Our company made a deal with a Danmark company around two years ago. We supplied them augers and specific type of hydraulic equipment for their bridge construction in Danmark. They offered us a purchase order first. Then we faxed them back a sales order which includes additional terms and conditions, and a sheet entitled warranty. In sales and condition terms, we expressly conditioned our acceptance of this order is depend on the acceptance of these terms and conditions. The word in the sales terms and conditions is here: "The acceptance of this order by seller shall be expressly conditioned upon the acceptance by buyer of these terms and conditions. Seller shall not be bound by any terms of Buyer which are different from those therein." The Danmark company did not say anything about the new terms. They pay the money, we shipped equipment. After around 8 months later, they call us and complain about the leaking problem. One of our manager informed them our warranty did not cover repair or replacement after three months. But we offer to send new seals as an accommodation. And the Danmark company accepted it.
But the problem still did not fixed. The Danmark company wanted to sue us in a federal court. Now my question is that whether they have a case here. Do I need to take it serious and hire a lawyer for that? Since did a little research, UCC 2-207 will control here. We expressly conditioned our acceptance will make it as a counteroffer, right? Then although the Danmark company did not accept that by written document, When we call us for the leaking problem, we informed them we have a warranty limitation. And we offer to send them some deals instead. They did not reject it, they accepted it. Is that a kind of acceptance by conducts? I don't know whether I'm right. Is there anyone can give me some general idea about this problem? Is there any article, books and leading cases in MO or IL I can refer to? Where can I start it. Do we really need a lawyer for this case? Thank you.
But the problem still did not fixed. The Danmark company wanted to sue us in a federal court. Now my question is that whether they have a case here. Do I need to take it serious and hire a lawyer for that? Since did a little research, UCC 2-207 will control here. We expressly conditioned our acceptance will make it as a counteroffer, right? Then although the Danmark company did not accept that by written document, When we call us for the leaking problem, we informed them we have a warranty limitation. And we offer to send them some deals instead. They did not reject it, they accepted it. Is that a kind of acceptance by conducts? I don't know whether I'm right. Is there anyone can give me some general idea about this problem? Is there any article, books and leading cases in MO or IL I can refer to? Where can I start it. Do we really need a lawyer for this case? Thank you.
