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Terms and Conditions of Sale

Resistance Welding Equipment and Supplies

  1. Scope of Agreement

These Terms and Conditions ("Terms") exclusively govern the sale of resistance welding equipment, supplies, and related products by Production Engineering ("Seller") to the purchaser ("Buyer"). These Terms, combined with any associated quotation or invoice, constitute the complete agreement between the parties and supersede all prior or concurrent negotiations, communications, proposals, or agreements, whether oral or written. Any terms or conditions proposed by Buyer, including those contained in purchase orders, acknowledgments, or other documents, are expressly rejected and do not apply to this transaction. Seller's acceptance of an order or shipment of goods does not constitute acceptance of Buyer's terms or modify these Terms in any way.

  1. Products and Services

Seller provides resistance welding equipment including but not limited to spot welders, seam welders, projection welders, welding controllers, electrodes, transformers, and related supplies, accessories, and heavy non-ferrous metals. Custom equipment and modifications are subject to additional specifications and may require separate agreements.

  1. Pricing and Quotations

All prices quoted are valid for thirty (30) days from the date of quotation unless otherwise specified in writing. Quoted prices exclude shipping, handling, insurance, taxes, duties, and other governmental charges, all of which are the responsibility of Buyer. Seller reserves the right to adjust pricing due to changes in material costs, labor rates, or other economic factors affecting production costs.

  1. Shipping and Delivery Terms

Unless otherwise specified in the quotation, all shipments are F.O.B. (Free on Board) Seller's facility. Risk of loss or damage passes to Buyer upon delivery of goods to the carrier. Seller will use commercially reasonable efforts to meet estimated delivery dates but is not liable for delays caused by circumstances beyond its reasonable control, including but not limited to material shortages, manufacturing delays, transportation issues, or acts of God.

Important: All packages must be inspected within five (5) business days of receipt. Any visible damage or shortage must be reported immediately to both the carrier and Seller. Failure to inspect and report damage within this timeframe may affect warranty claims.

  1. Delivery Schedules and Buyer Obligations

Delivery schedules are estimates based on information available at the time of order confirmation. Delays in receiving necessary specifications, approvals, drawings, or progress payments from Buyer may impact delivery schedules. Seller requires timely payment of all invoiced amounts before shipment unless otherwise agreed in writing.

  1. Payment Terms

Payment terms are Net 30 days from invoice date unless otherwise specified in the quotation or sales agreement. A service charge of 1.5% per month (18% annual percentage rate) may be applied to past due accounts. Seller reserves the right to require payment in advance, letters of credit, or other security for payment at its sole discretion.

  1. Security Interest

To secure payment in full, Buyer hereby grants Seller a continuing security interest in all goods sold until complete payment is received. Seller may file appropriate financing statements to perfect this security interest.

  1. Warranty - Equipment

Seller warrants that new resistance welding equipment will be free from defects in materials and workmanship under normal use for a period of one (1) year from the date of shipment or 2,001 operating hours, whichever occurs first. For remanufactured equipment, the warranty period is six (6) months from shipment.

Upon written notice within the warranty period, Seller will, at its sole option, repair or replace defective equipment either at Seller's facility or at Buyer's location. This warranty does not cover:

  • Consumable items (electrodes, tips, shunts, etc.)
  • Normal wear parts
  • Damage caused by misuse, abuse, or improper maintenance
  • Equipment modified by parties other than Seller or Seller’s authorized partners
  • Damage from electrical surges or improper power supply
  • Items sold "As-Is" or marked as used/functional
  1. Warranty - Supplies and Consumables

Welding supplies and consumable items are warranted to be free from manufacturing defects for ninety (90) days from shipment. This warranty covers material defects only and does not extend to normal wear or performance variations inherent in consumable products.

  1. Warranty Disclaimer

THE WARRANTIES SET FORTH ABOVE ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, WHICH ARE HEREBY EXPRESSLY DISCLAIMED.

  1. Limitation of Liability

SELLER'S LIABILITY FOR ANY CLAIM, WHETHER BASED ON CONTRACT, TORT, OR OTHERWISE, SHALL NOT EXCEED THE PURCHASE PRICE OF THE GOODS GIVING RISE TO THE CLAIM. IN NO EVENT SHALL SELLER BE LIABLE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, PRODUCTION DELAYS, LABOR COSTS, OR PROPERTY DAMAGE, EVEN IF SELLER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

  1. Safety and Compliance

All resistance welding equipment is supplied with safety features that comply with applicable industry standards at the time of manufacture. Buyer is responsible for ensuring compliance with OSHA, local electrical codes, and all other applicable safety regulations in the installation, operation, and maintenance of the equipment. Buyer acknowledges that welding equipment poses inherent safety risks and agrees to implement appropriate safety procedures and training.

  1. Technical Support and Training

Seller may provide basic technical support and operating instructions. Formal training services, if available, are subject to separate agreements and charges. Seller does not warrant that Buyer's personnel will achieve specific skill levels or production outcomes.

  1. Performance Specifications

While Seller warrants the mechanical and electrical functionality of equipment, performance metrics such as weld cycle times, production rates, and weld quality are dependent on operator skill, material conditions, and proper maintenance. Seller does not guarantee specific production outcomes or operator-dependent performance metrics.

  1. Order Processing and Modifications

All purchase orders are subject to Seller's review and acceptance. Buyer must provide complete and accurate specifications, including drawings, material specifications, and performance requirements. Seller reserves the right to request clarification, modify quotations, or decline orders during the review process.

Changes to order specifications after acceptance may result in additional costs, delivery delays, or order cancellation. Buyer will be responsible for reasonable cancellation charges for work performed prior to cancellation notice.

  1. Custom Equipment and Testing

For custom welding equipment or systems requiring pre-shipment testing, Buyer must supply representative parts, materials, and specifications at no cost to Seller. Delays in providing test materials may result in delivery delays and additional charges.

  1. Equipment Acceptance

Custom equipment and certain standard machines may require a run-off or acceptance test. Buyer must provide accurate, consistent parts and complete the acceptance process, including signing Seller's Equipment Acceptance Form, prior to shipment. Acceptance testing does not extend warranty periods.

  1. Intellectual Property

All designs, specifications, software, and technical information provided by Seller remain Seller's proprietary property. Buyer may not reproduce, distribute, or disclose such information without Seller's written consent.

  1. Export Controls

Buyer acknowledges that welding equipment may be subject to export control laws and regulations. Buyer is responsible for obtaining any required export licenses and complying with all applicable trade regulations.

  1. Indemnification

If Buyer requests equipment modifications contrary to Seller's recommendations, provides specifications that result in safety hazards, or uses equipment in applications for which it was not designed, Buyer agrees to indemnify and hold harmless Seller, its employees, officers, and affiliates from all claims, damages, losses, and expenses arising from such use.

  1. Force Majeure

Seller shall not be liable for delays or failures in performance due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, labor disputes, material shortages, or government actions.

  1. Governing Law and Jurisdiction

These Terms are governed by the laws of Ohio without regard to conflict of law principles. Any disputes arising from this agreement shall be resolved exclusively in the state or federal courts located in Dayton, Ohio and both parties hereby consent to the personal jurisdiction of such courts.

  1. Returns and Exchanges

General Policy: Seller does not accept returns or exchanges of goods except under the limited circumstances outlined below. All sales are final unless specifically authorized by Seller in writing.

Authorized Returns: Returns will only be accepted in the following situations:

  1. Seller Error Correction: If Seller ships incorrect items due to Seller's error, Seller will accept return of the incorrect items at no cost to Buyer and will ship the correct items at Seller's expense.
  2. Standard Parts Restocking: Seller may, at its sole discretion, accept returns of standard (non-custom) parts and supplies with a minimum value of $400.00 for account credit only (no cash refunds). Such returns are subject to:
    • Prior written authorization via approved Return Merchandise Authorization (RMA) number
    • 40% restocking fee
    • All shipping costs paid by Buyer
    • Items must be in new, unused condition in original packaging
    • Return must be initiated within thirty (30) days of original shipment
  3. Custom and Special Order Items: Custom manufactured equipment, modified standard products, special order items, and products manufactured to Buyer's specifications are not returnable under any circumstances.

Return Process:

  • Buyer must contact Seller and receive an approved RMA number before returning any items
  • Returns without valid RMA numbers will be refused
  • Returned items must be properly packaged and shipped prepaid to Seller's facility
  • Inspection and approval of returned items is at Seller's sole discretion
  • Account credits for approved returns will be issued within thirty (30) days of receipt and inspection

Exclusions: The following items are not eligible for return:

  • Consumable items (electrodes, tips, shunts, contact materials, etc.)
  • Used or damaged goods
  • Items modified by Buyer or third parties
  • Electrical components that have been installed or energized
  • Software licenses and technical documentation
  • Items damaged due to improper storage or handling by Buyer

Warranty vs. Returns: This return policy is separate from and does not affect warranty coverage. Defective items should be processed under warranty provisions rather than return procedures.

  1. Severability

If any provision of these Terms is deemed invalid or unenforceable, the remaining provisions shall continue in full force and effect.

  1. Entire Agreement

These Terms, together with any quotation or invoice, constitute the entire agreement between the parties. No modification of these Terms shall be effective unless in writing and signed by an authorized representative of Seller.

Effective Date: 2020
Company: Production Engineering
Address: 1344 Woodman Drive, Dayton, OH 45432
Contact: 937.253.3300 | This email address is being protected from spambots. You need JavaScript enabled to view it.

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