Any order to purchase goods from The Lee Company and its subsidiaries (collectively, "Lee") will be in accordance with and expressly limited to the terms of this quotation notwithstanding any prior writing, usage of trade, course of dealing, or conflicting terms in the buyer's order to the contrary. Acceptance by buyer of delivery constitutes buyers acceptance of these Terms and Conditions.
Title is to remain with Lee until the full purchase price is paid.
All shipments are F.O.B. Westbrook, CT. All shipments must be completed within one (1) year from the date of order entry with a maximum of four (4) separate shipments. Buyer may request additional shipments which Lee may approve and may be subject to additional charges. For shipments to destinations inside continental United States, the risk of loss or damage to the goods shall be assumed by buyer on and as of the date of shipment. For shipments to destinations outside continental United States, the risk of loss or damage to the goods shall be assumed by buyer upon arrival at the Port of Entry of country of ultimate destination.
4. Modification or Cancellation of Orders
Lee will give consideration to any request of the buyer for modification or cancellation of its order, but the order may not be modified or cancelled without the written consent of Lee. Cancellations may be accepted by Lee upon compensation for work or services in-process, including raw material, components and finished goods. As appropriate, buyer will reimburse Lee for unearned quantity discounts if quantities are reduced. Agreement by Lee to modify an order does not constitute an agreement to change these Terms and Conditions.
5. Changes to Delivery Schedule
Buyer may request changes to a delivery schedule and the request will be evaluated by Lee for feasibility. More than two such requests may result in extra charges.
6. Quantity Variance
On all special items, we reserve the right to ship (and invoice for) from +10% to -5% of the quantity ordered.
7. Terms of Payment
A separate invoice will be issued for each shipment. Production Preparation Charges (PPC), when applicable, will be invoiced at the time the order is entered. Subject to credit approval, all payments are due within 30 days of the invoice date. A discount of 0.5% is allowed for payment received within 10 days of invoice date. If any payment due hereunder is not made on the date that it is payable, in accordance with the terms hereof, buyer agrees to pay all costs of collection, including without limitation, reasonable attorneys' fees and interest of 1.5% per month. The acceptance of late payments does not constitute a waiver of this paragraph on subsequent invoices.
Lee is proud to warrant that all items described in this quotation are free from defect in design, workmanship and materials and that they conform to any applicable specifications, drawings or approved samples. Our products will only operate as well as the systems in which they are installed. We therefore expect the buyers of our products to be responsible for the proper design and fabrication of the systems in which our products are used. To assist our customers, we maintain a staff of sales engineers that can recommend the proper Lee Company products to satisfy a particular system requirement.
Should any Lee Company product not satisfy this warranty, we will promptly repair or replace it within a four (4) year period or the product's published cycle life, whichever is less, without responsibility for indirect, consequential or punitive damages, provided the product was used for its intended purpose, and in its intended environment. This constitutes the exclusive remedy available to the buyer. Lee disclaims any warranty for merchantability or fitness for a particular purpose.
9. Production Preparation Charges
Lee offers a wide range of off-the-shelf catalog components to help designers find the solution to their problems. For a non-standard component, Lee is pleased to design and manufacture variations to our standard components on a prototype basis and for future production.
Our policy for Specially Fabricated Parts is as follows:
10. Proprietary Rights
Lee retains all proprietary rights and the exclusive right to manufacture the products quoted herein. Unlimited rights, as described in DAR 7-104.9(b), are not transferred to the buyer.
No returns will be accepted without Lee's authorization. On return for reasons other than damage or defect, a 25% reinspection and restocking charge is applicable. No credit will be allowed for any returns which have been altered or defaced in any way. Returned parts must be unopened in their original package. Buyer has no right of setoff for returned goods unless credit is issued by Lee.
Our prices are held firm for shipments that occur within one (1) year of order entry. Quoted prices are valid for 30 days from quote.
13. Delivery Dates
Lee will attempt to meet buyer delivery date requirements within quoted lead times. Due to the proprietary nature and high quality specifications of our products forces beyond our control may negatively affect availability of products for shipment. Accordingly, Lee does not accept any responsibility for claims of damages due to late delivery. Additionally, buyer's bankruptcy or failure to abide by credit terms will result in held shipments.
Lee standard products are manufactured in accordance with engineering drawings, specifications and processes that are defined and selected by Lee. Lee is not obligated to verify that standard products are in exact accordance with any specifications or drawings issued by other parties. For parts designed specifically for an application or if buyer references their part number on their purchase order, buyer will supply all required drawings and documentation in a timely manner. Lead times do not begin until buyer has completed this process.
The dimensions and configurations in this website are for reference purposes only and may be updated at any time. Current inspection drawings are available at Lee Company sales offices.
The occurrence of any of the following events shall constitute a default:
17. Remedies Upon Default
If buyer fails to perform as specified herein, or if any event of default as defined in the foregoing paragraph shall occur, Lee may at its option deem the order cancelled, cease further work on the goods sold hereunder and buyer shall upon written notice by Lee, immediately pay Lee the measure of damages set forth in the paragraph hereof entitled "Modification or Cancellation of Orders".
18. Waivers of or Modifications to Terms and Conditions
Modification of Terms and Conditions can only be authorized, in writing, by an officer of Lee. Any agreed upon waiver does not constitute ongoing acceptance of the waiver unless specifically requested and agreed to.
19. Entire Agreement
These Terms and Conditions are the sole and entire Terms and Conditions governing transactions between Lee and buyer. Any purchasing Terms and Conditions issued by buyer are not applicable and not agreed to by Lee, unless accepted in accordance with the paragraph labeled Waivers of or Modifications to Terms and Conditions.
20. No Assignment
Buyer can not assign its rights hereunder to any third party.
If any provision or provisions of these Terms and Conditions shall be held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired.
Lee and buyer consent to the application of Connecticut law and the exclusive jurisdiction of the state and federal courts of the State of Connecticut for the purpose of any suit, action or other proceeding (including appeals) arising from any dispute relating to the purchase or use of Lee goods
23. U.S. Export Compliance
Buyer and seller (The Lee Company) shall comply with the laws and regulations of the United States of America (USA) relating to exports and foreign transactions, including but not limited to: the International Traffic In Arms Regulations (22 CFR, parts 120-130) and the Export Administration Regulations (15 CFR, parts 730-774). Buyer agrees to hold seller harmless due to buyer's breach of such obligation.