General Terms and Conditions

GENERAL TERMS AND CONDITIONS FOR SALES, DELIVERY AND PAYMENT OF GEMINI LICHT

General

The General Terms and Conditions apply for all our offers and deliveries for customers. Contradictory Terms and Conditions in relation to orders only apply after our explicit and written confirmation. A client’s Terms and Conditions are not binding for us, also in the case of not having refused them explicitly. Oral consent is not valid.

Order and conclusion of a contract

The order has to be placed in writing or by telephone and has to follow our Terms and Conditions. We are not liable for transmission errors resulting from information given by the customer (e.g.: fax transmission, telephone, e-mail). By placing the order the customer accepts our General Terms and Conditions. The contract is concluded and our General Terms and Conditions are accepted when the seller/supplier (Gemini Lighting Ltd.) - after having received the order - has shipped or sent a written confirmation of the order. Incoming orders will not be confirmed in writing. An order is fulfilled by sending the shipment.

Prices

Prices are valid as long as stock is available except in case of mistakes, changes and printing errors on the packaging material, in folders and price lists. The prices in this catalogue replace all prior price lists and offers. All prices stated in our offers, price lists as well all prices transmitted in writing or orally are not binding and subject to change ex warehouse Vienna and do not include VAT or where applicable shipping, packaging and C.O.D. fees. Obvious calculation and typing errors entitle us to correct these, also after having transmitted the invoice or order confirmation. Typing errors excepted and prices are subject to change.

Delivery

Deliveries are made at the risk of the buyer (client) without influence on delivery method. Gemini shall not be liable for any loss or damage during transportation. Transport damages have to be claimed immediately upon arrival of the delivery by writing a damage predocol. Gemini cannot be made liable for not documented damages. Not foreseeable delivery problems arising from acts of God or the shipping agency’s side extend the delivery term. Delayed delivery does not entitle the customer/orderer to cancel the order or to any kind of indemnity claims or any other kind of indemnities. We are entitled to partial deliveries and can invoice them separately. Delivery dates stated in our order confirmations are only approximate and can be exceeded due to above mentioned events. The seller (Gemini Lighting Ltd.) is entitled to cancel the sales-delivery contract due to the above mention reasons (e.g. act of God, strike, turmoil, war, natural disasters, hurricanes on the side of his suppliers). The customer (orderer) is not entitled to claim indemnity. The contract is fulfilled by shipping the ordered goods. If the shipping of goods prepared for shipment is not possible due to reasons not in the seller’s responsibility or if the client does not accept the delivery contrary to the terms of the contract, the seller is entitled to warehouse the goods at the client’s expense, minimum fee is 1% of the invoiced price per month. This does not impact the agreed payment terms.

Payment

New clients and slow payers have to pay cash on delivery or through prior payment including a 2% discount. In all other cases clients are entitled to a 2% discount for payment within 8 days after delivery or net payment within 14 days after delivery. Date of delivery = date of invoice. No checks accepted for payment. Bank transfers from abroad have to be made net invoice without deducting the bank fees for the transfer. Gemini Lighting Ltd. does not pay external bank fees. Deliveries outside Austria will only be made based on C.O.D. or prior payment incl. 2% discount. After expiration of the agreed date of payment Gemini Lighting Ltd. is entitled to charge EUR 5.00 for the first and EUR 10.00 for the second reminder as well as a 14% interest p.a. and all legal cost and cost for collection. In the case of a significant deterioration of the financial situation of the customer or if payments are delayed, Gemini Lighting Ltd. is entitled to charge all open invoices immediately and to stop further deliveries without entitling the customer to any kind of indemnity. Claims do not interrupt the term of payment.

Warranty and liability

All goods have to be examined immediately after arrival of the delivery for completeness and defects. Transport damages have to be reported immediately to the shipping agency. A damage predocol has to be prepared on the day of delivery. All goods travel on invoice and risk of the customer. At the moment of handing over to the transport agency the risk goes to the client. Minor differences or changes in color, format and measures to the catalogues or models are allowed and can therefore not be a reason for claim. If the customer (orderer) fails to announce a defect immediately or within due time or if the goods are modified, the customer loses all his rights for warranty. The warranty term is 6 months starting with the date of purchase. Within this period we remove all defects resulting from failures in material or production by exchanging these goods. The orderer has to claim any defect in writing to the seller within 3 days after receiving the delivery and in any case before using these goods. We will accept returned deliveries only after prior announcement. The customer has to indicate the respective invoice and delivery note numbers. The goods have to be returned to us free of charge. Not free of charge or unannounced return deliveries will not be accepted and will be returned to the sender at his expense. In case of justified complaints we either deliver replacement goods without defects or emit corresponding credit slips. These cannot be charged in cash. Additional rights, especially indemnity rights for the customer, do not exist. Far-reaching indemnity rights, especially the claiming of defects or damages, caused during the installation, are excluded. The refund of set-up costs is impossible. Liability for indirect damages and damages caused by defects, especially loss of revenue as well as claims of third parties is impossible. We are entitled to refuse any warranty, as long as the customer has outstanding debts, also from earlier business relations with us. If after the return of goods no defect can be detected, the seller is entitled to charge the delivery costs as well as an appropriate indemnity fee for the inspection of the respective goods and to return the goods free of charge to the customer. Warranty or guarantee from our side is not possible in the case of damages caused on the client’s side due to wear and tear or weather conditions, in the case of goods, which usually do not have obligatory guarantee (e.g. illuminants), in the case of inappropriate modifications and repairs and errors during the installation, in the case of not observing the installation rules set out in the catalogue or on the package of the goods. Our information about warranty and guarantee in our catalogues, folders, price lists and packages are only approximate values and subject to change. The guarantee ends in the case of intervention from outside or not respecting the security guidelines or modification of the goods. The return of warehoused goods is only possible after our explicit consent. In the case of a postage-free return we charge a 10% handling fee (minimum EUR 7.00) plus VAT. We reserve the right to modify constructions and forms. No liability in the case of modified products. The operation and installation of our products has to be done by professionals and authorized companies only.

Delivery of samples

We deliver samples against payment (C.O.D.), they can not be returned.

Delivery of small quantities

The minimum quantity for orders is EUR 100.00 (excl. legal taxes), otherwise we charge a surcharge of EUR 5.00.

Retention of title

Delivered goods remain property of the company Gemini Lighting Ltd. until full payment (incl. interests and law enforcement costs) is made. Without prior written consent the goods must not be mortgaged or handed over to third parties as security deposit. In case of delayed payment we are entitled to call back without prior notice already delivered goods at the customer’s expense, who is obliged to return these goods.

Legal venue and place of performance

Legal venue for any kind of disputes resulting directly or indirectly from the contract are the Austrian Courts of jurisdiction competent for the company venues of Gemini Lighting Ltd.Austrian law applies. The application of UN commercial law is impossible. The contract language is German.

Additional

Gemini Lighting Ltd. is member of E.V.A. (Erfassen und Verwerten von Altstoffen, collection and utilization of salvage), license number 101325, DVR: 1019589. Pictures and text on this webpage are intellectual property of Gemini Lighting Ltd. Unauthorized reprinting is prohibited.