Terms and Conditions of Abbess Quotes and Proposals
1. Shipment dates are based upon Abbess Instruments’ best judgment, and are subject to factory schedules, production limitations, and sub-component supplier availability and are not guaranteed. When applicable under Abbess’s Payment Terms shipment times are estimated from the time that both the initial payment is received and the Final Design Approval is signed and returned to Abbess, whichever is later.
Depending on the Payment Terms, it is estimated that shipment can be made 0-1 weeks AFTER (a) receipt of the order, or (b) receipt of both initial payment, and signed Design Approval.
2. Prices are generally guaranteed for 30 days, but are subject to change without notice. Please be aware that conditions which may affect pricing include, but are not limited to, import tariffs on raw material and components used in the items quoted.
This proposal is a revocable offer made by Abbess Instruments.
Abbess Instruments typically delivers two types of equipment – off the shelf standard products, and custom or customized products. Payment terms are as follows:
Standard Products $1,000 or under:
Payment with order (credit card, EFT, or check)
Standard products over $1000:
Pending credit approval – at Abbess’s discretion, Net 15 from shipment date or Net 30 from shipment date. Payment terms beyond Net 30 will be subject to an additional fee.
Pending credit approval:
a) 50% Total at the time of Design Approval
b) Balance – same as “Standard products over $1000”
c) Systems requiring custom design or modifications will receive a Design Drawing Package for review by the customer. The specificity and detail of the Design Drawing Package is at the judgment of Abbess. Further detail may be provided at Abbess’s discretion and will result in additional cost. Material will not be purchased and no manufacturing work will begin until both the initial payment is received and the Final Design Approval is signed and returned to Abbess.
All payments to be made in US dollars.
All Standard Products:
Payment with order (credit card, or EFT, or check (Canada only))
a) 50% at time of Design Approval
b) Balance due before shipping
c) Note: Any export license fees are due WITH the order. These fees are payable whether or not a license is issued by the appropriate US licensing authority.
d) Systems requiring custom design or modifications will receive a Design Drawing Package for review by the customer. Material will not be purchased and no manufacturing work will begin until both the initial payment is received and the Final Design Approval is signed and returned to Abbess.
e) On orders to sites outside the US all customs, shipping, export documents, any additional fees and other requirements are the buyer’s responsibility.
Abbess Instruments takes all major credit cards.
4. Abbess Instruments reserves the right to ship and invoice partial orders.
5. All prices quoted are FOB Origin (domestic) or ExWorks (international). They do NOT include crating, shipping or insurance charges unless noted.
The components of Abbess Vacuum Chamber Systems are, by their nature, delicate. Abbess Instruments strongly recommends that all systems containing electronics be shipped by air. Abbess cannot be responsible for components becoming loose or damaged during transit. We have found through our experiences that regardless of how well electronics are packed for shipping they are prone to damage. For that reason we will only ship systems containing vacuum components and electronics via air ride truck or air unless specified otherwise by the customer. If a customer chooses to ship another mode of shipping the customer must take full responsibility, in writing, for any damage incurred in shipping. Abbess reserves the right to void a warranty if we advise that a mode of shipping is not prudent. Under no circumstances will we warranty a product that has been shipped via ocean.
DAMAGE IN SHIPPING: It the buyer’s responsibility to file an insurance claim with the shipper in a timely manner. Any work done by Abbess, including assistance in assessing damages, as a result of damage in shipping will be billed at our usual labor rate and there will be a charge for any travel, parts and material, as we all shipping charges. Abbess will not do any work without either a PO from the buyer or written assurance from an insurance company that Abbess will be compensated for repairs. Damage in shipping in no way absolves the customer of its responsibility to pay Abbess Instruments as per agreed upon payment terms.
NOTE: ABBESS INSTRUMENTS RESERVES THE RIGHT TO DEMAND PAYMENT IN FULL PRIOR TO SHIPPING IF THE BUYER CHOOSES ITS OWN SHIPPING COMPANY.
Buyer may provide shipping account number or preferred shipper to Abbess Instruments. Accurate shipping cost estimates (maximum of two quotations) can be provided when final size and weight of equipment is known after manufacturing and assembly is complete.
Some items require palleting and/or crating. If not already listed in a quote, these charges will be added to the final invoice. Foreign crating charges may be higher than domestic charges, depending on crating restrictions in the destination country.
7. Abbess Instruments shall be entitled to receive from the Buyer all costs and expenses reasonably incurred in the collection of any amount owing hereunder by the Buyer, including reasonable attorneys’ fees, collection fees and court cost in the event an action is filed for collection.
8. Any delays in or any failure of performance by Abbess Instruments shall not constitute default or give rise to any claims for damages if and to the extent caused by acts of God, acts of the Buyer, acts, rules or regulations of government authority (civil or military, executive, legislative, judicial or otherwise), strike or other concerted acts of workmen, lockout, labor difficulties, fires, storms, accident, epidemics, war, riots, rebellion, sabotage, insurrection, difficulties or delays in public transportation or in public or postal delivery services, car shortage, fuel shortage, inability to obtain from Abbess Instruments’ usual sources of supply, inability to obtain suitable or sufficient energy, labor, machinery, facilities, supplies or material, as and when required, or any other circumstances beyond Abbess Instruments’ reasonable control, whether of similar or dissimilar nature.
9. Modifications and Cancellations
Modifications may only be made as follows:
- All changes/modifications must be confirmed in writing by the buyer.
- Changes affecting the basic design of the equipment must be by mutual agreement
- If changes are made which require Abbess Instruments to cancel orders, to rework materials or engineering, or incur scrap or other expenses, Abbess Instruments shall be paid the actual cost of these changes plus applicable overhead and normal profit.
- Equipment may be added at any time before shipment if such additions are by mutual agreement and do not delay shipment.
Orders may be cancelled upon written notice to Abbess and confirmation of receipt by Abbess. All cancellations will be subject to a cancellation fee.
- The cancellation fee will be calculated based on the costs Abbess has incurred in labor and the purchase of material. Applicable overhead and normal profit will be added. The fee may also include a restocking fee for standard and non-standard parts.
- There will be a minimum 15% cancellation fee based on the total of the Purchase Order.
10. In addition to any other legal remedy, if Buyer fails to fulfill the terms of payment, Abbess Instruments may defer further performance of services hereunder and/or further delivery of good hereunder or may, at its option, cancel further performance of services hereunder and/or further delivery of goods hereunder.
11. Abbess Instruments reserves the right prior to performing any services hereunder and/or making any shipments of goods hereunder to request from Buyer satisfactory security for performance of Buyer’s obligation hereunder.
12. THERE ARE NO WARRANTIES, WHICH EXTEND BEYOND THE DESCRIPTION ON THE FACE HEREOF. This refers to all warranties including, but not limited to, express warranties and implied warranties of merchantability and fitness for particular purpose. A copy of Abbess Instruments’ standard Warranty for defects in material and workmanship is available on our website or by request.
13. Any order between Abbess Instruments and Buyer shall be construed and governed by the laws of the Commonwealth of Massachusetts and venue in any litigation pursuant to subject order shall be within the Commonwealth of Massachusetts.
14. All provisions, including by not limited to oral or written agreements between the parties hereto which are contrary to or inconsistent with this proposal are hereby abrogated. It is understood that there are no agreements, guarantees or understanding which are in conflict with or inconsistent with this proposal. A purchase order covering the equipment specified herein shall be considered by both the Buyer and Abbess Instruments to be an acceptance of this proposal.
If Buyer desires to change any of these Terms and Conditions the following must appear on the Purchase Order, “Notice: These Terms and Conditions differ from Abbess Instruments Standard Terms and Conditions.” The exceptions taken by Buyer must be listed following this mandated text. Failure to follow these procedures will result in Abbess replacing any of Buyer’s inconsistent terms and/ or conditions with those detailed in these Terms and Conditions.
15. If any of these terms and conditions are held to be invalid, illegal or unenforceable, the validity, legality or enforceability of the remaining provision(s) shall not in any way be affected or impaired thereby and the remaining provision(s) shall be fully enforceable.
16. NO CONSEQUENTIAL DAMAGES — LIMITATION OF LIABILITY. In no event shall Abbess Instruments be liable for loss of profit, or incidental, indirect, special, consequential or other similar damages arising out of any breach of a contract resulting from this quotation, or obligations under a resulting contract. Except as provided in Abbess’s standard warranty, the liability of Abbess for any claim arising out of or in connection with a resulting agreement, whether in contract or tort (including negligence or strict liability) shall not exceed the amount paid to Abbess by the customer with respect to any resulting contract.
17. Performance Specifications
All performance specifications stated, including but not limited to, pump-down rates and vacuum levels make the following
- The Vacuum Chamber is empty.
- The Vacuum Chamber and other system components are clean and dry.
- The system is being operated at Sea Level.
- The ambient temperature is 18°C +/- 2°C.
- All system components, including those not being supplied by Abbess, are appropriate for the system and are functioning properly.
- The specifications are not impacted by the properties of your product.
If you require performance specifications for conditions other than those listed above, it is vital that you make this known to Abbess in writing. Generally, Abbess Instruments recommends choosing a chamber and pumping systems qualities capable of achieving a theoretical vacuum at least on order of magnitude better than the desired operational vacuum.
It is to be noted that a specification described as “10-5 Torr” is a range, and means that the clean, empty, dry chamber system is capable of reaching some undetermined value between 1.0×10-5 and 9.9×10-5 Torr. The (clean, empty, dry) chamber is deemed compliant whether its As-Built base vacuum is 1.0×10-5 Torr or 9.9×10-5 Torr. It does not mean that the chamber is guaranteed to reach every level within that range.
18. Abbess Instruments reserves the right to make substitutions of equivalent materials and components to those identified in design specified or required of a system unless specifically counter-instructed by the buyer.
Some items are controlled by the US Dept of State under ITAR (International Traffic in Arms Regulation) or require US Commerce Dept. license (under U.S. Export Administration Regulations (EAR)).
No disclosure, export or release of this information or equipment may be made to any foreign national prior to obtaining necessary approvals of the U.S. Department of State Office of Defense Trade Controls or the U.S. Department of Commerce as necessary.
Please e-mail us a completed Export Compliance Form so that we can screen for licensing requirements.
20. Abbess Instrument’s Standard Warranty is incorporated in these Terms and Conditions by reference.
Abbess Instruments collects sales/excise/use tax on all shipments to MA and CA unless a tax exempt certificate is provided by the customer to Abbess.