Convenience translation. Only the German version of these terms and conditions is legally binding.
1. General
These terms of delivery and payment are an integral part of all contracts with our customers. We deliver goods in accordance with the guidelines and terms of delivery of the German electrical industry. Conflicting purchasing conditions of Rolux Leuchten's customers are invalid, even if we do not expressly object to them. Should any part of the contractual agreements made with our customers, including these terms, be or become invalid, the validity of all other agreements shall not be affected. The invalid part shall be reinterpreted or replaced by a provision that achieves its purpose in a permissible way.
2. Conclusion of contract
Unless otherwise agreed, our offers are always non-binding and subject to change. All contracts are only concluded upon receipt of the written order confirmation, at the latest upon execution of the delivery. We reserve the right to correct printing errors and mistakes.
3. Prices
Prices are net prices in € (EURO) or US dollars, ex warehouse Rolux Leuchten GmbH Weyhe near Bremen, carriage forward, excluding packaging and shipping, plus statutory VAT. Prices are subject to change during the validity of our catalogue/price list. The prices valid on the day the order is placed apply.
4. Delivery
The minimum order value is € 250 net (below this amount a one-off handling fee of € 5.00 is charged). Up to an order value of € 1,500 net, delivery is carriage forward at the expense and risk of the recipient; from an order value of € 1,500 net, delivery is free domicile, excluding special shipments such as express freight, air freight, express parcels or similar. In the event of force majeure, which includes material defects, operational disruptions, production failures of upstream suppliers, strikes or official measures, we are entitled to withdraw from the contract in whole or in part or, at our discretion, to postpone delivery for the duration of the impediment. If the originally agreed delivery time is thereby exceeded by more than 8 weeks, the buyer has the right to withdraw from the contract. Claims for damages are excluded on both sides in this case. Transport damage must be reported immediately to the post office, railway, parcel service or forwarding agent.
5. Payment
Unless otherwise agreed, all invoices are payable within 14 days less 2% discount or within 30 days net, in each case from the invoice date. We reserve the right to charge default interest if the payment date is exceeded. The buyer is not entitled to withhold the purchase price on account of its own disputed warranty claims, to offset counterclaims that are not recognised or not legally established, or to assert a right of retention. Circumstances becoming known after conclusion of the contract which are likely to cast doubt on the buyer's creditworthiness result in all our outstanding claims becoming due immediately. For delivery contracts not yet executed we may demand cash on delivery or advance payment, or withdraw from the contract, excluding any claims for damages against us. For new customers we reserve the right to deliver against advance payment.
6. Returns
Returns of defect-free consignments will not be accepted for credit unless the return is made with our prior written consent. For agreed returns of defect-free deliveries we charge a contribution towards the cost of processing the returns. Returns must be made free of charge and in perfect condition. Special orders are always excluded from return. Order changes and cancellations must be made in writing.
7. Notices of defects
- Warranty: statutory, beginning no later than one week after receipt of the goods.
- Obvious defects must be reported in writing immediately after delivery, hidden defects immediately after discovery, stating the exact reasons. Any defects can no longer be asserted after 5 days from receipt of the goods (preclusive period). The item complained about must be carefully packed and sent to us free of charge for inspection. In the case of justified and timely complaints, the buyer shall receive, at our discretion, rectification, free replacement or a credit note against return of the goods; if rectification and replacement are not possible or unreasonable, the buyer may withdraw from the contract or reduce the purchase price. Claims for damages of any kind – including those due to allegedly late delivery – are excluded unless the damage was caused intentionally or through gross negligence.
- Special orders: goods not offered by us in our catalogue are considered special orders. Any warranty liability is excluded for them, unless we can be accused of gross negligence or intent.
8. Guarantee and warranty
For all electronic items we apply the rules of the statutory warranty. The warranty refers to the item being free from defects at the time of handover to the buyer. Lamps are excluded from the warranty/guarantee unless the buyer can prove that the defect already existed at the time of handover to the buyer.
9. Retention of title
- All deliveries are made exclusively under retention of title. Until payment of all claims of the seller arising from the business relationship with the buyer, including the honouring of cheques given, ownership of the delivered goods remains with the seller; in the case of a current account, the reserved ownership serves as security for our balance claim.
- Acquisition of ownership of the reserved goods by the buyer pursuant to § 950 BGB is excluded. Any processing by the buyer does not release the right of ownership. If the goods are processed by the buyer together with other goods not belonging to us, we are entitled to co-ownership of the new item in the ratio of the value of the reserved goods to the other processed goods at the time of processing. Otherwise, the same applies to the new item resulting from processing as to the reserved goods; it is deemed reserved goods within the meaning of these terms.
- The buyer is entitled to resell the reserved goods if and to the extent that such resale takes place in the ordinary course of business.
- The buyer's claims arising from the resale of the reserved goods are hereby assigned to us, regardless of whether the reserved goods are sold by the buyer together with other goods not belonging to us, with or without processing; the claim is deemed assigned to us in the ratio corresponding to the value ratio, at the time of sale, of our ownership or co-ownership of the reserved goods to the other goods or to the co-ownership rights of others in the newly created items. The buyer is authorised to collect the claims arising from the resale despite the assignment. Our authority to collect remains unaffected by the buyer's collection authorisation. However, we will not collect the claims ourselves as long as the buyer duly meets its payment obligations. At our request, the buyer must inform us of the debtors of the assigned claims and notify the debtors of the assignment to us.
- If the buyer is in default of payment, we are entitled to reclaim the reserved goods. This reclamation does not constitute withdrawal from the contract. In the event of default, we are furthermore entitled to reclaim reserved goods from other contracts if the reserved goods for which the payment default occurred are no longer in the buyer's possession. This reclamation also has no effect on the course of the existing contractual relationship.
Place of performance and place of jurisdiction for both parties is Walsrode.