act and Federal Water Pollution Control Act.
3. Insurance & Indemnification
Minimum insurance requirements vary by vendor category (see Insurance Requirements page). Land & Sea Operations LLC and its clients shall be named as Additional Insured on GL and Auto policies. Vendor shall indemnify and hold harmless Land & Sea from claims arising from vendor’s performance.
4. Compliance
Debarment: Vendor certifies it is not debarred, suspended, or declared ineligible by any federal agency.
Confidentiality: Vendor shall protect confidential information consistent with ISO 27001 standards.
Prompt Payment: Land & Sea complies with California Government Code Section 927 and Business and Professions Code Section 7108.5 for construction subcontractors.
Retainage: Land & Sea does not hold retainage unless contractually required. Where held, retainage is released within 30 days of satisfactory completion of the subcontractor’s work scope.
5. Termination & Disputes
Termination for Convenience: 30 days written notice.
Termination for Cause: Written notice with reasonable cure period for material breach.
Dispute Resolution: Negotiation > mediation > binding arbitration. Governing law: State of California.
