Terms and Conditions of Sale


All sales are expressly made conditional on Customer's consent to the following Terms and Conditions, which constitute an entire agreement between the Company and the Customer.

 

1) ORDERING (placement, confirmation, cancellation and product specification policies)

a) Placement

All products must be ordered with a written purchase order, using the appropriate code and type as shown in the catalogue, special pricelists or quotations and should specify the desired shipping date that may be used for production scheduling. All orders are subject to the Company's approval. Due to the cost of handling small orders, a minimum order value is set at 3000 EUR unless otherwise agreed. Orders placed with insufficient or inaccurate information may be delayed until the appropriate information is received.

b) Confirmation

An Order Confirmation Form will be sent to the Customer to confirm each purchase order within three (3) days from order receipt, provided order is in complete form as noted in paragraph (1a) above. Shipment time to be specified within the order confirmation unless it is yet to be determined.

c) Cancellation

For any order for which the Company agrees to manufacture its products according to special product specifications it is the Customer's responsibility to provide such information accurately. Such orders are non-cancelable, due to the special material and respective costs incurred. Only orders for factory stocked items may be canceled prior to shipping without charge. All other orders cannot be cancelled unless the Company is reimbursed for work already performed and for special raw material purchased from its vendors. If the order is cancelled after shipment or refused at destination, warehousing, delivery and return costs will be charged to the Customer.

d) Product specification

Specifications of all products are subject to normal manufacturing tolerances and may change without prior notice. Product design and specification sheets may be updated and / or modified as necessary, and it is the Customer's responsibility to obtain from the Company and verify the latest catalogue sheets to confirm dimensions, mounting details, knockouts, holes, etc. The Company will not be responsible for any costs associated with non-conformity to outdated published material, including that obtained from the Company's website. Catalogue information is merely indicative of what the Company manufactures or trades. This does not necessarily mean that all items are carried in stock. Lamps and mounting hardware, unless specified, are not included in the price of the lighting or electrical equipment.

e) General

The Company hereby objects to and rejects any additional or different terms proposed by the Customer, including those contained in the Customer's purchase order. The Company reserves the right to refuse to manufacture any item that is not in stock, in the event that the order is too small to run on a production basis.

 

2) PRICING, INVOICING - PAYMENT

a) Pricing

Prices are subject to change with 30 days minimum prior notice. In the event of a price increase all orders on hand will be invoiced at the previous prices as well as orders received until the validity date of the price increase, provided shipment can be affected before the validity date of the price increase.

b) Invoicing - Payment

Invoices will be dated the day of shipment or five (5) days earlier and are due and payable per the agreed terms on each case. If the Customer does not pay the purchase price within the agreed time period the Company reserves the right to assess a finance charge on any past due balance up to the maximum legal rate, including collection expenses such as attorney's fees. In case of an apparent discrepancy in an invoice charge, the Customer is obliged to advise the Company accordingly and in writing. A claim of discrepancy does not relieve the Customer of the absolute obligation to pay the remaining balance of the invoice in accordance with the agreed terms of payment. The Company, after review, will have sole discretion to resolve the discrepancy. The Company may change or withdraw credit amounts or payment terms at any time for any reason, such as Customer's failure to affect payment when due, etc. No deduction from invoices will be allowed without written authorization from the Company. The Company and the Customer expressly agree that until the Company has been paid in full for the goods supplied, the goods remain as exclusive property of the Company and can be recovered from the Customer at any time, in case of default of payment.

c) Jurisdiction

Any dispute shall be submitted to the jurisdiction of the Thessaloniki, Greece Judicial Authorities.


3) DELIVERY (freight cost, transportation claims, packaging, promptness)

a) Freight cost

To qualify for freight allowance (delivery DDU or CIF according to Incoterms 2000) a minimum order value of no less than 5000 EUR should apply. For an order value until 3000 EUR, which is the minimum order value for export proceedings, freight cost will be charged to the Customer (ex-factory). For those orders that qualify for freight allowance, the Company reserves the right to select the carrier and to route shipments at its discretion. Shipments will be affected in the manner selected by the Customer provided the Customer undertakes the transportation costs, in full or the possible additional cost (in case of freight allowance) arriving from the Customer's choice of transportation. Partial shipments may be made at the Company's discretion.

b) Transportation claims

Products are tested for mechanical defects prior to shipping and packaging is inspected by both the Company's quality controllers according to ISO 9001:2000 directives and by transportation authorities who assume responsibility for both apparent and concealed damages sustained by improper handling. Goods are delivered at the Customer's risk even when transportation mode is CIF or DDU.

The Customer has responsibility to inspect the goods right upon receipt. In case of no inspection control by Customer upon receipt of goods, Customer is advised to sign the CMR document (Contrat Merchandises Rout) with a written statement as follows: “goods received with cautiousness and have not yet been inspected”. In case of visible damage or shortage of goods the Customer, within seven (7) days, will have to notify for inspection the appointed insurance agency at the Customer's country. All damaged goods should be hold with packing material intact until inspection is completed. The Company's willingness to assist does not indicate liability for claim or replacement.

c) Packaging

The Company reserves the right to optimize packaging at its discretion. Some products or components may only be available in bulk package multiplies. For special, customized packaging, an additional charge may apply.

d) Promptness

Average shipment time from order placement date is 4 weeks unless otherwise specified in the Order Confirmation Form (see paragraph 1b above). Any shipment date, however, is not a binding condition. The Company will use reasonable efforts to meet shipment or delivery dates specified by the Company but such dates are estimates only. The Company will not be liable for any delay or non-delivery in shipping, for any reason, but not limited to delay or non-delivery caused directly or indirectly by Acts of God, fire, flood, strike or other labor dispute, accident, civil commotion, riot, war, governmental regulation or order, whether or not it later proves to be invalid, or from any other cause or causes (whether or not similar to any of the foregoing) beyond the Company's control. In no case will the Company be liable for loss of profits or any indirect, special, incidental, multiple, punitive or consequential damages on account of any delay in delivery or non-delivery whether or not excused hereunder. The Company will not be liable for any penalties resulting from delayed deliveries.


4) LIMITED WARRANTY

The Company as manufacturer warrants that products will be free from defects in materials and workmanship (mechanical and electrical) for a period of one year from the date of shipment (invoice date) to the original Customer. If it appears within the specified period that the product does not meet the warranty specified above, and provided the product under normal use and service proves defective within the same time period, the Company, at its sole election, will either repair or replace the product at its own expense. If the Company is unable to repair or replace the particular product, refund then the value of the product at its original purchase price only. The Company extends this warranty to the original or first Customer only and this warranty is non-assignable and non-transferable and shall be of no force and effect if asserted by any person other than such first Customer.

Limitation of Liability

a) Any claim by the Customer for breach of the foregoing warranty shall be submitted to the Company in writing within thirty (30) days from the date the Customer discovered the alleged breach. Any cause of action for breach of warranty shall be brought within 12 months after the cause of action has accrued. Proof of purchase is required. When calling within warranty, the following should be provided by the Customer:

1) Name, shipping address, and telephone number

2) A description of the model, its code number and LOT number indicated on two identical stickers, one placed on the carton box and the other on the product's interior

3) An explanation of the problem

b) The present warranty terms are exclusive and in lieu of any other warranties of any kind. The Company expressly disclaims all other representations and warranties, express or implied. No distributor or supplier of the Company has the authority to modify or amend this limited warranty.

c) This warranty applies only to the use of the product as intended by the Company and does not cover any misapplication or misuse of said product.

This warranty is not applicable to, and the Company makes no warranty whatsoever with respect to, the product not installed and operated in accordance with the proper electrical installation procedures. Nor is this warranty applicable to the product in case it has not been installed and operated in accordance with the manufacturer's specifications and connection diagrams and in case the product has been subjected to abnormal operating conditions. This includes, but is not limited to, faulty wire connections, connection to wrong supply voltage, failure to properly ground units, damage caused by rough handling.

This limited warranty also does not cover damages due to external causes, including, but not limited to, accident, problems with electrical power, usage not in accordance with product instructions, misuse, neglect, modification, repair, improper installation, or improper testing. The Company is not responsible for indirect, incidental, or consequential damages including, but not limited to, lost profits, lost sales, injury to person, damage to or replacement of equipment and property. The Company's liability is limited to the replacement of defective materials and does not include any charges for labor, materials, etc., without its written authorization before any work is done. The Company will not accept any cash reimbursement claim without advance written authorization and shall not be responsible for any labor costs associated with installation or re-installation of the product.

d) This warranty also includes ballasts and lamps of luminaires although the respective manufacturers of these products also warrant their materials. Especially the ballasts used by the Company, arrive from recognized manufacturers, bear European quality marks, are CE conformed and are warranted by their respective manufacturer, provided the luminaries are properly installed and operated under normal conditions. Any claims for defects in ballasts occurring outside of their manufacturer's limited warranty period should be directed to the respective ballast manufacturer. Do not proceed with repairs until and provided authorization is received from either the Company or from the ballast manufacturer.

e) The Company shall not be liable for damages that result from deliveries that do not occur within a Customer's specified time frame or for any delay or default in delivering products where occasioned by any cause beyond the control of the Company, including without limitation embargoes, shortages of labor, raw materials, or fuel, fires, floods, accidents, acts of war, or other similar causes.

Any legal claims arising from this limited warranty shall be subject to the laws and jurisdiction of the courts of Thessaloniki, Greece. This is the Company's sole warranty. No employee or agent of the Company is authorized to add, modify, or delete from it.

 

5) RETURN OF STOCK MERCHANDISE

a) Orders are non-returnable without prior written authorization by the Company through a Return Goods Authorization Form (RGA). Unauthorized returns will be refused or, at the sole option of the Company, be returned to the Customer freight collect, or scrapped immediately with no issuance of credit. Requests to return merchandise must be made within one year from date of shipment. All returned goods must be shipped with freight prepaid by the Customer. Credit will be issued based on the original invoice price less a minimum restocking charge of 20% which may be higher depending on the nature of the product or the circumstances surrounding the return (i.e. a reconditioning charge may be necessary). All returned products will be examined in 30 days and must be in saleable condition in order to qualify for credit. Custom orders may not be returned. At the discretion of the Company's management certain non-stock items may be returned with a minimum of 50% restocking charge.

b) Products or product components returned for defects in manufacture will be replaced without charge provided permission is granted. Products returned due to the Company's error in shipment will be accepted at full credit and without charges. Any such product return to be affected only through transportation means chosen by the Company, otherwise will be rejected.


6) PATENTS

The Customer shall notify the Company in case it is noticed that other, competitive products, circulated in the Customer's market area, constitute on infringement of any patent registered for the Company products in order for the Company to defend its intellectual property rights.

 

7) CONFIDENTIALITY

The Customer agrees that all information furnished by the Company in connection with the sale of items will be confidential. The Customer agrees not to disclose any such information to any other person, or use such information for any purposes other than sales performance.

 

8) LITERATURE ERRORS

Every effort is made on the part of the Company to provide accurate pricing, dimensional and physical description information, etc., in the catalogue, price lists and rest literature. However, as this information is subject to change without notice, the Company will not accept the responsibility for loss or damages due to informational errors in its publications. For this reason the Company invites the Customer's inquiry concerning up-to-date information.

 

9) AGREEMENT

Except as expressly agreed in writing signed by the Company, the Terms and Conditions stated above shall constitute the entire sales agreement between the Company and the Customer. Customer's submission of a purchase order shall indicate Customer's acknowledgement of and agreement with these Terms and Conditions.


PILUX & DANPEX reserves the right to change these Terms and Conditions of Sale without notice.

 

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