Terms and conditions of Lux Light International
Stand April 2017
Terms and conditions of Lux Light International
1. Our offers are nonobligatory.
2. Any purchase order and orders placed either orally or by telephone including any side agreements will not become legally valid until they have been confirmed in written form or executed by us.
3.The deliveries we make and the services we render are in all cases based exclusively on the version of our general terms and conditions that are valid when the order is placed. Deviations from our General Terms and Conditions, supplementary agreements and any other informal understandings will only be binding when they have been expressly confirmed by us in writing.
All prices shall exclude the relevant legal value added tax and the costs for packing and dispatch (freight, postage), which shall be calculated separately. Packaging and all cost caused by or in connection with the transformation of the WEEE-Directive on old electrical and electronical waste into national law shall be charged separately
III. Terms of payment
1. All our receivables shall be due with immediate effect if the customer does not adhere to the terms and conditions of payment, in particular if the customer delays his/her payments or if after closing of the contract conditions occur or become known to us, which demonstrate a decrease in credit worthiness of the customer. In this case any further supplies and performances will be mage against advance payment only.
2. Lux Light International is entitled to charge interest at statutory rates from the due date according to § 353 S. 1 HGB (German Commercial Code)
3. Only claims which are undisputed or legally binding may be offset and you can assert only for such claims a right for retention
IV. Delivery and delay in delivery
1. Delivery periods and delivery deadlines shall only be binding if they have been confirmed in writing by Lux Light International.
2. In the event that documents from the customer are needed or that down payments have been agreed upon for the execution of the order, the term of delivery will commence with the reception of the documents or the agreed-upon down payment, respectively. In the event that alterations in construction, shape, implementation, scope of delivery, etc. are agreed upon retrospectively, the term of delivery will be prolonged by the period of time required for the implementation of the changes.
3. Even if terms and dates have been agreed upon by us in a binding manner, we shall not be held responsible for delays of deliveries caused by force majeure and by events which render the delivery significantly more difficult or impossible, in particular strikes, lockouts, orders by authorities, etc., including those that occur with our suppliers or their upstream suppliers. The deadlines shall be extended appropriately, i.e. by the duration of the impediment plus a reasonable start-up period thereafter.
4. Reasonable partial deliveries shall be permissible
5. Claims for compensations of the customer due to delay of the deliveries or services as well as claims for compensation as replacement for the services, that exceed the limit as mentioned in the before mentioned paragraph 4 are excluded for all events of delays of deliveries or services, even after a specified period, allowed to us, has expired.
This does not apply in the case of intention, gross negligence or due to bodily injury, damage to health or in the case of loss of life where there is mandatory liability; a change of the burden of proof to the disadvantage of the client is not associated in this case.
The Purchaser may only terminate the contract within the framework of the legal provisions as long as the delay in delivery is within the responsibility of Lux Light International.
V. Passing of risk
1. The buyer shall be entitled to demand damages should delivery be impossible, unless Lux Light International cannot be held responsible for the impossibility. However, the claim for compensation of the customer shall be confined on 10% of the value of the part of the delivery or services which cannot be put into appropriate operation, due to the impossibility of performance.
This does not apply in the case of intention, gross negligence or due to bodily injury, damage to health or in the case of loss of life where there is mandatory liability; a change of the burden of proof to the disadvantage of the client is not associated in this case. The buyer’s right of withdrawal remains unaffected.
2. The perils are transferred to the purchaser as soon as products or parts are given to the person which does the transport or the transport has left our warehouse for shipping.
3. Except where otherwise agreed in writing, our deliveries shall be made at our discretion either ex factory or ex storage at sole expense and risk of buyer.
VI. Warranty and reprimand duty
1. Claims on defects shall only be brought forward within a one-year period upon delivery of the goods, so far as the defects are not in buildings or an object, respectively, which was used in accordance to its usual utilization for a building and which caused the building’s defects and/or provided §§ 479 and 634a I no. 2 BGB (German Civil Code) do not provide for longer terms.
2. As a defect claim the buyer may ask for a subsequent performance within a reasonable period of time. (only if it is no purchase of consumer goods)
3. If subsequent fulfilment within a suitably set deadline fails, the buyer may withdraw from the contract or reduce the price by a suitable measure.
4. The warranty does not extend to such defects occurring with the Principal due to natural wear, improper handling or damages caused by a third party.
5. The purchaser is obliged to examine the goods immediately upon receipt and to notify the seller in writing of any defects discovered without delay.
6. Costs for replacement by retifications or replacement goods shall be borne by the buyer provided a purchase of perishable goods is not involved. In this case recourse against Lux Light International shall only be possible if the purchaser has not entered into an agreement with its customer that extends beyond the legally mandated defect claims. As regards the scope, claims on replacement due to subsequent fulfilment cost by the customer shall be excluded so long as the cost are increased due to this fact, that the purchased goods were transferred after sale to a different location than the customer’s premises, provided the delivery is not in accordance with the latter’s purposeful use.
VII. Transport- and breakage damages/missing quantities
1. Transport- and breakage damages as well as missing quantities of the delivered goods have to be stated by the buyer to the person which does the transport at delivery. This has to be confirmed by signature of the person doing the delivery.
2. Reclamations regarding transport- and breakage damages as well as missing quantities have to be stated to us in written form within 7 days after the date of delivery. The date of delivery equals the performance date.
VIII. Retention of title
1. We reserve the right to ownership of the goods up to the fulfilment of all receivables from all deliveries of goods.
2. The customer may sell the retained goods in the ordinary course of business. The customer shall not be entitled to pawn the goods or any products or to assign them as security.
If the products are processed or reworked with other items, the production is done for us. Furthermore we shall acquire co-title in the new thing in the proportion of the value of the reserved products. The buyer assigns to us from now on all his receivables from the onward sale of the goods delivered – including the corresponding receivables from bills of exchange or cheques – with all supplementary agreements until the complete settlement of all our claims. Should the reserved goods be sold by the purchaser together with other goods that do not belong to us, assignment of the purchase price claim shall only be deemed assigned to us in the amount of the value of the reserved goods. We hereby authorise the customer revocably to collect claims assigned to us as a trustee in his own name.
Für den Fall, dass die Ware von dem Käufer zusammen mit anderen, nicht uns gehörenden Waren verkauft wird, gilt die Abtretung der Kaufpreisforderung nur in Höhe des Wertes der Vorbehaltsware. Until further justified notice, we authorize the customer to call in the demands ceded to us in his own name.
We assume liability only for damages which we, a legal representative or fulfillment assistance cause through willful intent or gross negligence or if a so called essential contract duty was violated. Any additional claims, particularly those for compensation, are excluded in any case. At breach of duty – even so called essential contract duty – we assume liability to pay damages up to an amount of 10.000 Euro.
However such damages shall not exceed the loss which we foresaw at the time of the conclusion of the contract as a possible consequence of violation.
X. The place of obligation, court of jurisdiction and law applicable
Place of obligation and exclusive court of jurisdiction for all disputes arising from this contract is Marburg if the contractual partners are merchants.
All rights of the parties inter se arising from or in connection with this contract shall be governed by the law of the Federal Republic of Germany, excluding the UN convention on contracts for the international sale of goods.
XI. The invalidity of individual regulations
The invalidity of individual regulations of the general terms and conditions or the tour contract does not result in the invalidity of the entire contract.