Terms and Conditions

1. About this document:

1.1 This document sets out the terms and conditions ("the Conditions", "these Conditions") of a LEMA Technology ("LEMA") sale, purchased by a Dealer, A&D Firm, Purchasing Group, End User, Retail Customer, or any other entity ("PURCHASER")

1.2 LEMA may change these Conditions at any time. Those changes will not affect any orders already submitted by PURCHASER.

2. Definitions:

2.1 In these Conditions the following terms shall have the following meanings:

- Business Day: Monday to Friday. except bank or other public holidays

- Contract: The agreement formed when LEMA agrees to provide Goods to PURCHASER at an agreed upon Price, and which includes these Conditions

- Delivery Address: The Delivery Address provided by PURCHASER to LEMA.

- Goods: The Goods ordered by PURCHASER

- Price: the price of the Goods as notified by LEMA and then agrees to provide the Goods to PURCHASER

- LEMA: LEMA Technology, a company registered in China, with primary contact phone number: +86 10 69412688

- PURCHASER: any person or entity who orders Goods from LEMA Technology

3. Application:

3.1 These Conditions apply to all orders placed by PURCHASER unless alternative terms are specifically written and agreed upon. No other terms or conditions shall apply.

 

4. Pricing:

4.1 All price lists, brochures and catalogs are intended as a guide only, and the price of all Goods shall be subject to confirmation by LEMA when PURCHASER places an order. Any offer LEMA makes to provide Goods at a certain Price shall only remain open for 30 days unless otherwise indicated on a LEMA quotation. After that period, the LEMA Offer shall be withdrawn.

 

5. Purchase Orders:

5.1 The Contract for provision of Goods between PURCHASER and LEMA shall be formed when LEMA notifies PURCHASER of the Price of the Goods and Conditions herein ("order"), and the PURCHASER wishes to proceed in ordering the Goods.

5.2 You can send purchase orders via email to our sales representative. All purchase orders must include: Your complete billing information, including the billing address, the contact person and their phone number. Complete shipping information (where the goods should be sent) including physical address, the contact person and their phone number, and any special delivery requirements (special delivery requests may incur additional shipping charges), and requested delivery date range (extremely important - see below)

The requested delivery date is a required element of the order. Failure to indicate a delivery date will result in the order shipping as soon as it is ready. Indication of a delivery date that is earlier than the stated lead times for the items on the order will result in the order shipping as soon as it is ready. If a specific delivery date is needed, please indicate a range of dates that are acceptable as it may not be possible to deliver on a specific date. If an order cannot be received until a certain date, please indicate a “not before” date, with the understanding that the order can arrive any time after that date and will not necessarily arrive the next day.

5.3 Purchase orders acknowledged by LEMA cannot be changed or cancelled without LEMA’s consent, which consent may be conditioned upon Customer’s agreement to pay increased or additional expenses resulting from the requested change or cancellation, including but not limited to a twenty-five percent (25%) cancellation charge if order is cancelled or changed within a minimum of thirty (30) days prior to expected delivery date as acknowledged. Products with custom options cannot be cancelled or returned.

6. Delivery:

6.1 All delivery costs shall be paid by PURCHASER unless LEMA agree otherwise in writing.

6.2 Delivery shall be to the Delivery Address provided by PURCHASER In the order. No order will be acknowledged or processes without a confirmed Delivery Address.

6.3 LEMA does not accept liability for any damage to the Goods which occurs while in transit. All risk in the Goods shall pass to PURCHASER when the Goods leave the LEMA warehouse.

6.4 All delivery times are approximate and may be subject to change. Any delay in delivery shall not give PURCHASER the right to withhold payment to refuse the receipt of the Goods, to receive any penalty reimbursement, or to terminate the Contract

6.5 It is PURCHASER's responsibility to ensure that there is safe adequate access to the Delivery Address for the Goods PURCHASER has ordered, taking into account the size, weight and bulk of the Goods PURCHASER has ordered. If the Goods ordered cannot be off-loaded due to inadequate access, the Goods may be returned to the freight warehouse, and additional freight warehousing fees and additional re-delivery fees may apply.

6.6 It Is PURCHASER's responsibility to ensure that PURCHASER has measured the area into which the Goods will be installed (as well as all areas of access to the installation area) correctly to ensure there is adequate access taking into

account the size, weight and bulk of the Goods PURCHASER has ordered.

6.7 If PURCHASER is not present to collect the Goods or PURCHASER unreasonably refuses to take delivery of the Goods. LEMA may charge PURCHASER reasonable costs of returning the Goods to the freight depot, reasonable costs of storage, and reasonable charges for redelivering the Goods to PURCHASER. Under no circumstances does the refusal of a shipment constitute the cancellation of an order or the claim to recover or deny payment for the order.

7. Force majeure:

7.1 While LEMA endeavors to complete all orders within quoted lead times, certain circumstances beyond LEMA control may prevent this. These circumstances include natural disasters such as fire, floods, violent storms, service interrupting labor disputes, exclusions, transport difficulties, machine failure, default of suppliers, failure of suppliers to provide goods or components or similar uncontrolled difficulties. If such circumstances arise. LEMA shall have the right and be afforded time to (i) seek alternative arrangements with Purchaser, (ii) no longer provide the Goods and to provide PURCHASER with a full refund, or (ii) to provide the Goods only once the relevant circumstances permit

 

8. Payment terms:

8.1 PURCHASER agrees to pay the Price, delivery charges and any other charges agreed. We recommend PURCHASER to use Telegraphic Transfer (T/T) as the most common method in China, If PURCHASER wants to apply any other payment terms such as Letter of Credit at sight (L/C at sight) or Documents against payment at sight (D/P at sight), PURCHASER should confirm with our sales representative before placing any order.

8.2 Unless agreed to otherwise, payment terms for the Goods shall be 70% of the price paid in advance at the time of the order and the balance of payment due prior to ship date. The production of the order will not commence until the first 70% deposit payment is received. If both parties agree to special product lead times of 4 weeks or less, full payment is due Immediately upon order.

8.3 Any terms other than the terms noted in 8.2 here require an approved credit application by LEMA.

8.4 All invoices are payable at the LEMA registered office end/ or via the bank account as stated In the Invoice. In the event of non-payment by the due date.

LEMA shall be entitled (i) to receive from PURCHASER interest of 1% per month on all outstanding amounts (ii) to receive from PURCHASER a further amount of 10% of all outstanding amounts or $100 (whichever is greater); and/or (iii) to suspend and/or terminate without notice all agreements with PURCHASER (including this Contract) without compensation or return of any amounts paid under such agreements.

8.5 Visa, MasterCard and Western Union accepted with a 3.75% processing fee.

8.6 All payments are to be made in U.S. funds.

 

9. Defects and Complaints:

9:1 PURCHASER must immediately inspect the Goods on arrival at the Delivery Address.

9.1.1 STEPS TO TAKE WHEN RECEIVING SHIPMENTS

(i)VERIFY COUNT

Make sure you receive as many cartons as are listed on the delivery receipt. If any shortage is discovered, note exactly how many cartons are short on the carrier’s delivery receipt and have the driver note the shortage on your copy.

(ii)CAREFULLY EXAMINE EACH CARTON FOR DAMAGE

If damage is visible, note this fact on the delivery receipt and have the driver clearly note the damage on your copy. If you suspect that the carton contents may be dam- aged, insist that the driver remain present while you open the carton and jointly inspect the contents. Any concealed damage discovered should also be noted on the delivery receipt and on your copy. Be sure to retain your copy.

(iii)IMMEDIATELY AFTER DELIVERY, OPEN ALL CARTONS AND INSPECT FOR CONCEALED DAMAGE

All cartons should be opened, and contents inspected for possible concealed damage.

(iv)REPORT ANY PROBLEMS TO LEMA CUSTOMER SERVICE IMMEDIATELY (+86 10 69412688)

If damage is found, details should be reported to LEMA immediately. Failure to report concealed damage within 5 calendar days of the delivery date could result in the carrier denying the claim and any replacement costs may be your responsibility.

9.1.2 STEPS TO TAKE WHEN CARRIER MAKES INSPECTION OF DAMAGED ITEMS

(i)HAVE DAMAGED ITEMS IN THE RECEIVING AREA

Make certain that the damaged items have not been moved from the receiving area. Allow the inspector to inspect the damaged items, cartons, inner packing materials and freight bill. Be sure to retain your delivery receipt since it will be needed as supporting documentation when the claim is filed.

(ii)AFTER THE INSPECTOR FILLS OUT THE REPORT, READ IT CAREFULLY BEFORE SIGNING

If you do not agree with any statements made by the inspector on the report, do not sign it. Unless repairs will be completely satisfactory, be sure the inspector requests replacement on the inspection report. A new item can be ordered only if the report specifies “replace."

(iii)CONTINUE TO RETAIN DAMAGED MERCHANDISE

Even though the inspection has been completed, damaged items cannot be used or disposed of without written permission from the carrier or LEMA. After the claim has been settled, the carrier will either pick-up the damaged items or send a letter asking you to dispose of the merchandise.

9.2 If PURCHASER has any complaints about the nature, quantity, quality or exterior condition of the Goods or any other complaint about the Goods which is reasonably apparent. PURCHASER must advise LEMA at the time of delivery and record it in the original copy of the transport documents and/or delivery report.

9.3 If PURCHASER has any complaints about any non-visible defect in the Goods. PURCHASER must advise LEMA immediately on discovery of the defect. Any return of the Goods shall be subject to LEMA's written agreement.

9.4 The acceptance of returned Goods is always subject to LEMA discretion and does not indicate LEMA agreement to the bear the cost of the return. The existence of a complaint does not relieve PURCHASER from PURCHASER'S obligation to pay the Price on the stated due date.

9.5 Without limitation to the above. PURCHASER will have no right to return Goods if:

(i) Product was made to PURCHASER's specifications or are personalized to PURCHASER; or (ii) PURCHASER has interfered with or modified the Goods In any way.

10. Retention:
·10.1 Until full payment of the Price, LEMA retains ownership of the Goods and the Goods must be kept on their original condition.
10.2 In the event of late payment, LEMA has the right to retrieve the Goods from PURCHASER at PURCHASER's risk and cost and without notice.
11. Termination:

11.1 If PURCHASER fail to perform any of PURCHASER’s obligations under the Contract or comply with any of the warranties set out below, LEMA shall have the right to terminate the Contract without notice. PURCHASER shall be required to pay for all Goods complete through production that has shipped (or is scheduled to ship) to PURCHASER and shall pay for all damages, with an absolute fixed minimum of 30% of the agreed price (or in the case of orders involving customized products or products made in a non-standard or custom configuration, 50% of the agreed price).

12. Warranty:

12.1 LEMA offers Purchaser a Limited Product Warranty for all Products. From the date of purchase, LEMA’s warranty covers the items below as follows:

  • 3Years Warranty for Industrial Level Products

Video Wall Controller: VK Series/ VK Lite-B Series/ VK Lite-S Series/ NP Pro Series

Matrix Switcher: MT Series / AM Series

 

  • 2 Years Warranty for Commercial Level Products

Video Wall Controller: CR Series, CS Series, CE Series, CL Series, TK Series, TM Series, TS Series

 

  • 1Years Warranty for Display Products and Others

LCD Display, LED Display, AV Extender, Splitter, Video Rotation Processor, Subtitle Overlay Processor, Geometric Correction Processor, Converter, Cable, Bracket

 

12.2 The warranty shall only apply if PURCHASER notifies LEMA immediately on discovery of any defect in the Goods which is directly attributable to a design or manufacturing error. Any additional costs of claiming under this warranty such as taxes and shipping costs shall be borne by PURCHASER. On making a warranty claim, LEMA shall investigate the alleged defect in the Goods. If the results of this investigation show that the Goods are defective as a result of LEMA design or manufacturing, the Goods purchased shall be wholly or partially replaced by Goods of similar nature and quality.

12.2 No warranty will apply in the following non-limited circumstances:

(a) Any improper use or abuse of the Goods, including any failure to comply with LEMA instructions concerning the use of the Goods;

(b) any lack of maintenance of the Goods;

(c) If the Goods have been used for a purpose for which they were not intended

(d) if PURCHASER disregards any term of these Conditions.

12.3 In the event LEMA carries out repairs, the warranty shall be limited to those repairs LEMA agreed to perform or any replacement parts LEMA agreed to supply in the Contract. LEMA shall charge PURCHASER for all adjustments, repairs, alterations and/or extensions unless they were agreed as part of the original Contract.

12.4 Customized orders cannot be canceled once they are put into production.

13. Intellectual Property:

13.1 All intellectual property rights arising from the execution of custom orders, including in or relating to any drawings, texts and designs, shall hereby be licensed by PURCHASER to LEMA on a non-exclusive, worldwide basis. PURCHASER shall complete all acts and enter into any agreements necessary to comply with this clause.

13.2 PURCHASER warrants that the manufacturing, production and final delivery of the Goods does not violate the intellectual property rights of any third party and PURCHASER hereby indemnify LEMA against all claims by third parties arising out of any allegation of breach of any third party’s intellectual property rights and PURCHASER shall compensate LEMA for damage (both direct and indirect) that LEMA shall suffer. As a Condition of the Contract, PURCHASER agrees to allow LEMA to use images of the Goods as installed at PURCHASER’s location for the LEMA marketing and promotional portfolio. By allowing LEMA to use images and pictures of the Goods, PURCHASER will automatically transfer to LEMA a license to use these images without limitation for the purpose of promoting LEMA products and services.

14. No Liability for business losses:

14.1 To the fullest extent permissible under applicable law, LEMA disclaims any and all warranties of any kind, whether express or implied, in relation to the Goods. This does not affect PURCHASER’s statutory rights as a consumer.

2 LEMA will not be liable, in contract, tort (including, without limitation, negligence), pre-contract or other representations (other than fraudulent or negligent misrepresentations) or otherwise out of or in connection with these Conditions for: (i) any economic losses (including without limitation loss of revenues, profits, contracts, business or anticipated savings); or (ii) any loss of goodwill or reputation; or (iii) any special or indirect losses suffered or incurred by that party arising out of or in connection with the provisions of any matter under the Conditions.
15. General:
15.1 Assignment by PURCHASER: PURCHASER may not transfer the benefit of the contract or any rights under it to anyone else without LEMA prior written consent.
15.2 Assignment by the Company: LEMA shall be entitled to assign the benefit of the Contract and any debts under the Contract.
15.3 Sub-contracting: LEMA may sub-contract its obligations under the Contract.
15.4 Invalid Terms: Each of the terms of the contract is separate and severable, and if any term is held to be void or invalid, it shall be severed, and the remaining terms shall continue in full force.
15.5 Waivers: LEMA may on occasion, at LEMA sole and absolute discretion, decide not to exercise or wait before exercising LEMA rights. If LEMA does so, LEMA shall still be entitled to insist on the strict terms of the Contract at any later date.
15.6 Law and Jurisdiction: The contract is governed by the laws of the People’s Republic of China, and the Beijing courts have exclusive jurisdiction.

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