Lombart Instrument :: Terms and Agreements

Terms and Agreements

Terms and Agreements of this site

Shipping and Tax will be added to each order prior to shipment

Items with no price listed in the product description are not available for sale through our website and must be purchased over the phone or in person. Therefore, these items will be treated as a request for a price QUOTE and must be quoted by an authorized Lombart employee. Any price designated by anyone other than a authorized Lombart employee will NOT be honored.

Acceptance. Seller is pleased to offer for sale the equipment listed on the reverse side hereof, on the express condition that Buyer agrees to accept and be bound by all the terms and conditions set forth herein. Shipment by Seller and acceptance by Buyer of all or any part of the equipment listed on the reverse side hereof shall constitute acceptance by Buyer of all the terms and conditions hereof. Invoice is at prevailing prices at the time of shipment.

Full Agreement. The agreement between Seller and Buyer (the “Sales Contract”) with respect to the equipment listed on the reverse side hereof shall constitute of the terms and conditions contained herein, together with any additions to or revisions of such terms mutually agreed to in writing by Seller and Buyer. Seller shall not be bound by any additional or different terms, whether printed or otherwise, in Buyer’s purchase order or in any other communication from Buyer to Seller, unless specifically agreed to by Seller in writing. Prior courses of dealing, usages, and verbal agreements not reduced to writing and signed by Seller, to the extent that they modify, add to or detract from the Sales Contract shall not be binding or enforceable on Seller.

Modifications. Except as provided herein, the terms of the Sales Contract may not be modified, terminated or repudiated in whole or in part except by a writing signed by Seller and Buyer. Seller may, at its option, treat any attempted modification, termination or repudiation to which it does not assent as a breach of the entire Sales Contract and may claim all proper damages.

Changes in Design and Specifications. Seller reserves the right to make changes in design and specifications and to deliver units which differ in detail from those described in Seller’s sales literature, in order to enable Buyer to take advantage of new or improved technology.

Time of Delivery. Shipment schedules are approximate and are based on conditions at the time of acceptance by Buyer. Seller shall in good faith attempt to effect delivery by the date specified, but shall not be responsible or liable for delays in or failure to make deliveries due to its ceasing to manufacture any product or to causes beyond its control. Buyer agrees that in the event of such delays Seller may terminate the Sales Contract, reschedule delivery within a reasonable time or allocate its available supply of equipment among any or all purchases, as well as departments and divisions of Seller, on such basis as Seller may deem fair and practical.

Shipment. All shipments are f.o.b. Norfolk, VA or other point of distribution. Buyer shall pay all shipping costs and bear the risk of loss after Seller completes delivery to the carrier. A charge will be made for any special packing required for overseas shipment or specified by Buyer. Shipments will be made in any reasonable manner in the discretion of Seller, unless other shipping instructions by Buyer are agreed to in writing by Seller.

Sales or Use Taxes. The price(s) shown on the reverse hereof do(es) not include taxes or other governmental charges upon the production, sale, shipment or use of the equipment. Any such tax or charge shall be paid by Buyer to Seller unless Buyer furnishes Seller with exemption certificates acceptable to the appropriate taxing authority.

Terms of Payment. Unless provided otherwise on the reverse hereof, Buyer shall pay the purchase price in full within 10 days from date of invoice. A 1 ½% service charge on the average daily unpaid balance will be assessed on past due balances over 30 days. Should Seller institute court or other proceedings against Buyer for breach of this Sales Contract, Buyer shall pay all costs in connection therewith, including but not limited to, court costs and reasonable attorney’s fees for negotiations, trial, appellate, or other proceedings. Title to merchandise does not pass until paid for in full including any carrying charges. To secure the payment, satisfaction and discharge of the obligation arising from the buyer’s receipt of goods sold herein as defined on reverse, Buyer hereby assigns, transfers, pledges and grants the Seller a security interest in the good shipped or otherwise delivered to the Buyer pursuant to this agreement and Seller shall have all the rights and remedies of a secured party under the Uniform Commercial Code of Virginia.
An express mechanic’s lien is hereby acknowledged on Repaired/Serviced equipment to
secure the amounts of repairs thereto.
Warranty. Seller warrants new equipment delivered under the Sales Contract against defective material and workmanship under normal use and application for a period of one year from the date of delivery to the original purchaser. Seller warrants used equipment and/or repairs delivered under the Sales Contract against defective material and workmanship under normal use and application for a period of 30 days, unless stated otherwise, from the date of delivery to the original purchaser. Under this warranty Seller’s sole obligation is to repair or replace, at the Seller’s discretion, the product or defective part thereof.
This warranty applies only to new products and does not apply to a product which has
been tampered with or altered in any way or which has been misused or damaged by accident or negligence or which as the serial number removed, altered or effaced, nor shall this warranty extend to a product installed or operated in a manner not in accordance with the applicable Instruction Manual, nor to a product which has been serviced or repaired other than by Seller or manufacturer or the equipment.
Lamps, bulbs, charts and other expendable items are not covered by this warranty.
All claims under this warranty must be in writing directed to Seller.
THIS WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES IMPLIED OR EXPRESSED. ALL IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE ARE HEREBY DISCLAIMED. NO REPRESENTATIVE OR OTHER PERSON IS AUTHORIZED OR ALLOWED TO MAKE ANY OTHER OBLIGATION FOR SELLER.
SELLER SHALL NOT BE LIABLE FOR ANY SPECIAL, INCIDENTAL OR
CONSEQUENTIAL DAMAGES FROM ANY NEGLIGENCE, BREACH OF WARRANTY, STRICT LIABILITY OR ANY OTHER THEORY ARISING OUT OF, RESULTING FROM OR RELATING TO THE DESIGN, MANUFACTURE, SALE, USE OR HANDLING OF THE PRODUCT.

Buyer’s Exclusive Remedies. Except for Warranty claims, Buyer agrees that in the event of default by Seller in any of its obligations with respect to products delivered to Buyer from Seller, Buyer’s exclusive remedies shall be return of the equipment and repayment of the purchase price or replacement of the equipment delivered, the choice being at the sole discretion of Seller, provided, however, that these remedies in this Section shall not be available unless the Buyer notifies the Seller in writing of such a default within 90 days of the delivery of the equipment hereunder. Buyer agrees that Seller shall not be liable in the event of any such default for any incidental or consequential damages occasioned thereby.

Returns. Buyer agrees that no equipment may be returned to Seller without written approval from Seller, and Buyer agrees to adhere to a restocking charge of up to 20% ($25 minimum), plus shipping and handling may be charged on items returned within 30 days.

Seller’s Technical Assistance. Upon request and at its discretion Seller will furnish such technical advice and assistance as is available in reference to the use of its equipment by Buyer. Buyer agrees, however, that Seller assumes no obligation or liability with respect to the advice or assistance given or results obtained therefrom.

Infringement. Buyer will indemnify and hold Seller harmless against all damages, costs, expenses or attorney’s fees arising from claims of infringement of patents, designs, copyrights or trademark with respect to equipment manufactured or assembled either in whole or in part according to Buyer’s specifications. Seller further reserves the right to cancel the Sales Contract with respect to equipment the manufacture, sale and/or use of which, in the opinion of the Seller, would infringe upon any patent, design, copyright or trademark.
Seller warrants that the use of the product delivered hereunder will not infringe the claims
of any United States patent covering the product itself; but does not warrant against infringement: by reason of the use thereof in combination with any other products or in the operation of any process.

Applicable Law. This Sales Contract shall not be binding on the Seller until Seller accepts and approves same at Seller’s Home Office in Norfolk, VA. This Sales Contract shall be deemed to have been entered into at Norfolk, VA and shall be governed by the laws of the Commonwealth of Virginia. Jurisdiction and venue of any lawsuit, court action, claim or other legal or equitable proceeding relating to this Sales Contract shall be vested exclusively in the Circuit Court for the City of Norfolk, Virginia or the United States District Court for the Eastern District of Virginia, Norfolk Division.