Standard Terms and Conditions of Quotations and Sales

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These Standard Terms and Conditions of Quotations and Sales and the accompanying quotation, invoice or agreement (collectively, this “Agreement”) comprise the entire agreement between the parties and supersede all prior or contemporaneous understandings, agreements, negotiations, representations and warranties, and communications, both written and oral. This Agreement prevails over any of Buyer’s general terms and conditions of purchase regardless of whether or when Buyer has submitted its purchase order or such terms. Any additional or different terms proposed by Buyer in any purchase order or other document are hereby deemed to be material alterations and notice of rejection to them is hereby given. Any such proposed terms shall be void, and this Agreement shall constitute the complete and exclusive statement of the terms and conditions of the contract between the parties. Neither LECO’s acknowledgment of a purchase order or other document nor LECO’s failure to object to conflicting, different or additional terms and conditions in a purchase order or other document shall be deemed an acceptance of such terms and conditions or a waiver of the provisions of this Agreement.

1. Prices

The prices quoted are those in effect on the date of the quotation and will remain in effect for forty five (45) days from the date of the quote. Prices are Ex-works LECO’s facility or other designated point of shipment. Prices do not include, and Buyer shall pay, all costs and expenses incident to shipment and handling of materials from the point of delivery of the equipment by LECO to carrier at LECO’s facility or other point of shipment, including, without limitation, all transportation, shipping and handling costs, and costs of insurance.

2. Payment

Where LECO extends credit to Buyer, terms of payment shall be net thirty (30) days from the invoice date in U.S. currency. The amount of credit or terms of payment may be changed, or credit withdrawn, at any time by LECO. If the goods or services are delivered or provided in installments, Buyer shall pay separately for each installment. Unless otherwise specifically agreed to in writing, payment by Buyer shall not be contingent on installation of equipment or payment from a third party. Buyer shall also pay any sales, use, excise or similar taxes, duties or levies now or hereafter enacted or imposed by governmental authority on the manufacture, sale, delivery and or use of the goods sold or services provided at the time of issuing LECO a purchase order or provide a valid Buyer’s tax exemption certificate. LECO retains the right to refuse to provide further goods and/or services until payment is received.

3. Title and Delivery

Unless otherwise stated in LECO’s quotation, all shipments of goods shall be delivered F.O.B. origin, and title and liability for loss or damage thereto shall pass to Buyer upon delivery of the goods to a carrier for shipment to Buyer, and any loss or damage thereafter shall not relieve Buyer from any obligation hereunder. Buyer shall be liable for costs of insurance and transportation, taxes and any other expenses incurred or licenses required at destination. Shipping dates are approximate only. LECO shall not be liable for any loss or expense, whether by way of contract or tort (consequential or otherwise), incurred by Buyer for failure to meet any specified estimated delivery schedule because of unavoidable production or other delays. As collateral security for the payment of the purchase price of the goods, Buyer hereby grants to LECO a lien on and security interest in and to all of the right, title and interest of Buyer in, to and under the goods, wherever located, and whether now existing or hereafter arising or acquired from time to time, and in all accessions thereto and replacements or modifications thereof, as well as all proceeds (including insurance proceeds) of the foregoing.

4. Contingencies and Force Majeure

LECO shall not be liable for any delay in delivery or for non-delivery, in whole or in part, caused by the occurrence of any contingency beyond the control of either LECO or LECO’s suppliers, including, but not limited to, war (whether an actual declaration thereof is made or not), sabotage, insurrection, riot or other act of civil disobedience, act of a public enemy, failure or delay in transportation, act of any government or any agency or subdivision thereof, judicial action, labor dispute, accident, fire, explosion, flood, storm or other act of God, shortage of labor, fuel, raw material or machinery or technical failure where LECO has exercised ordinary care in the prevention thereof. LECO may allocate production and deliveries among LECO’s customers at its discretion.

5. Limited Warranty

Instruments and equipment manufactured by LECO are warranted to be free from defects in material and workmanship for a period of thirteen (13) months from the date of shipment or twelve (12) months from installation, whichever is sooner, unless otherwise stated in writing by LECO. If the goods furnished by LECO fail to conform to LECO’s exclusive limited warranty, LECO’s sole and exclusive liability shall be (at LECO’s option), and given reasonable time, to repair, replace or credit Buyer’s account for any such goods returned by Buyer and proved to be defective, as decided by LECO. All returns must be shipped by Buyer prepaid to LECO to the address provided. This obligation does not include labor or travel expense to repair or replace defective parts, nor does it cover failure due to accident, abuse, neglect, alteration, unauthorized repair or misuse per instructions provided by LECO. In no event shall damages for defective goods exceed the purchase price of the goods, and LECO shall not be liable for incidental or consequential damages whatsoever. All replacement parts shall be covered under warranty for a period of thirty (30) days from the date of purchase. Expendable items such as crucibles, combustion tubes, chemicals and items of like nature are not covered by this warranty.

A WARRANTY REGISTRATION MUST BE COMPLETED WITHIN TEN (10) DAYS FROM THE DATE OF INSTALLATION. FAILURE TO PROVIDE A WARRANTY REGISTRATION MAY VOID ALL WARRANTY TERMS OR ALTER THE WARRANTY START DATE TO BEGIN WITH THE DATE OF SHIPMENT OF GOODS. ALL CLAIMS IN REGARDS TO THE GOODS OR PARTS PURCHASED MUST BE MADE WITHIN TEN (10) DAYS AFTER BUYER IS AWARE OF THE FACTS UPON WHICH SUCH CLAIM IS BASED. AUTHORIZATION MUST BE OBTAINED FROM LECO PRIOR TO RETURNING ANY GOODS OR PARTS. WARRANTY IS VOIDED BY FAILURE TO COMPLY WITH ANY OF THESE REQUIREMENTS. CONSUMABLE ITEMS SUCH AS CRUCIBLES, COMBUSTION TUBES, CHEMICALS AND ITEMS OF LIKE NATURE ARE EXCLUDED FROM WARRANTY.

EXCEPT FOR THE WARRANTY SET FORTH ABOVE IN THE FIRST PARAGRAPH OF THIS SECTION 5, LECO MAKES NO WARRANTY WHATSOEVER WITH RESPECT TO INSTRUMENTS, EQUIPMENT OR OTHER GOODS MANUFACTURED BY LECO, INCLUDING ANY WARRANTY OF MERCHANTABILITY, WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE OR WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY, WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE OR OTHERWISE, SAID WARRANTIES BEING EXPRESSLY DISCLAIMED.

Instruments, equipment or other goods not manufactured by LECO but distributed by LECO will be covered to the extent of the warranty provided by the original manufacturer. Warranty information is provided with the Products. Copies of warranties may be requested in writing in advance of any purchase or shipment. Such Products are not covered by the warranty set forth above in the first paragraph of this Section 5. LECO MAKES NO REPRESENTATIONS OR WARRANTIES WHATSOEVER WITH RESPECT TO ANY SUCH PRODUCT, INCLUDING ANY WARRANTY OF MERCHANTABILITY, WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE OR WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY, WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE OR OTHERWISE, SAID WARRANTIES BEING EXPRESSLY DISCLAIMED.

6. Substitutions, Modifications, Replacement and Return

LECO may modify the specifications of goods designed by LECO, and substitute goods manufactured to such modified specifications, provided such goods substantially conform to the contract between the parties. If the goods furnished by LECO fail to conform to LECO’s exclusive limited warranty, LECO’s sole and exclusive liability shall be (at LECO’s option) to repair, replace or credit Buyer’s account for any such goods which are returned by Buyer during the applicable warranty period set forth above or at maximum six (6) months from the sale date for any part not covered under warranty , provided that (i) LECO is promptly notified that such goods failed to conform to the contract, (ii) such goods are returned to LECO, F.O.B. LECO’s plant, and (iii) LECO’s examination of such goods shall disclose to LECO’s satisfaction that such alleged deficiencies actually exist and were not caused by accident, misuse, neglect, alteration, improper installation, unauthorized repair or improper testing. If LECO elects to repair or replace such goods, LECO shall have a reasonable time to make such repairs or replace such goods. Any return by Buyer for credit is at the sole discretion of LECO. A LECO RMA (Return Material Authorization) number must be obtained prior to shipment. A minimum restocking fee of twenty percent (20%) will be assessed on the return of products. All returns must be shipped by Buyer prepaid to LECO to the address provided with the RMA number. BUYER ACKNOWLEDGES AND AGREES THAT THE FOREGOING IS LECO’S ONLY LIABILITY AND BUYER’S EXCLUSIVE REMEDY FOR ANY CLAIM, WHETHER ARISING IN TORT OR CONTRACT, AND IN NO EVENT SHALL LECO BE LIABLE FOR SPECIAL, COLLATERAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES.

7. Limitation of Liability

IN NO EVENT SHALL LECO BE LIABLE TO BUYER OR ANY THIRD PARTY FOR ANY SPECIAL, EXEMPLARY, PUNITIVE, INCIDENTAL, INDIRECT, SPECULATIVE, REMOTE OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, LOST SAVINGS, LOST REVENUES OR DIMINUTION IN VALUE, REGARDLESS OF WHETHER OR NOT LECO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES ARISING FROM OR CONNECTED WITH THE SERVICES, EQUIPMENT, MATERIALS OR ANY GOODS OR SERVICES PROVIDED HEREUNDER, AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. FURTHERMORE, IN NO EVENT SHALL LECO’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE TOTAL OF THE AMOUNTS PAID BY BUYER TO LECO UNDER THE APPLICABLE PURCHASE OR SERVICE AGREEMENT BETWEEN THE PARTIES.

Buyer shall defend, indemnify and hold harmless LECO, its employees and agents from and against all liabilities, claims, damages, losses and expenses for injury to any person or damage to real or tangible personal property which directly or indirectly arises out of breach of any agreement between the parties or the misuse, unsafe, negligent or inappropriate use of any product sold by LECO to Buyer.

8. Confidential Information

LECO’s technical, trade secret, proprietary or similar information contained in plans, drawings, specifications, photographs or other documents, (collectively, “Confidential Information”) disclosed or furnished by LECO to Buyer or its officers, directors, employees or agents, (collectively, Representatives), and all copies thereof, including without limitation any and all materials of any kind containing or embodying any Confidential Information, are the sole and exclusive property of LECO. Disclosure of Confidential Information by LECO to Buyer or its Representatives will not be construed as granting to Buyer or its Representatives expressly or by implication, any right, title or interest of any kind in any Confidential Information. Upon LECO’s request, Buyer will promptly deliver all of the Confidential Information in Buyer’s or its Representatives’ possession or control whether in written, electronically-readable or other form, including without limitation all copies or extracts thereof or based thereon. All Confidential Information will be kept confidential by Buyer and its Representatives and will not be disclosed to any person or entity without LECO’s prior written consent. Buyer and its Representatives will indemnify and hold harmless LECO and its officers, directors, employees and agents for any costs, expenses or losses incurred or suffered by any of them as a result of any breach of this provision.

9. Intellectual Property

All specifications, drawings, schematics, tests, designs, inventions, engineering notices, financial information, technical data, samples, prototypes, models and/or equipment (“Technical Information”) supplied by LECO, directly or indirectly, will remain LECO’s property and will be held in confidence by Buyer. Buyer will not reproduce, use or disclose Technical Information to others without LECO’s prior written consent and will return all Technical Information to LECO upon demand or upon completion by LECO of its obligations under this Agreement. Buyer will disclose Technical Information only to those of its employees that “need to know” and that are contractually bound by confidentiality obligations equivalent to those contained in this Agreement. Buyer agrees that any information that Buyer discloses to LECO related to the design, manufacture, sale or use of the goods sold is disclosed as part of the consideration for this Agreement, that LECO may use such information in any manner and for any purpose, and that Buyer will not assert any claim against LECO by reason of such use. LECO will own all right, title and interest in any idea, invention, concept, discovery, work of authorship, patent, copyright, trademark, trade secret, know-how or other intellectual property developed by LECO or Buyer and related, directly or indirectly, to the goods sold or this Agreement (“Intellectual Property”), whether or not LECO charges for the Intellectual Property. Buyer will assist LECO in perfecting its right, title and interest in the Intellectual Property and will execute and deliver all documents reasonably requested by LECO to perfect, register or enforce the same. The sale by LECO of the goods or services ordered does not grant or convey or confer upon Buyer or Buyer’s customers, or upon anyone claiming under Buyer, a license, express or implied, under any patent rights of LECO covering or relating to any combination, instrument or process in which said item might be or are used.

10. Cancellation

Unless otherwise agreed in writing by LECO, orders for goods or service may not be cancelled by Buyer for any reason. If, in LECO’s judgment, Buyer’s financial condition does not justify the terms of payment specified, LECO may cancel delivery of the goods or services ordered unless Buyer shall immediately pay for any goods or services which have been delivered and pay in advance for all goods or services prior to delivery.

11. Inspection/Testing

Buyer, at its option and expense, may inspect and observe the testing by LECO of the goods purchased for compliance with the LECO’s standard test procedures prior to shipment, which inspection and testing shall be conducted at LECO’s facility at such reasonable time as specified by LECO. Any rejection of the goods must be made promptly prior to shipment. Tests shall be deemed to be satisfactorily completed and the test fully met when the goods meet LECO’s criteria for such procedures.

12. Non-Waiver of Default and Collection Rights

In the event of any default by Buyer, LECO may invoke any remedy provided by law or by the terms herein stated, and may decline to make further shipments. If LECO elects to continue to make shipments, its actions shall not constitute a waiver of any default by Buyer or in any way affect legal remedies for any such default.

13. Applicable Law and Forum

All matters arising out of or relating to this Agreement shall be governed by and construed in accordance with the internal laws of the State of Michigan without giving effect to any choice or conflict of law provision or rule (whether of the State of Michigan or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than those of the State of Michigan. Any legal suit, action or proceeding arising out of or relating to this Agreement shall be instituted in the federal courts of the United States or the courts of the State of Michigan in each case located in the State of Michigan, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action or proceeding. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement.

14. Assignment

This Agreement is binding upon and inures to the benefit of the parties and the successors and assigns of the entire business and goodwill of Buyer, or of that part of the business used in the performance of the goods or services purchased, but shall not be otherwise assignable, without the prior consent of LECO.

15. Legal Compliance

Buyer, at all times, shall comply with all applicable federal, state and local laws and regulations and/or government-wide policy.  Improper disclosure of restricted or protected information could result in fines, penalties, suspensions, debarment or criminal prosecution.  It is the responsibility of the buyer to protect or restrict access to such information requiring protection.  Examples include, but are not limited to, Personal Identifiable Information, (PII), Health Insurance Portability and Accountability Act (HIPPAA), Controlled Unclassified Information, (CUI) and Export Administration Regulations (EAR). Orders for goods and services are for United State s Domestic delivery.  Orders for ultimate destination outside the United States require advance approval.  Export of the products may be subject to export license control by the United States government.  It is Buyer’s responsibility to obtain any licenses which may be required under the applicable laws of the United States including the Export Administration Act and regulations promulgated thereunder.

16. Severability of Terms

If any phrase, clause or provision shall be declared void, the validity of any other provisions shall not be affected thereby.

17. Release of Information

Neither party hereto shall, without the prior written consent of the other party (which will not be unreasonably withheld), publicly announce or otherwise disclose the existence of the terms of this Agreement, or release any publicity regarding this Agreement. This provision shall survive the expiration, termination or cancellation of this Agreement.

Revised October 2019

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Unless LECO Australia Pty Ltd ABN 68 001 805 965 (hereinafter called the Company) agrees in writing to any alteration, the Purchaser’s order is accepted subject to the following conditions which apply to the whole or any executed part of an order.

Download a PDF of these terms and conditions.

1. Cancellation

No cancellation of a purchase order held by the company will be accepted. The purchaser acknowledges that by the issue of their purchase order to the company, they are aware of this clause prohibiting subsequent cancellation of that purchase order.

2. Price and Payment

  1. All prices are net unless stated otherwise. Prices quoted are subject to exchange rate variations. Should exchange rates quoted vary within the validity period of this quotation, the company reserves the right to vary prices accordingly in consultation with the client. Quotation Validity is 30 Days from date of issue unless otherwise stated on first page of Quotation.
  2. Price basis is Ex-Castle Hill NSW AUSTRALIA unless otherwise stated on first page of Quotation. Any additional import duties that may be introduced at the time of importation are additional where applicable.
  3. Payment for invoiced amounts less than AUD 20,000 is to be made in full within thirty (30) days following the date of delivery (unless quoted for a lesser period). A 30% deposit is required on placement of order for orders over AUD 20,000 with the balance owing (70%) payable in full within thirty (30) days following the date of delivery. Until payment in full is received, the possession of the goods remain with the Company.
  4. LECO Australia reserves the right to invoice the purchaser for the goods and apply warehouse storage charges where the client delays the delivery of goods by more than 60 days.
  5. On quotations, Goods and Services Tax (GST), or any other value added taxes is not included and will be additional if applicable unless otherwise stated on first page of Quotation.

3. Customer Export Controls

  1. As a customer of LECO Australia and LECO Corporation your company acknowledges and understands that LECO products are subject to the customs and export control laws for both the United States of America and Australia. In connection with any use, resale, re-export or transport of LECO products outside of Australia, New Zealand, Papua New Guinea and South Pacific Region, your company agrees that it is responsible to comply with applicable US and Australian laws and regulations. As such your company agrees that it shall not sell, assign, re-export or otherwise transfer LECO products to any geographic destinations, intermediary recipients or end users that are embargoed, sanctioned, or otherwise restricted by US or Australian laws and regulations.
  2. Final destination and end user company names for installation of equipment offered must be advised on placement of order to obtain appropriate US Department of Commerce Export Licenses.

4. Delay in Delivery and Force Majeure

  1. Delivery and availability dates are approximate only and may be extended by public holidays or bad weather. The Company will use its best endeavours to maintain these estimates and no liability is accepted for delay from any cause whatsoever. Neither party shall be held liable or responsible to the other party nor be deemed to have defaulted under or breached this contract/Agreement for failure or delay in fulfilling or performing any obligation under this Contract/Agreement when such failure or delay is caused by or results from causes beyond the reasonable control of the affected party, including but not limited to fire, floods, embargoes, war, acts of war, changes of government policies, insurrections, riots, strikes, lockouts or other labour disturbances, pandemics and such other events as are outside the parties’ control; provided, however, that the party so affected shall use reasonable commercial efforts to avoid or remove such causes of non-performance, and shall continue performance hereunder with reasonable dispatch whenever such causes are removed. Either party shall provide the other party with prompt written notice of any delay or failure to perform that occurs by reason of force majeure.
  2. The Company does not accept orders under penalty for late delivery.

5. Warranties

Instruments sold by LECO Australia Pty Ltd are warranted to be free from defects in material and workmanship for a period of twelve months from the date that LECO Australia ships the instrument to the client, or from the date that LECO Australia informs the client the instrument is ready to ship. Any delivery or installation delays caused by the client will not alter the warranty start date. During the warranty period of a new instrument, the Company will repair or replace, free of charge, any part(s) that prove to be defective due to faulty workmanship and materials. This obligation does not include travel expenses to repair or replace defective parts outside a 200km radius from the GPO of the following metropolitan areas, Sydney, Brisbane, Melbourne, Adelaide, Perth, Auckland (New Zealand), nor does it cover failure due to accident, abuse, neglect, misuse or not obtaining instructions for installation, or installed by unqualified personnel. Expendable items such as Crucibles, Combustion Tubes, Ceramics, Chemicals, Glass Ware, Bulbs, Thermocouples and items of like nature are not covered by the Warranty. In no event shall damages for defective goods exceed the purchase price of the goods, and LECO Australia Pty Ltd shall not be liable for incidental or consequential damages whatsoever. The Warranty on Spare Parts and Consumables sold by LECO Australia Pty Ltd is for 90 days only from the date of dispatch from the Company. Equipment not manufactured by LECO is covered to the extent of warranty provided by the original manufacturer and this warranty does not cover any equipment, new or used, purchased from anyone other than LECO Corporation.

The warranty on LECO equipment remains valid only when genuine LECO replacement parts and consumables are employed. Since LECO has no control over the quality and purity of parts not manufactured by LECO, the specifications for accuracy of results using LECO instruments are not guaranteed unless genuine LECO consumables are employed for the operation of LECO instruments. Full warranty details are available on request.

6. Limitation of Liability

  1. The Company and the Purchaser hereby agree that to the extent permitted by law in the event of any loss, damage or claim arising out of a breach of one or more of the consumer warranties and/or the Manufacturers Warranty the liability of the Company is limited to, at the option of the Company, the repair or replacement of the goods or the cost of such repair or replacement or in the case of services, to the supplying of the services again.
  2. Parts and labour for repair or replacement pursuant to sub-clause (a) herein shall be provided by the Company during normal working hours and the Company shall have no liability for the cost of transportation of the goods.
  3. The Purchaser hereby releases the Company from any claim, action or liability for consequential loss or damage to persons or property including, loss of use of the goods or of profits, arising by reason of delay, non-delivery, defective materials or workmanship, negligence or any act matter, conduct or thing done, permitted or omitted by the Company.
  4. The Company accepts no responsibility for loss of or damage to or maintenance of secrecy with respect to any plans, drawings, samples or other materials supplied by the Purchaser to the Company.

7. Installation

(Only Applies to the Sale of Analytical Instruments and not Metallographic Instruments or Hardness Testers)

  1. The quoted price includes installation, start-up and one on-site operator training course for the purchaser’s designated LECO instrument operator(s) (limited to two operators) by a qualified LECO representative, and setting up the purchaser’s main application for the product.
  2. In the case of equipment which the Company undertakes to install, it is the Purchaser’s responsibility to provide the service utilities required, e.g. electric power outlets, drains, water outlets, compressed air lines, etc. If special handling equipment is required such as heavy lift gear for movement of equipment to and/or at the installation site the cost of hiring or using such equipment and any associated charges will be additional for the Purchaser’s account. Installation will be carried out as soon as practicable after delivery and during normal business hours. Unless otherwise mutually agreed the Company’s responsibility to install such equipment may cease if the installation is deferred by the Purchaser for an indefinite period.

8. Goods

Wherever used “Goods” include the items and services quoted and any associated equipment, accessories, parts and tools.

9. Return of Goods

It is a condition of the sale of the goods that the Company is not obliged to accept the return of goods for credit. In those instances where the company has agreed to accept the return of goods for credit, all of the following conditions will apply:

  1. Invoice. Invoice number must be supplied.
  2. Packaging. Where goods were originally supplied in a special Manufacturer’s carton, any return shall be made in that original carton and the goods shall be in their original and unmarked condition, complete with any instruction sheets supplied.
  3. Freight. Outward and inward freight and transport charges are the responsibility of the Purchaser, if not prepaid by the Purchaser, freight will be deducted from the amount of credit.
  4. Goods not returnable. The following cannot be returned for credit under any conditions:
    1. Any merchandise specially made or configured;
    2. Any goods altered or damaged by the Purchaser;
    3. Any goods having an invoice value of twenty dollars or less;
  5. For all Areas goods must be returned within 14 days of date of dispatch in new condition as supplied.
  6. A restocking fee of 15% of the invoice value will be charged.

10. General

  1. If these Conditions of Sale which shall only be varied, modified or rescinded by written agreement (executed by the Company) differ in any respect from the Purchaser’s order, then the purchaser acknowledges and agrees that the Company’s Conditions of Sale shall prevail over the conditions of their purchase order.
  2. If by any reason of any legislation, regulation, government action or other cause beyond the Company’s control any charge import duty or expenditure of any kind which is not at present chargeable or applicable, is imposed becomes payable or applicable, or is incurred upon, to, or in respect of the goods hereby sold, it will be to the Purchaser’s account.

 

 

Revised 2022 March

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  • Goods and services are supplied by LECO subject to the following Conditions of Contract.
  • Any price quoted is subject to alteration at any time up to the time of dispatch of the Customer’s Order.
  • Ownership in goods delivered by us remains vested in us until the entire purchase price shall have been fully paid.
  • Risk shall pass to the Customer upon delivery to his premises in the case of goods delivered by LECO or it’s agent, or upon delivery to the point of dispatch in the case of F.O.B. delivery or upon leaving the LECO warehouse in the case of ex works delivery.
  • The customer shall make payment to LECO within 30 days of the date of statement.  No discount shall be deductible unless agreed to, by LECO, in writing.  Interest may be charged on overdue accounts.
  • Goods shall be examined immediately upon receipt and in the case of damage, the carriers and LECO must be notified within three days of receipt of such damaged goods.  All packing material is to be returned together with the damaged article, prior to any credit or replacement being considered.
  • Our warranty obilgation does not include labour to install replacement parts, nor travel expenses if the repair is made on the customer’s premises.
  • No warranty is given in respect of expendable items such as crucibles, combustion tubes, oscillator tubes, chemicals and items of a consumable nature.
  • Written authorisation must be obtained from LECO before any parts or equipment are returned for warranty repair or replacement.
  • If goods are delivered on an F.O.B. or ex-works basis any claims resulting from loss or damage during transit are to be covered by the Purchaser’s insurance.
  • Consumable products and spare parts over 3 months old will not be accepted for credit.
  • Obsolete product, as determined by LECO Africa, will not be accepted.
  • Any other goods being returned to LECO for credit will only be accepted if these goods are received by LECO in an undamaged condition.
  • A 15% handling charge will apply to all returned goods.

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1. Contract Conclusion

Our deliveries shall be made exclusively subject to the following terms and conditions. We herewith expressly contradict any and all purchasing conditions of the buyer, even if we do not expressly object thereto at the time of the contract conclusion. Our offers shall always be without obligation as far as they are not limited in time. Our General Terms and Conditions for the Sale and Delivery of Services and Goods shall always be an integral part of our quotations in writing. Collateral as well as supplementary or special agreements shall always require our written approval.

2. Delivery Time

The quoted delivery times shall be non-binding, as far as they have not been designated expressly as binding, and shall start with the date of our order confirmation. If we are not in a position to observe the agreed delivery period due to events of force majeure, including war and mobilization, civil unrest, natural disasters, seizures, strikes, lockouts, material shortage, unforeseeable disruptions of production, transport delays, and importing restrictions, the buyer is not entitled to derive any claims or rights from this. In these cases the delivery period shall be reasonably extended. If these events reach a considerable extent we shall have the right to withdraw from the contract without the buyer being entitled to any claims against us. The above shall also be valid if such events occur during an already existing delay.

3. Shipment

Shipment shall be made at the expense of the buyer. Transport routes and means of transport will be selected at our own discretion, provided the buyer does not request a special form of shipment.

4. Transfer Of Risk

The risk of accidental loss and accidental damages of the goods shall be transferred to the buyer when the goods are handed over or, in case of a dispatch sale, to the forwarding agent, freight forwarder, or the person or institution charged with the shipment of the goods. Default of acceptance by the buyer shall be deemed equivalent to delivery or acceptance.

5. Prices

Unless agreed otherwise, our prices are quoted ex works, excluding packaging and insurance costs. Packaging shall not be returned to our company. Any orders with a net value of less than EUR 200 shall be invoiced with a net surcharge of EUR 25 for small quantities.

6. Payment

Notwithstanding the fact that the delivery has already been received or not, our invoices shall be payable without deduction within 30 days from the date of the invoice, unless agreed otherwise. The buyer shall be in default 30 days after the date of the invoice without the receipt of a reminder. The buyer shall not have the right of compensation and retention, unless the respective claim of the buyer has been found to be indisputable or finally determined by court. In the event of default we reserve the right to invoice a default interest in the amount of 8% above the basic interest rate in accordance with § 247 BGB. Should we be notified of a deterioration in the solvency of the buyer at any time before or after delivery, we reserve the right to request securities and, if the buyer fails to comply with our request, to withdraw from the contract. lf instalments were agreed and any instalment is not credited to our account within a period of one week from the date of maturity, the entire remaining amount shall become payable immediately.

7. Return Shipments And Resale

The costs for any possible return shipments shall be borne by the buyer, unless the return shipment was ordered on our behalf. In principle, the delivered goods shall remain at the point of destination designated by the buyer for his use. The respective information shall be taken from the data of the “Export Application Form” filled out by the buyer. The buyer shall not be permitted to resell the delivered goods without the prior approval by LECO Instrumente GmbH. Therefore, we reserve the right to inform higher authorities (BAFA, EU Commission) accordingly, if general expert control regulations are violated.

8. Data Protection

We will only process and use the personal data of our customers in order to prepare statistical evaluations and inform the customer of our products and services. Should the customer not wish this, he may direct his objections any time in writing to our address.

9. Assignment

The buyer shall not be entitled to assign all or any individual claims from the contract to any third person without our consent.

10. Defects, Notification Periods, Limitation Of Liability, Withdrawal

The product description provided by the manufacturer shall be deemed the sole basis for the agreed product quality. Apart from that, public statements, recommendations or advertising shall not be considered a contractual quality of the goods. We must be notified in writing of any complaints due to incomplete or incorrect deliveries as well as due to defects of the delivered goods at the latest within 8 days upon receipt of the shipment at the point of destination. Should the buyer fail to meet this deadline the goods shall be considered accepted, unless the complaint is due to a defect that could not be detected during the inspection. In case of justified defects we shall have the choice between rectification and replacement delivery. Replacement deliveries shall be subject to the same terms and conditions as the original delivery. We will replace defective components free of charge to the extent to which these defects did not occur because the instruments supplied by us were not used in accordance with the purpose for which they were intended. Defective instruments or components must not be removed or returned without our expressive approval in writing. The buyer shall have the right to reduce the sales price if the rectification fails or to withdraw from the contract at his own discretion. After the second unsuccessful attempt the rectification shall be considered a failure if nothing to the contrary results from the nature of the item or the defect or other circumstances in particular. Any claims of the buyer for damages shall be excluded with the exception of damages from injuries to life, limb or health in case we are responsible for the breach of contract and for other damages that may be attributed to an intentional or gross negligent violation of duty on our behalf. A breach of duty by our legal representatives or performing agents shall be equal to a breach of duty on our part. In case of minor contract violations, in particular, in case of minor defects, the buyer shall have no right to withdraw from the contract. Damage claims of the buyer due to defect, unless they are not excluded by the above, shall become invalid after one year following the delivery of the goods. This shall not apply if we can be accused of malice.

11. Warranty Period

Warranty period shall be 12 months.

12. Retention Of Title

Until all claims arising from the business relationship with the buyer have been completely satisfied, all goods supplied shall remain our property. As far as international payments are concerned, the transfer of ownership to the buyer shall not be made until the invoiced amounts have been fully credited to our bank account. As long as our retention of title exists, any resale of the goods shall only be valid within the scope of the buyer’s proper business transactions. In case of a delay of payment, resale may only be effected with our approval. The buyer will assign all receivables arising from the resale of goods to us to secure our claims from the business relationship. To the extent to which this security exceeds 120 % of the sum of our unsettled invoices, we shall be obligated to release the goods on request. We shall remain entitled to collect any assigned receivables until the buyer has completely fulfilled his contractual obligations towards us. The buyer may neither pledge nor assign the delivered goods as a security. He shall be required to inform us immediately by registered letter if seizures by third parties of the goods delivered under proprietary rights or receivables are made or impend. The costs of a legal dispute as a consequence of such pledges or seizures shall be borne by the buyer.

13. Validity

Should any individual provision of the present Terms and Conditions for the Sale and Delivery of Goods be invalid, this shall not affect the validity of the remaining provisions thereof.

14. Place Of Performance And Jurisdiction

Place of performance and jur isdiction shall be Mönchengladbach for both parties. On top of that, we shall have the right to launch legal proceedings against the buyer at any other established place of jurisdiction. The laws of the Federal Republic of Germany shall apply. The provisions of the UN Sales Convention (CISG) shall not apply.

Mönchengladbach, Nov. 2014

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